HomeMy WebLinkAboutC-8306-2B - PSA for Balboa Peninsula Trolley Transit Operations and Vehicle Procurement ServicesPROFESSIONAL SERVICES AGREEMENT
WITH LAZ PARKING CALIFORNIA, LLC FOR
BALBOA PENINSULA TROLLEY TRANSIT OPERATIONS AND VEHICLE
PROCUREMENT SERVICES
THIS PROFESSIONAL SERVICES AGREEMENT ("Agreement") is made and
entered into as of this 19th day of November, 2024, ("Effective Date"), by and between
the CITY OF NEWPORT BEACH, a California municipal corporation and charter city
("City"), and LAZ PARKING CALIFORNIA, LLC, a Connecticut limited liability company
("Contractor"), whose address is One Financial Plaza, 14th Floor, Hartford, CT 06103,
and is made with reference to the following:
RECITALS
A. City is a municipal corporation duly organized and validly existing under the laws
of the State of California with the power to carry on its business as it is now being
conducted under the statutes of the State of California and the Charter of City.
B. On January 23, 2024, the City Council adopted Resolution No. 2024-4, authorizing
the City to apply for Orange County Transportation Authority's ("OCTA")
Community Based Transit/Circulators Program (Project V) to utilize Measure M2
funding to support the City's Balboa Peninsula Trolley and Balboa Island/Corona
del Mar Local Transit project.
C. City desires to engage Contractor to provide Balboa Peninsula Trolley transit
operations, and vehicle procurement of five trolleys, for operations planned to
begin in the summer of 2025 ("Project").
D. Contractor possesses the skill, experience, ability, background, certification and
knowledge to provide the professional services described in this Agreement.
E. City has solicited and received a proposal from Contractor, has reviewed the
previous experience and evaluated the expertise of Contractor, and desires to
retain Contractor to render professional services under the terms and conditions
set forth in this Agreement.
NOW, THEREFORE, it is mutually agreed by and between the undersigned parties
as follows:
1. TERM
The term of this Agreement shall commence on the Effective Date, and shall
terminate on October 7, 2031, unless terminated earlier as set forth herein.
2. SERVICES TO BE PERFORMED
Contractor shall diligently perform all the services described in the Scope of
Services attached hereto as Exhibit A, ("Services" or "Work"), in accordance with the
Route Map attached hereto as Exhibit D, and the Trolley Upgrades and Options attached
hereto as Exhibit E, all of which are incorporated herein by reference. City may elect to
delete certain Services within the Scope of Services at its sole discretion.
3. TIME OF PERFORMANCE
3.1 Time is of the essence in the performance of Services under this Agreement
and Contractor shall perform the Services in accordance with the schedule included in
Exhibit A. In the absence of a specific schedule, the Services shall be performed to
completion in a diligent and timely manner. The failure by Contractor to strictly adhere to
the schedule set forth in Exhibit A, if any, or perform the Services in a diligent and timely
manner may result in termination of this Agreement by City.
3.2 Notwithstanding the foregoing, Contractor shall not be responsible for
delays due to causes beyond Contractor's reasonable control. However, in the case of
any such delay in the Services to be provided for the Project, each party hereby agrees
to provide notice within two (2) calendar days of the occurrence causing the delay to the
other party so that all delays can be addressed.
3.3 Contractor shall submit all requests for extensions of time for performance
in writing to the Project Administrator as defined herein not later than ten (10) calendar
days after the start of the condition that purportedly causes a delay. The Project
Administrator shall review all such requests and may grant reasonable time extensions
for unforeseeable delays that are beyond Contractor's control.
3.4 For all time periods not specifically set forth herein, Contractor shall respond
in the most expedient and appropriate manner under the circumstances, by hand -delivery
or mail.
4. COMPENSATION TO CONTRACTOR
4.1 City shall pay Contractor for the Services on a time and expense not -to -
exceed basis in accordance with the provisions of this Section, the Schedule of Billing
Rates attached hereto as Exhibit B, and incorporated herein by reference. Contractor's
compensation for all Work performed in accordance with this Agreement, including all
reimbursable items and subcontractor fees, shall not exceed Three Million Eight
Hundred Ninety Seven Thousand Seven Hundred Forty Six Dollars and 551100
($3,897,746.55), without prior written authorization from City. No billing rate changes
shall be made during the term of this Agreement without the prior written approval of City.
4.2 Contractor shall submit monthly invoices to City describing the Work
performed the preceding month. Contractor's bills shall include the name of the person
who performed the Work, a brief description of the Services performed and/or the specific
task in the Scope of Services to which it relates, the date the Services were performed,
the number of hours spent on all Work billed on an hourly basis, and a description of any
reimbursable expenditures. City shall pay Contractor no later than thirty (30) calendar
days after approval of the monthly invoice by City staff.
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4.3 City shall reimburse Contractor only for those costs or expenses specifically
identified in Exhibit B to this Agreement or specifically approved in writing in advance by
City.
4.4 Contractor shall not receive any compensation for Extra Work performed
without the prior written authorization of City. As used herein, "Extra Work" means any
Work that is determined by City to be necessary for the proper completion of the Project,
but which is not included within the Scope of Services and which the parties did not
reasonably anticipate would be necessary at the execution of this Agreement.
Compensation for any authorized Extra Work shall be paid in accordance with the
Schedule of Billing Rates as set forth in Exhibit B.
5. PROJECT MANAGER
5.1 Contractor shall designate and provide a full-time Project Manager, who
shall provide overall management and supervision of operations and shall coordinate all
phases of the Project. This Project Manager shall be available to City at all reasonable
times during the Agreement term. Contractor's Project Manager shall have a minimum of
five (5) years of experience in public transportation operations including at least three (3)
years' supervisory experience. A bachelor's degree in a related field from a four (4) year
college may substitute for two (2) years of transportation experience and one (1) year of
supervisory experience.
5.2 The Project Manager must have completed the Transit and Paratransit
Management Certificate Program sponsored by the California Association for
Coordinated Transportation (CalACT), Caltrans, Access Services, and which is currently
offered through Pepperdine University, or a similar certification or degree program.
Alternatively, the General Manager may enroll in such program and complete the
certificate requirements within 18 months following approval by the City of the General
Manager candidate. Contractor shall pay the cost of participation in the certificate
program, or approved alternative.
6. ADMINISTRATION
This Agreement will be administered by the Public Works. City's Director of Public
Works or designee shall be the Project Administrator and shall have the authority to act
for City under this Agreement. The Project Administrator shall represent City in all matters
pertaining to the Services to be rendered pursuant to this Agreement.
7. CITY'S RESPONSIBILITIES
To assist Contractor in the execution of its responsibilities under this Agreement,
City agrees to provide access to and upon request of Contractor, one copy of all existing
relevant information on file at City. City will provide all such materials in a timely manner
so as not to cause delays in Contractor's Work schedule.
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8. STANDARD OF CARE
8.1 All of the Services shall be performed by Contractor or under Contractor's
supervision. Contractor represents that it possesses the professional and technical
personnel required to perform the Services required by this Agreement, and that it will
perform all Services in a manner commensurate with community professional standards
and with the ordinary degree of skill and care that would be used by other reasonably
competent practitioners of the same discipline under similar circumstances. All Services
shall be performed by qualified and experienced personnel who are not employed by City.
By delivery of completed Work, Contractor certifies that the Work conforms to the
requirements of this Agreement, all applicable federal, state and local laws, and legally
recognized professional standards.
8.2 Contractor represents and warrants to City that it has, shall obtain, and shall
keep in full force and effect during the term hereof, at its sole cost and expense, all
licenses, permits, qualifications, insurance and approvals of whatsoever nature that is
legally required of Contractor to practice its profession. Contractor shall maintain a City
of Newport Beach business license during the term of this Agreement.
8.3 Contractor shall not be responsible for delay, nor shall Contractor be
responsible for damages or be in default or deemed to be in default by reason of strikes,
lockouts, accidents, acts of God, or the failure of City to furnish timely information or to
approve or disapprove Contractor's Work promptly, or delay or faulty performance by City,
contractors, or governmental agencies.
9. HOLD HARMLESS
9.1 Except to the extent caused by the City's negligent acts, omissions, or willful
misconduct, City and all officers, employees and representatives thereof and all persons
and entities owning or otherwise in legal control of the property upon which Contractor
performs the Services shall not be responsible in any manner for any loss or damage to
any of the materials or other things used or employed in performing the Services or for
injury to or death of any person as a result of Contractor's performance of the Services
required hereunder, or for damage to property from any cause arising from the
performance of the Services by Contractor, its subcontractors, workers, suppliers or
anyone employed by either of them.
9.2 Contractor shall be responsible for any liability imposed by law and for
injuries to or death of any person or damage to property resulting from defects,
obstructions or from any cause to the extent arising from the negligent acts, omissions,
or willful misconduct of Contractor, its subcontractors, workers, suppliers or anyone
employed by either of them.
9.3 To the fullest extent permitted by law, Contractor shall indemnify, defend
and hold harmless City, its City Council, boards and commissions, officers, agents,
volunteers and employees (collectively, the "Indemnified Parties") from and against any
and all claims (including, without limitation, claims for bodily injury, death or damage to
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property), demands, obligations, damages, actions, causes of action, suits, losses,
judgments, fines, penalties, liabilities, costs and expenses (including, without limitation,
attorneys' fees, disbursements and court costs) of every kind and nature whatsoever
(individually, a Claim; collectively, "Claims"), which may arise from or in any manner relate
(directly or indirectly) to any breach of the terms and conditions of this Agreement, any
Work performed or Services provided under this Agreement including, without limitation,
defects in workmanship or materials or Contractor's presence or activities conducted on
the Project (including the negligent, reckless, and/or willful acts, errors and/or omissions
of Contractor, its principals, officers, agents, employees, vendors, suppliers, contractors,
subcontractors, anyone employed directly or indirectly by any of them or for whose acts
they may be liable, or any or all of them).
9.4 Notwithstanding the foregoing, nothing herein shall be construed to require
Contractor to indemnify the Indemnified Parties from any Claim arising from the sole
negligence orwillful misconduct of the Indemnified Parties. Nothing in this indemnity shall
be construed as authorizing any award of attorneys' fees in any action on or to enforce
the terms of this Agreement. This indemnity shall apply to all claims and liability
regardless of whether any insurance policies are applicable. The policy limits do not act
as a limitation upon the amount of indemnification to be provided by Contractor.
10. INDEPENDENT CONTRACTOR
It is understood that City retains Contractor on an independent contractor basis
and Contractor is not an agent or employee of City. The manner and means of conducting
the Work are under the control of Contractor, except to the extent they are limited by
statute, rule or regulation and the expressed terms of this Agreement. No civil service
status or other right of employment shall accrue to Contractor or its employees. Nothing
in this Agreement shall be deemed to constitute approval for Contractor or any of
Contractor's employees or agents, to be the agents or employees of City. Contractor
shall have the responsibility for and control over the means of performing the Work,
provided that Contractor is in compliance with the terms of this Agreement. Anything in
this Agreement that may appear to give City the right to direct Contractor as to the details
of the performance of the Work or to exercise a measure of control over Contractor shall
mean only that Contractor shall follow the desires of City with respect to the results of the
Services.
11. COOPERATION
Contractor agrees to work closely and cooperate fully with City's designated
Project Administrator and any other agencies that may have jurisdiction or interest in the
Work to be performed. City agrees to cooperate with the Contractor on the Project.
12. CITY POLICY
Contractor shall discuss and review all matters relating to policy and Project
direction with City's Project Administrator in advance of all critical decision points in order
to ensure the Project proceeds in a manner consistent with City goals and policies.
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13. PROGRESS
Contractor is responsible for keeping the Project Administrator informed on a
regular basis regarding the status and progress of the Project, activities performed and
planned, and any meetings that have been scheduled or are desired.
14. INSURANCE
Without limiting Contractor's indemnification of City, and prior to commencement
of Work, Contractor shall obtain, provide and maintain at its own expense during the term
of this Agreement or for other periods as specified in this Agreement, policies of insurance
of the type, amounts, terms and conditions described in the Insurance Requirements
attached hereto as Exhibit C, and incorporated herein by reference.
15. PROHIBITION AGAINST ASSIGNMENTS AND TRANSFERS
Except as specifically authorized under this Agreement, the Services to be
provided under this Agreement shall not be assigned, transferred contracted or
subcontracted out without the prior written approval of City. Any of the following shall be
construed as an assignment: The sale, assignment, transfer or other disposition of any
of the issued and outstanding capital stock of Contractor, or of the interest of any general
partner or joint venturer or syndicate member or cotenant if Contractor is a partnership or
joint -venture or syndicate or co -tenancy, which shall result in changing the control of
Contractor. Control means fifty percent (50%) or more of the voting power or twenty-five
percent (25%) or more of the assets of the corporation, partnership or joint -venture.
16. SUBCONTRACTING
The subcontractors authorized by City, if any, to perform Work on this Project are
identified in Exhibit A. Contractor shall be fully responsible to City for all acts and
omissions of any subcontractor. Nothing in this Agreement shall create any contractual
relationship between City and any subcontractor nor shall it create any obligation on the
part of City to pay or to see to the payment of any monies due to any such subcontractor
other than as otherwise required by law. City is an intended beneficiary of any Work
performed by the subcontractor for purposes of establishing a duty of care between the
subcontractor and City. Except as specifically authorized herein, the Services to be
provided under this Agreement shall not be otherwise assigned, transferred, contracted
or subcontracted out without the prior written approval of City.
17. OWNERSHIP OF DOCUMENTS
17.1 Each and every report, draft, map, record, plan, document and other writing
produced, including but not limited to, websites, blogs, social media accounts and
applications (hereinafter "Documents"), prepared or caused to be prepared by Contractor,
its officers, employees, agents and subcontractors, in the course of implementing this
Agreement, shall become the exclusive property of City, and City shall have the sole right
to use such materials in its discretion without further compensation to Contractor or any
other party. Additionally, all material posted in cyberspace by Contractor, its officers,
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employees, agents and subcontractors, in the course of implementing this Agreement,
shall become the exclusive property of City, and City shall have the sole right to use such
materials in its discretion without further compensation to Contractor or any other party.
Contractor shall, at Contractor's expense, provide such Documents, including all logins
and password information to City upon prior written request.
17.2 Documents, including drawings and specifications, prepared by Contractor
pursuant to this Agreement are not intended or represented to be suitable for reuse by
City or others on any other project. Any use of completed Documents for other projects
and any use of incomplete Documents without specific written authorization from
Contractor will be at City's sole risk and without liability to Contractor. Further, any and
all liability arising out of changes made to Contractor's deliverables under this Agreement
by City or persons other than Contractor is waived against Contractor, and City assumes
full responsibility for such changes unless City has given Contractor prior notice and has
received from Contractor written consent for such changes.
17.3 All written documents shall be transmitted to City in formats compatible with
Microsoft Office and/or viewable with Adobe Acrobat.
18. CONFIDENTIALITY
All Documents, including drafts, preliminary drawings or plans, notes and
communications that result from the Services in this Agreement, shall be kept confidential
unless City expressly authorizes in writing the release of information.
19. INTELLECTUAL PROPERTY INDEMNITY
Contractor shall defend and indemnify City, its agents, officers, representatives
and employees against any and all liability, including costs, for infringement or alleged
infringement of any United States' letters patent, trademark, or copyright, including costs,
contained in Contractor's Documents provided under this Agreement.
20. RECORDS
Contractor shall keep records and invoices in connection with the Services to be
performed under this Agreement. Contractor shall maintain complete and accurate
records with respect to the costs incurred under this Agreement and any Services,
expenditures and disbursements charged to City, for a minimum period of three (3) years,
or for any longer period required by law, from the date of final payment to Contractor
under this Agreement. All such records and invoices shall be clearly identifiable.
Contractor shall allow a representative of City to examine, audit and make transcripts or
copies of such records and invoices during regular business hours. Contractor shall allow
inspection of all Work, data, Documents, proceedings and activities related to the
Agreement for a period of three (3) years from the date of final payment to Contractor
under this Agreement.
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21. WITHHOLDINGS
City may withhold payment to Contractor of any disputed sums until satisfaction of
the dispute with respect to such payment. Such withholding shall not be deemed to
constitute a failure to pay according to the terms of this Agreement. Contractor shall not
discontinue Work as a result of such withholding. Contractor shall have an immediate
right to appeal to the City Manager or designee with respect to such disputed sums.
Contractor shall be entitled to receive interest on any withheld sums at the rate of return
that City earned on its investments during the time period, from the date of withholding of
any amounts found to have been improperly withheld.
22. ERRORS AND OMISSIONS
In the event of errors or omissions that are due to the negligence or professional
inexperience of Contractor which result in expense to City greater than what would have
resulted if there were not errors or omissions in the Work accomplished by Contractor,
the additional design, construction and/or restoration expense shall be borne by
Contractor. Nothing in this Section is intended to limit City's rights under the law or any
other sections of this Agreement.
23. CITY'S RIGHT TO EMPLOY OTHER CONTRACTORS
City reserves the right to employ other Contractors in connection with the Project.
24. CONFLICTS OF INTEREST
24.1 Contractor or its employees may be subject to the provisions of the
California Political Reform Act of 1974 (the "Act") and/or Government Code §§ 1090 et
seq., which (1) require such persons to disclose any financial interest that may
foreseeably be materially affected by the Work performed under this Agreement, and (2)
prohibit such persons from making, or participating in making, decisions that will
foreseeably financially affect such interest.
24.2 If subject to the Act and/or Government Code §§ 1090 et seq., Contractor
shall conform to all requirements therein. Failure to do so constitutes a material breach
and is grounds for immediate termination of this Agreement by City. Contractor shall
indemnify and hold harmless City for any and all claims for damages resulting from
Contractor's violation of this Section.
25. NOTICES
25.1 All notices, demands, requests or approvals, including any change in
mailing address, to be given under the terms of this Agreement shall be given in writing,
and conclusively shall be deemed served when delivered personally, or on the third
business day after the deposit thereof in the United States mail, postage prepaid, first-
class mail, addressed as hereinafter provided.
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25.2 All notices, demands, requests or approvals from Contractor to City shall be
addressed to City at:
Attn: Director of Public Works
Public Works
City of Newport Beach
100 Civic Center Drive
Newport Beach, CA 92660
25.3 All notices, demands, requests or approvals from City to Contractor shall be
addressed to Contractor at:
Attn: Mario Montenegro
LAZ Parking California, LLC
One Financial Plaza, 14th Floor
Hartford, CT 06103
26. CLAIMS
Unless a shorter time is specified elsewhere in this Agreement, before making its
final request for payment under this Agreement, Contractor shall submit to City, in writing,
all claims for compensation under or arising out of this Agreement. Contractor's
acceptance of the final payment shall constitute a waiver of all claims for compensation
under or arising out of this Agreement except those previously made in writing and
identified by Contractor in writing as unsettled at the time of its final request for payment.
Contractor and City expressly agree that in addition to any claims filing requirements set
forth in the Agreement, Contractor shall be required to file any claim Contractor may have
against City in strict conformance with the Government Claims Act (Government Code
sections 900 et seq.).
27. TERMINATION
27.1 In the event that either party fails or refuses to perform any of the provisions
of this Agreement at the time and in the manner required, that party shall be deemed in
default in the performance of this Agreement. If such default is not cured within a period
of two (2) calendar days, or if more than two (2) calendar days are reasonably required
to cure the default and the defaulting party fails to give adequate assurance of due
performance within two (2) calendar days after receipt of written notice of default,
specifying the nature of such default and the steps necessary to cure such default, and
thereafter diligently take steps to cure the default, the non -defaulting party may terminate
the Agreement forthwith by giving to the defaulting party written notice thereof.
27.2 Notwithstanding the above provisions, City shall have the right, at its sole
and absolute discretion and without cause, of terminating this Agreement at any time by
giving no less than seven (7) calendar days' prior written notice to Contractor.
27.3 With the exception of trolley procurement payments which are addressed in
the next section, in the event of termination for any reason, City shall pay Contractor for
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Services satisfactorily performed and costs incurred up to the effective date of termination
for which Contractor has not been previously paid. On the effective date of termination,
Contractor shall deliver to City all goods, reports, Documents and other information
developed or accumulated in the performance of this Agreement, whether in draft or final
form.
27.4 In the event of termination for any reason prior to the completion of all
payments for trolley procurement, the following shall occur in the stated order: (a) within
fifteen (15) days of the effective date of termination, Contractor shall ensure that the
amount of all payments made by the City for the procurement of the trolleys (not including
LAZ Admin fees or Performance Bond fees) have been credited toward the trolley
procurement debt; (b) thereafter, Contractor shall provide the City with a written payoff
quote from the financing entity to pay off the remaining balance of the trolley procurement
debt; and, (c) within thirty (30) days of approval of the quote by the City, the City shall pay
the remaining debt for all trolleys that have been delivered to and accepted by City. After
the trolley procurement debt has been fully satisfied and all liens and encumbrances on
the trolleys have been satisfied and released, the City will provide written notice to
Contractor that the performance bond may be released. This section shall survive the
termination of this Agreement.
28. WARRANTY
Contractor warrants that at the time the trolleys are delivered to the City, the
trolleys shall be free of liens or encumbrances, and shall be of merchantable quality and
fit for the ordinary purposes for which it is intended to be used. In addition to any remedies
provided by law, Contractor agrees to indemnify, defend and hold the Indemnified Parties,
as identified in this Agreement, harmless from any liability, loss, damage or expense,
including reasonable attorneys' fees, arising out of or related to the failure of the trolleys
to conform to this warranty or non-compliance with any applicable law.
29. CHARGES AND LIENS
Contractor shall pay promptly all indebtedness for labor, materials and equipment
used in performance of the Services. Other than liens or other security interests that arise
out of the purchase or financing to acquire the trolleys, Contractor shall not permit any
other lien or encumbrance to attach to the trolleys, and if any does so attach, Contractor
shall promptly procure its release, and indemnify, defend, and hold City harmless and be
responsible for payment of all costs, damages, penalties and expenses related to or
arising from or related thereto.
30. RISK OF DAMAGE OR LOSS TO GOODS
Until title and possession of the trolleys are delivered to and accepted by the City,
Contractor shall bear the risk of damage or loss to the trolleys, and shall obtain and
maintain insurance to cover the risk of damage or loss to the trolleys, which policies shall
be in conformance with the insurance requirements set forth in Exhibit C attached hereto.
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31. CHANGE OF OWNERSHIP
Contractor agrees that if there is a change or transfer in ownership of Contractor's
business prior to completion of this Agreement, the new owners shall be required under
terms of sale or other transfer to assume Contractor's duties and obligations contained in
this Agreement and complete them to the satisfaction of City.
32. FREIGHT (F.O.B. DESTINATION)
The total compensation set forth in this Agreement includes shipment and delivery
of trolleys to a designated City location. Contractor assumes full responsibility for all
transportation, transportation scheduling, packing, handling, insurance, and other
services associated with delivery of all goods under this Agreement.
33. PERFORMANCE BOND
33.1 Contractor shall obtain, provide and maintain at its sole cost and expense
during the term of this Agreement, a Faithful Performance Bond in the amount of One
Million Twenty Four Thousand Six Hundred Sixty Four Dollars and 84/100
($1,024,664.84), in a form approved by the City Attorney. The Faithful Performance Bond
shall be issued by an insurance organization or surety that is: (a) currently authorized by
the Insurance Commissioner to transact business of insurance in the State of California;
(b) listed as an acceptable surety in the latest revision of the Federal Register Circular
570; and (c) assigned a Policyholders' Rating A (or higher) and Financial Size Category
Class VII (or larger) in accordance with the latest edition of Best's Key Rating Guide:
Property Casualty. Contractor shall deliver, concurrently with execution of this
Agreement, the Faithful Performance Bond, a certified copy of the "Certificate of
Authority" of the Insurer or Surety issued by the Insurance Commissioner, which
authorizes the Insurer or Surety to transact surety insurance in the State of California.
34. TAXES
The total compensation set forth in this Agreement includes any and all applicable
taxes and fees, including federal, state and/or local sales or use taxes. Contractor agrees,
and is solely responsible for, the proper submission of any and all applicable federal, state
and/or local taxes and fees to the appropriate taxing entity.
35. STANDARD PROVISIONS
35.1 Recitals. City and Contractor acknowledge that the above Recitals are true
and correct and are hereby incorporated by reference into this Agreement.
35.2 Compliance with all Laws. Contractor shall, at its own cost and expense,
comply with all statutes, ordinances, regulations and requirements of all governmental
entities, including federal, state, county or municipal, whether now in force or hereinafter
enacted. In addition, all Work prepared by Contractor shall conform to applicable City,
county, state and federal laws, rules, regulations and permit requirements and be subject
to approval of the Project Administrator and City.
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35.3 Waiver. A waiver by either party of any breach, of any term, covenant or
condition contained herein shall not be deemed to be a waiver of any subsequent breach
of the same or any other term, covenant or condition contained herein, whether of the
same or a different character.
35.4 Integrated Contract. This Agreement represents the full and complete
understanding of every kind or nature whatsoever between the parties hereto, and all
preliminary negotiations and agreements of whatsoever kind or nature are merged herein.
No verbal agreement or implied covenant shall be held to vary the provisions herein.
35.5 Conflicts or Inconsistencies. In the event there are any conflicts or
inconsistencies between this Agreement and the Scope of Services or any other
attachments attached hereto, the terms of this Agreement shall govern.
35.6 Interpretation. The terms of this Agreement shall be construed in
accordance with the meaning of the language used and shall not be construed for or
against either party by reason of the authorship of the Agreement or any other rule of
construction which might otherwise apply.
35.7 Amendments. This Agreement may be modified or amended only by a
written document executed by both Contractor and City and approved as to form by the
City Attorney.
35.8 Severability. If any term or portion of this Agreement is held to be invalid,
illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining
provisions of this Agreement shall continue in full force and effect.
35.9 Controlling Law and Venue. The laws of the State of California shall govern
this Agreement and all matters relating to it and any action brought relating to this
Agreement shall be adjudicated in a court of competent jurisdiction in the County of
Orange, State of California.
35.10 Equal Opportunity Employment. Contractor represents that it is an equal
opportunity employer and it shall not discriminate against any subcontractor, employee
or applicant for employment because race, religious creed, color, national origin,
ancestry, physical handicap, medical condition, marital status, sex, sexual orientation,
age or any other impermissible basis under law.
35.11 No Attorneys' Fees. In the event of any dispute or legal action arising under
this Agreement, the prevailing party shall not be entitled to attorneys' fees.
35.12 Counterparts. This Agreement may be executed in two (2) or more
counterparts, each of which shall be deemed an original and all of which together shall
constitute one (1) and the same instrument.
[SIGNATURES ON NEXT PAGE]
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IN WITNESS WHEREOF, the parties have caused this Agreement to be executed
on the dates written below.
APPROVED AS TO FORM:
CITY ATTORNEY'S OFFICE
Date: i ' Z y
By: �Ja1
Won C. Har
City Attorney is/3/Zy
ATTEST:
Date:
By:
�-
Leilani I. Brown
City Clerk
F-
CITY OF NEWPORT BEACH,
a California rr)unigipal corporation
Date: 1 212312.If
M
Joe Sta
Mayor
CONTRACTOR: LAZ PARKING
CALIFORNIA, LLC, a Connecticut limited
liability company
Date: r,
By: s
Micha el Kuziak
Chief Operating
i z [END OF SIGNATURES]
1.
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Attachments: Exhibit A — Scope of Services
Exhibit B — Schedule of Billing Rates
Exhibit C — Insurance Requirements
Exhibit D — Route Map
Exhibit E — Trolley Upgrades and Options
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EXHIBIT
SCOPE OF SERVICES
LAZ Parking California, LLC Page A-1
EXHIBIT A
SCOPE OF SERVICES
Contractor shall provide Balboa Peninsula trolley transit operations for the duration of this
Agreement, and vehicle procurement services. The following is a list of transit operations
and trolley vehicle procurement services that Contractor shall provide.
1. Provide turn -key high quality transit operation services per this scope of
services. Contractor shall utilize its existing shuttles to provide the services to the extent
that the new trolleys (set forth below) are not yet available for use. As each new trolley
becomes available, Contractor shall utilize the new trolly instead of its existing shuttle(s).
2. Supply drivers who have obtained all necessary licenses and certifications,
including but not limited to, valid commercial driver's licenses, pertinent
certifications/training, and applicable experience for the transit operation.
3. Provide all personnel recruitment, hiring, disciplinary (and if necessary)
firing, and manage all personnel aspects of drivers and other employees necessary for
the transit operations.
4. Procure five (5) new passenger trolley vehicles on behalf of City and
amortize the associated cost over seven (7) years. After the completion of the seven (7)
year amortization term, Contractor shall transfer title and possession of the trolleys to the
City. Price for trolleys shall be itemized and be calculated by inclusion of all costs,
including but not limited to, financing, manufacturer cost for construction, delivery and
licensing, taxes, inspection and other fees and costs to furnish trolleys in an operable
manner. The aforementioned fees and costs shall be tabulated into the Trolley Pricing
Schedule (see Exhibit B to this Agreement). Until title and possession passes to the City
as set forth herein, Contractor shall:
a. Retain title and possession of the trolleys;
b. Maintain current registration of the trolleys in Contractor's name;
c. Maintain the trolleys in a clean, orderly and operable condition;
d. Operate the trolleys in a professional and courteous manner;
e. Operate the trolleys only pursuant to this Agreement or as directed by
City.
Contractor shall provide City with copies of the sales contract, financing contract, vehicle
registration, and proof of insurance upon procurement of the trolleys.
5. Contractor shall facilitate the order process with the basic requirements
below and selection of representative factory trolley upgrades and options as detailed in
Exhibit E to the Agreement. The list of upgrades and options is preliminary. Contractor
may offer additional options that, based on their experience, will enhance the service.
Upgrades and Options shall be approved by City in writing prior to procurement. Base
unit without upgrades or options is as follows:
a. Make / Model: Hometown Manufacturing / Villager 158 (or approved
equal)
b. Length: 24 feet
c. Wheelbase: 158 inches
d. Seated Passenger Capacity: 22 (minimum)
e. Fuel type: Compressed Natural Gas (CNG)
f. Chassis build on 22,000 pound GVWR
g. Wheels: 19.5 inch
6. Project V Branding. Trolleys shall be labeled with M2 (OC Go) decals.
Contractor shall coordinate with City in regard to the sizing, placement, and furnishing of
decals to ensure compliance with OCTA Project V funding guidelines. An example of the
M2 OC Go logo is shown as follows:
1�
OCTA OCGO
Local Tax Dollars at Work
7. Prepare trolley vehicles for operation, including but not limited to, facilitation
of all vehicle certifications, inspections and related items necessary to provide the
intended service.
8. Provide all necessary hardware and software for all trolley vehicles for a
computer -aided dispatch/automatic vehicle location (CAD/AVL) system for real-time GPS
tracking, dispatching, and passenger information systems.
9. Provide an automatic passenger embarking/disembarking counting system
for real-time and report -generating purposes.
10. Provide for an online customer satisfaction and survey feedback tool for
duration of service.
11. Provide all trolley fueling, routine and preventative maintenance (includes
labor and parts), insurance, and interior cleaning as part of turn -key operation.
12. Provide proper routine and preventative maintenance (includes labor, parts,
records and reporting) in order to keep the vehicles in good working order and comply
with the mandatory Department of Transportation/Department of California Highway
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Patrol (DOT/CHP) inspections conducted every 45 calendar days via a mobile mechanic
or off -site servicing during both summer operational and off-season non -operational
periods.
13. The City to provide year-round storage for all trolleys.
14. Specifics for Balboa Peninsula Trolley Service (summer operational period):
a. Weekend operation (Saturdays and Sundays) and holidays: Memorial
Day, Independence Day, and Labor Day. There may be an occasional
extra operational day depending on which day of the week the
Independence Day holiday falls (i.e. operating the trolley on a Friday
after a Thursday 4th of July Holiday).
b. Operational hours: 10:OOAM-9:30PM
c. Typical four (4) trolley operation with additional one (1) trolley, for total
of five (5) trolleys during peak periods such as on holidays. Based on
demand, the number of vehicles in operation vary from 2 to 5 trolleys.
Contractor will provide schedule based on demand.
d. Proposed trolley route (see route map and stops in the Route Map,
Exhibit D to this Agreement). The route is subject to changes,
adjustments, addition or subtraction of stops during the duration of the
agreement.
e. Total of twenty-two (22) trolley stops along trolley route with a target
headway of approximately 15 to 20 minutes. The number of stops is
subject to change with commensurate route changes.
Roundtrip total mileage is approximately 7 miles. This distance is
subject to change with commensurate route changes.
15. The City reserves the right to request the operation of the trolley vehicle(s)
for special events with Contractor to provide all necessary staffing for proper transit
operations.
16. Contractor will provide to City all necessary documentation, including but
not limited to, ridership data, revenue vehicle miles and hours in compliance with the
proper OCTA Project V reporting requirements.
17. The City reserves the exclusive right to the branding of the Trolley and for
advertising material, if any, on the interior and/or exterior of the vehicle. Contractor shall
not install any advertising unless directed to by City.
18. Emergency Service
In the event of an emergency or natural disaster, Contractor shall make available, to the
maximum extent possible, transportation and communications services and facilities to
assist City in ameliorating such incidents. To the extent City requires Contractor to
provide such emergency services and facilities; Contractor shall be relieved of the
obligation to fulfill the duties and responsibilities to operate the Services outlined in
Attachment B. Further, Contractor shall be entitled to be paid reasonable compensation
for providing such emergency services and facilities, provided however, that the amount
of such compensation and time of its payment shall be mutually agreed upon in writing
by Contractor and City following the conclusion of the emergency or disaster, or at such
other time as they may mutually agree.
19. Scheduled Lavover
The schedules shall include at least one ten (10)-minute break within each four (4)-hour
block of operating time. Contractor shall be responsible for providing all breaks and meal
periods to its employees as required by federal, state, and local laws.
20. Law Enforcement
Contractor shall be responsible for timely and efficient communication with local law
enforcement agencies regarding crimes committed in the scope of providing services in
the Agreement. Contractor shall be responsible for the first line of response for any non -
safety and policy violations committed onboard Vehicles.
21. Vehicle Operator Requirement
a) Proper Licenses — All Vehicle operators must have a current, valid
Class B license with Passenger Endorsement. City will not be
responsible for payment of any traffic ticket fines incurred by any
Contractor's employees. Contractor shall be responsible for the total
cost of repairing physical damage to buses that occurs under
Contractor's control, whether or not Contractor's employees were at
fault.
b) Contractor ID Cards — Contractor shall produce ID cards for each of
their employees which contain the following:
• Employee Name
• Employee Photo
• Employee Position
• Employee Number (format to be determined by City)
• Contractor Name
All Contractor employees must wear the badge at all times while providing Services under
this Agreement.
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22. Background Check
Contractor shall use appropriate employee screening and selection criteria to assure the
employment of the best qualified applicants' available, emphasizing competence,
courtesy, reliability and good customer services skills. These criteria shall include but not
be limited to checking an applicant's driver's license records through the California
Department of Motor Vehicles, pre -employment physical examinations, and drug/alcohol
screening tests.
Contractor shall make all reasonable efforts to ensure that employees having contact with
the public in the course of their duties are of good moral character. Any such employee
who is convicted of a felony or of a crime involving moral turpitude during the time of
his/her employment shall not be permitted to continue to hold a position of employment
involving contact with the general public. Contractor shall conduct a "Live Scan"
Department of Justice (DOJ) and Federal Bureau of Investigation (FBI) check to
determine criminal background of employees. The background checks must be
completed every two (2) years by the Contractor.
23. Vehicle Operator Responsibilities
In addition to the safe operation of the Vehicle, Operators must also perform the following
duties:
• Operate wheelchair lift and secure wheelchair passengers
• Clearly call out bus stops (which are time points, at major cross streets
or OCTA transfer points) upon approach
• Data collection as necessary
• When requested, provide passenger assistance during boarding to
alighting
• Distribute tickets/brochures as requested by City.
24. Distribution of Materials
Operators will, when requested by City, hand out notices to passengers or otherwise,
render assistance in customer relations, promotion, marketing, monitoring and
supervisory functions.
25. Passenger Counting
Operators will record ridership counts by passenger and boarding location in accordance
with procedures approved by City.
26. Pre -Trip Inspection
Operators must conduct a pre -trip inspection prior to taking a Vehicle into Revenue
Service. The inspection must meet the federal and state requirements for commercial
Vehicles inspections.
27. Operator Training
Contractor shall provide operator training and retraining that shall meet general accepted
transit industry standards and in compliance with California Code of Regulations 13 (13
CCR) as it relates to transit bus Vehicle laws and regulations. An outline of the training
program, including periodic updates, shall be on file in the office of the City's
Administrator. All Operators, dispatchers, customer information personnel, and
supervisor shall participate in the program.
Driver training shall include the following minimum components:
• Vehicle Operation — includes training on Vehicle orientation, safe bus
operation, route and schedules orientation, and on -time performance.
• Safe Vehicle Maneuvering
• Defensive Driving — Training program must include the National Safety
Council's defensive driving instruction.
• Federal Drug & Alcohol Regulations — All necessary employees shall
be trained about the requirements contained in the Department of
Transportation (DOT) Drug and Alcohol regulations.
• General Vehicle Handling and Safety
• Passenger Assistance Techniques
• Passenger Relations
• Fare box Training
• Americans with Disabilities Act (ADA) Requirements and Sensitivity
Training — All drivers must be trained to comply with Title II of the
Americans with Disabilities Act (ADA) of 1990, and any additional ADA
or Federal Transit Administration (FTA) training or testing that may be
required by law.
28. Vehicle Training
All Contractor employees who are licensed to operate Vehicles must be trained to operate
each type of Vehicle in fleet. Contractor shall provide a Vehicle Operations Manual to
each one of these employees for each type of Vehicle in the fleet. Operators must also
be trained on the ADA ramp/lift device and mobility device securement system for each
Vehicle type.
r
29. Route Training
Each Vehicle Operator will be trained on each Route operated by the Contractor for the
City. This training must include driving each Route completely with a Road Supervisor or
Trainer.
30. Operations Procedure Handbook
Contractor shall prepare an Operations Procedure Handbook covering the duties
performed by Operators, Dispatchers, and Supervisors. This Handbook shall include, at
a minimum, the following subject areas:
• Fundamental of Customer Service
• Operator Rules
• Accident/Incident Policies
• Radio Policies and Procedures
• Fog and Inclement Weather Policy
• Vehicle Inspection Procedures
• Vehicle Maintenance Policies
• Dispatch Policies & Procedures
• Telephone Procedures
31. Field Supervision Responsibilities
Contractor shall provide onsite supervision as proposed to monitor Operators and
Vehicles and assist Operators in revenue service, including assistance with special
events, accidents, route deviations and emergencies.
a) Pull -Out Inspection -A supervisor must be present at the Contractor facility
whenever a scheduled Vehicle pull-out is made. The on -duty supervisor
must complete and sign the daily Pull -Out Report.
b) Accidents - All traffic accidents involving transit system Vehicles,
irrespective of injury, shall be immediately reported to the appropriate law
enforcement agency. City's Project Administrator shall be notified in writing
by Contractor of all accidents and incidents resulting in loss or damage to
Contractor's supplied property within twenty four (24 hours). In cases
involving injuries where person(s) are transported for medical attention, the
Contractor shall notify City's Project Administrator immediately.
Contractor shall have an accident investigation program that identifies the
roles and responsibilities of the individuals responsible for investigating
accidents, including notification, response, and investigation. The accident
investigation program must be designed to identify the root cause of
accidents and provide a path to eliminate the root cause and prevent similar
types of accidents in the future.
Contractor will request that the law enforcement agency respond to
investigate the accident, Contractor will supply City with copies of all
accident and incident reports and photos within twenty-four (24) hours of
occurrence. As part of any traffic accident report, Contractor must also
complete a City Accident Form (or City approved accident form) for
inclusion in the permanent Vehicle file.
c) Incidents - Contractor is responsible for responding to passenger incidents.
All incidents must be logged and a corresponding report must be filed
d) On -Time Performance checks - Contractor shall conduct checks on a
random basis and compile the performance data monthly. At least fifty (50)
checks must be completed monthly.
e) Operator Performance Reviews - Contractor shall conduct performance
reviews of each Operator on an annual basis.
f) Detours and Temporary Stops - Contractor will deviate from established
routes when necessary to avoid construction, detours, and Vehicles or other
obstructions within the public right of way. Contractor is responsible for
routing of any detours and must post temporary out -of -service signs at stops
as necessary. Contractor shall notify City of such obstruction caused
deviation(s) as soon as is practicable upon learning that the deviations are
or may become necessary.
32. Dispatcher Responsibilities
Contractor shall provide a dispatch supervisor during all hours of operation. Dispatchers
must be trained on all current operating procedures and schedule materials.
33. ADA Backuq Service
If any mobility impaired passenger is not able to board due to broken equipment or for
any other reason, the driver must inform the passenger the reason why they cannot be
accommodated and when and how alternative transportation will be provided. The driver
must immediately report the problem to dispatch by radio or by the most immediate means
available, so that the problem can be immediately resolved.
N
34. Restroom Facilities
Contractor is responsible for determining restroom locations for Operators to use during
layover and recovery time. Contractor must provide a list of these locations to City for
every layover/recovery location. Contractor is responsible for any cost associated with
agreements with local businesses or agencies to use their restroom facilities.
35. Vehicle Maintenance Requirements
Contractor shall not defer maintenance and repair for reasons of shortage of maintenance
staff or operable buses, nor shall service be curtailed for the purpose of performing
maintenance and repair without prior written consent of City. Contractor shall adjust the
work schedules of employees as necessary to meet all scheduled services and complete
preventive maintenance and repair activities according to the schedule approved by the
City.
36. Vehicle Towinq
In the event that towing is required due to mechanical failure or damage, Contractor shall
be responsible to provide towing at Contractor's sole expense.
37. Maintenance Records
As required by California Code of Regulations 13 (13 CCR), Contractor shall maintain a
current Vehicle file in chronological order. At a minimum, the following information must
be kept in this file:
a) Maintenance Repair Work Orders
b) Preventive Maintenance Schedule Reports
c) Operator's Defect Report (Pre -operation and Maintenance Record
cards)
d) Report of Trouble
e) Quality Assurance Inspection Reports
f) California Highway Patrol (CHP) Terminal Inspection Reports
g) Vehicle Smoke Emissions records
All maintenance work orders and report files shall become a permanent part of the
Contractor's file. Records shall be made available to City or its representative, the CHP
and /or such other regulatory agencies with jurisdiction when requested. Original copies
of all such records shall remain on file at all times at the Contractor's local facility.
Contractor shall provide the original copies to City at the termination of the Agreement.
DI
38. Wheelchair-Lift/Ramp/Securement Systems
Contractor will ensure that Wheelchair Lifts, Ramps, and Securement Systems are
operational on all Vehicles in the fleet. All broken systems must be repaired within 24
hours.
39. Climate Control
Contractor shall maintain the heating and air conditioning units in proper working
condition so that they are available at any time during the service hours and offer the
most comfortable environment inside the Vehicle regardless of the outside climatic
conditions. Contractor shall require that drivers continually monitor climate control units
during the day to ensure that they are operating properly. In-service Vehicles without
working heating or air conditioning will be exchanged within one round trip or sooner.
40. Destination Signs
All Vehicles provided under the Agreement will have LED route signs identifying Vehicle
such as "Balboa Peninsula Trolley", to be approved by City. Non -LED signs are
acceptable during the Original Term.
41. Communication System
Contractor shall maintain their two-way radio system in compliance with all applicable
federal statues, regulations, and licensing conditions. Contractors must have a sufficient
stock of handheld radios to cover for time when a specific radio is not functioning.
42. Fire Suppression Equipment
Contractor is responsible for obtaining regular certifications as required for fire
extinguishers and fire suppression equipment installed on the Vehicles.
43. Engine, Transmission and Differential
Contractor shall be responsible to monitor the condition and performance of Vehicle
engines, transmissions and differentials so as to maximize useful life and avoid costly
catastrophic failures. At a minimum, the Contractor's monitoring program shall consider
miles accumulated; fuel, oil transmission fluid and differential oil consumption trends; loss
of power, and erratic performance. In addition, Contractor shall perform a laboratory
analysis of engine oil at every oil change, laboratory analysis of transmission fluid and
differential oil every four (4) months, or when necessary to assist in the diagnosis of a
mechanical problem.
Engine, transmission and differential overhaul shall be performed by a factory authorized
repair shop, approved by City or its representative in advance of work, using only Original
Equipment Manufacturer (OEM) parts and OEM minimum overhaul standards.
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44. Vehicle Appearance
Contractor shall maintain Vehicles in a clean and neat condition at all times. A record of
interior and exterior Vehicle cleaning shall be maintained in the Contractor's office, or
other designated location. Different from most other transit agencies, passengers on the
City service will be allowed to take food and drink on -board Vehicles. The following
cleaning procedures must be completed during the intervals noted:
a) Daily Cleaning:
• Graffiti removal
• Vehicle Sweeping
• Litter & Debris Removal
• Spill Cleaning
• Exterior Washing
b) Weekly Cleaning:
• Interior Vehicle Cleaning
c) Monthly Cleaning:
• Rubber Preservative Treatment
d) Quarterly Cleaning:
• Deep Cleaning
• Waxing
e) As -Needed Cleaning:
• Fumigation
• Seat Cleaning or Replacement
45. Body Damage
Contractor is responsible for repairing all Vehicle body damage in a timely manner.
Should the Vehicle need extensive body repairs, Contractor shall provide City with a
timeline for the repairs to be completed. Body damage must be repaired within seventy-
two (72) hours of occurrence.
46. Exterior/Interior Advertising
City reserves the exclusive right to place advertising material on the interior and/or
exterior of the Vehicles. Contractor shall not install any advertising material on the interior
or exterior of the Vehicles except as directed by City.
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Contractor shall cooperate with City's advertising vendor and shall make reasonable
efforts to allow the vendor to install and remove advertising at Contractor's maintenance
facility. Any revenue derived from advertising shall be the sole property of City.
47. Vehicles Paint & Decals
Contractor must paint all damaged Vehicles to match the original color scheme.
Contractor shall also procure a supply of decals to replace any damaged decals during
the term of the Agreement.
48. City Vehicle Inspections
City shall have the right to inspect any and all Vehicles or cause same to be inspected at
any time, with or without prior notice to Contractor, provided, however, that unless City
determines in its sole discretion that emergency conditions or factors affecting safety or
security require otherwise, City shall give at least twenty four (24) hours' notice of any
such inspection.
49. Vehicle Out -Of -Service Criteria & Procedures
Contractor's Vehicles providing service under this Agreement may be taken out -of -service
by City or CHP personnel in compliance with the North American Uniform Out -of -Service
Criteria and Title 13 of the California Code of Regulations. The most current version
published shall be used at all times.
Contractor must have a physical lockout device to render a Vehicle immobile when Out -
of -Service. Contractor must receive permission from City staff prior to placing the Out -
of -Service Vehicle back into Revenue Service. Contractor will not be paid and will be
assessed penalties for any Revenue Service operated by a Vehicle designated as Out -
of -Service.
50. CHP Terminal Inspection
Contractor must make all Vehicles available for inspection by the CHP as necessary.
Contractor must also follow CHP maintenance record guidelines and make all records
available for inspection. Contractor must notify City within twenty four (24) hours following
a CHP inspection.
51. Contractor Recommendati
Contractor shall continually monitor operations, facilities and equipment and shall, from
time -to -time and as warranted, advise City and make recommendations to it upon
observed deficiencies and needed improvements. City shall retain all authority, however,
to make determinations and to take action on such recommendations.
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52. Safety Program
Contractor shall assume full responsibility for assuring that the safety of passengers;
operations personnel and all Vehicles and equipment are maintained at the highest
possible level through the term of the Agreement. Contractor shall comply with all
applicable CHP and Occupational Safety and Health Administration (OSHA)
Requirements, and shall furnish City upon request with copies of annual CHP
Vehicle/equipment inspections and CHP safety compliance reports, including Pull
Notices.
Contractor shall develop, implement and maintain, in full compliance with California Law,
a formal safety and accident prevention program including periodic safety meetings,
participation in safety organizations, safety incentives offered by Contractor to Operators
and other employees, and participation in risk management activities under the auspices
of Contractor's insurance carrier or other organization. Contractor shall provide a copy
of said Safety Program and subsequent program updates to City or its designated
representative.
Contractor shall participate in the State of California Department of Motor Vehicles
"Employer Pull Notice Program" for appropriate monitoring of employee driver license
activity.
Contractor will require all Operators, control room personnel, Vehicle maintenance and
repair mechanics, and supervisors to participate in the Safety Program.
53. Data Collection/Reporting
In addition to any other reports required by law, Contractor is also responsible for
providing the following reports at the interval as outlined. Reports shall be provided to
City in email format unless requested otherwise.
a) Daily:
• Vehicle Assignment List — Shows which Vehicles are assigned to each
route/run and reason deviations from normal assignment list.
• Down Vehicle List — Shows which Vehicles are not available for
service, reason, and anticipated date for return to service.
• Pull -Out Report — Includes pull-out time for each Vehicles and status
of system components.
• Service Interruption Summary — Brief description of any service
interruptions with reason and steps taken to fix.
b) Monthly:
• Monthly invoice
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• Employee roster — List of positions and current assigned employees.
If a position is open, a description of steps being taken to fill the
position.
• Preventive Maintenance Report — Log of preventive maintenance
status by Vehicle and component.
• Accounting Data — Contractor shall collect, record and report to City
on a monthly basis all accounting data in accordance with Section
99243 of the California Public Utilities Code, as is now in force or may
hereafter be amended. All worksheets and detail information used to
prepare these reports shall be available upon request. Each monthly
accounting report shall be provided to City within one (1) month after
the close of the month.
• Operational Data — Contractor shall collect, record and report all
operational data required by City in a format approved by City and
which meets OCTA requirements. Such data shall include, but is not
limited to, statistics required under the California Transportation
Development Act, as amended, statistics required by the FTA under
the Section 5310, 5311, and 5311(f) grant programs, passenger count
data by fare category, Vehicle hours, Vehicle miles, Vehicle revenue
hours, Vehicle revenue miles, passengers per hour, mobility device
boardings.
c) Annually:
• National Transit Database (NTD) Report — Additional data as needed
for City to complete report.
d) As -Needed:
• Accident Report(s)
• Incident Report(s)
• CHP Basic Inspection of Terminals (BIT) Inspection Report(s)
• Passenger Load Report(s)
e) Contractor Report for City Review:
• Dispatch Log(s) — Detailed dispatch log(s)
• Road Supervisor Log(s) — Daily summaries of work completed by
each road supervisor.
54. Lost & Found
Contractor shall be responsible for storing lost and found items in a secured location for
thirty (30) days. Contractor shall keep a log containing information about who found the
item, where it was found, and the date and time it was found. After thirty (30) days,
Contractor is required to donate any unclaimed items to a local charity.
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Special Provisions
1. City's Right to Audit
City's Project Administrator or his/her designee reserves the right to audit the Contractor's
compliance with all of the terms and conditions of this Agreement at any time.
2. Access to Facilities
City shall be permitted to observe and inspect any or all of the Contractor's facilities and
activities during Contractor's usual and customary business hours for the purposes of
evaluating and judging the nature and extent of Contractor's compliance with the
provisions of this Agreement. In such instances, City's representative(s) shall not
interfere with or dispute such activities.
3. Disputes
Disputes arising in the performance of this Agreement, which are not resolved by
agreement of the parties, shall be decided in writing by City's Project Administrator. This
decision shall be final and conclusive unless within ten (10) days from the date of receipt
of its copy, Contractor mails or otherwise furnishes a written appeal to City's Project
Administrator. In connection with any such appeal, Contractor shall be afforded an
opportunity to be heard and to offer evidence in support of its position. The decision of
City's Project Administrator shall be binding upon Contractor and Contractor shall abide
by the decision.
4. Rights and Remedies
The duties and obligations imposed by the Agreement and the rights and remedies
available thereunder shall be in addition to and not a limitation of any duties, obligations,
rights and remedies otherwise imposed or available by law. No action or failure to act by
the City or Contractor shall constitute a waiver of any right or duty afforded any of them
under the Agreement, nor shall any such action or failure to act constitutes an approval
of or acquiescence in any breach thereunder, except as may be specifically agreed in
writing.
5. ADA Accessibility & OCTA Requirements
Vehicles shall be ADA accessible and must meet with all OCTA Grant Requirements.
6. OCTA Grant Fund Reauirements
Contractor is aware that loss of grant funds from the Orange County Transportation
Authority will result in termination of subject contract. OCTA grant requirements general
include:
15
• Service shall meet or exceed minimum standard of 10 boardings per Vehicle
hour on average, which must be achieved within the first 12 months of
operation and every year thereafter.
• Separate and distinct operating hours and cost must be provided in the detail
and as requested by the City, OCTA and FTA if applicable, e.g. Vehicle hours,
total boardings, boardings per revenue hour, operating costs, net operating
costs (less fares, if any), etc.
• Allow inspection and audit of records.
• Operator shall indemnify City against liability for operation, equipment failure,
etc.
• Termination for convenience within 60-days' notice.
• Compliance with all applicable federal, state and local laws and licenses.
• Meet all ADA accessibility requirements.
16
TRANSPORTATION SERVICES
Cover Letter
July 211, 2024
Newport Beach
Eric Loke, Senior Civil Engineer
Public Works Department, Bay D, 2nd Floor
100 Civic Center Drive
Newport Beach, CA 92660
RE: RFP NO 24-77, Balboa Peninsula Trolley Transit Operations and
Vehicle Procurement Services
Dear Eric Loke,
On behalf of the entire LAZ Transportation family, our local Southern
California team, and our National Transportation Services group, we are
honored to present the enclosed proposal to operate City of Newport
Beach Trolley Transit Operations. We are very grateful for the opportunity
to participate in this process and guarantee, that should LAZ be fortunate
enough to continue as your transportation partner for this project, we will
bring the same customer -centric and dedicated management oversight we
have delivered to the City of Newport Beach over the years.
LAZ and its management team understands the scope of work for this
project and has ensured the following in this proposal:
• Project Specific Details
• General work Program / Core Competencies
• Quality Budget Control
• Hiring Process
• Staff Breakdown
• Cost Proposal
We have read and understood all the terms and conditions set forth in the
Request for Proposal documents, as well as the information presented in
the Questions and Answers document posted. We have been authorized to
bind LAZ Transportation to this proposal and contract.
Our services, methods, and technology solutions support our municipal
clients by helping them realize dramatically increased customer service,
lower operational costs, a quality -maintained fleet, and greater public
confidence in transportation management services. We are excited to
continue our partnership with The City to operate its Trolley Operations
Services and to share its success.
Balboa Peninsula Trolley Transit Operations
z& Vehicle Procurement Services
Cover Letter I RFP NO 24-77
I�
TRANSPORTATION SERVICES
By partnering with LAZ Parking, the City of Newport Beach will receive:
• A safety focused professional team with extensive transportation
experience
• A large resource base of support — locally and nationally
• Unmatched technology and fleet maintenance experience
• A transparent reporting and management style
• A customer first attitude and a clear understanding of performance
management
• A strategic alliance with a vision to collaborate on initiatives,
services, and technology
In closing, we want to say thank you once again for the opportunity to.
present this proposal. We are hopeful that we will be afforded the privilege
of continuing our long-term and successful partnership operating the
Trolley Transit Operations for many years to come.
Sincerely,
Jared Svendsen
Senior Vice President,
Southwest Region
757 Union Street
San Diego, CA 92101
C: (619) 261-7622
Jsvendsen@lazparkinci.com
Owe �e.0-
PAULA HENRY
Vice President,
Transportation Services
1200 Wilshire Blvd, Ste. 100B
Los Angeles, CA 900171
C: (747) 254-9400
phenry@lazparking.com
Balboa Peninsula Trolley Transit Operations
LM& Vehicle Procurement Services
Cover Letter I RFP NO 24-77
2
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Table Of Contents
NEWPORT BEACH
RFP NO 24-77
BALBOA PENINSULA TROLLEY TRANSIT OPERATIONS &
VEHICLE PROCUREMENT SERVICES
coverLetter........................................................................................................................................................1
TableOf contents...............................................................................................................................................1
CompanyQualifications...................................................................................................................................... 2
CoreCompetency 1: Culture...........................................................................................................................................................2
CoreCompetency 2: Performance.................................................................................................................................................4
Core Competency 3: Fleet Efficiencies..........................................................................................................................................6
Pricing.................................................................................................................................................................
7
Organizational Information..................................................................................................................................
8
StaffingPlan & Organization Chart .................................................................................................................................................8
Local& Regional..............................................................................................................................................................................8
MeetThe Team................................................................................................................................................................................8
Proposed Organizational Chart For The City Of Newport Beach..................................................................................................9
References/Recent Project History ...................................................................................................................10
Trolley Services For The City Of Dana Point, Ca.........................................................................................................................10
Trolley Services For The City Of San Clamente, Ca....................................................................................................................10
Shuttle Services For The City Of Mission Viejo, Ca.....................................................................................................................10
Cerllficateof Insurance.....................................................................................................................................11
Attachments......................................................................................................................................................12
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
LM Services
Table Of Contents I RFP NO 24-77
Company Qualifications
The general approach and plan for
Operationm
The City of Newport Beach operation
cultul
will be focused on our core
operational competencies, which are
the most important attributes to the
CULTURE & EMPLOYEES
success of our trolley operations.
; Employee First Environment
These competencies have three
✓ Community Based Programs
Customer Service Focus
components that provide the
✓ RAVES and Incentives
Facilities and Working Condition
foundation for a safe effective and
✓ Safetyand Training
Compliom,HT
BTW, Web Based
I s
efficient operations plan. Our
Classroom, ,W,Slateed
DriverCoaching -lPos ive lPnxe Program
extensive experience in managing
With Drivers
Crow Training of Staff
• Part-time Employees
trolley operations in Orange County
proves our knowledge of
understanding what it takes to
provide a successful service.
Core Competency 1: Culture
•BALBOA PIER -
OPERATIONAL PERFORMANCE
✓ Technology and Telematics Platform
Routing and Dispatching
• Custom KPI Maasurement System
• Custom Reports/Dashboard
Communication
Daily Driver/Management Interaction
Accountability Through Transparency
Weekly Client Meetings
Repons - OTP and KPI Review
Incldent/Accident Analysis
FLEET EFFICIENCIES
✓ Fleet Management Systems
Camera Systems
• Telematics, Fuel, and Vehicle Reports
Fleet Management KPI's
✓ Utilization and Sustainablifty
• Rotation and Vehicle Viability Systems
Routine and Predictive PM
Idling Reduction Program
• Alternative Fuel Options
Our most important asset is our people. Therefore, one of the most important components of the LAZ
Transportation Trolley Operations Plan starts with the selection of the management team and all other
team members. In the Employee Recruiting and Training Program section, we describe the hiring process,
training programs, retention and building morale programs and benefit programs, with safety and service
at the forefront of training and operations. To ensure that we are hiring and retaining the best employees,
we have developed an extremely comprehensive program for employee recruitment, selection, training,
motivation, and development. We will provide Newport Beach with employees who will successfully
perform their jobs. LAZ believes that it is critical for frontline employees to have strong communications
skills, demonstrate professionalism and courtesy.
Standards Of Behavior
Actively looking for ways to help people, effectively communicate customer requests to prevent
multiple/repeated requests from the customer, be efficient and organized, personalize the interaction in
any way and engage the customer as individuals. Maintain a gracious tone and pace throughout the
interaction, avoid slang and excessive use of phrase -fragments, make eye contact and keep focus on the
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
Services 2
Company Qualifications I RFP NO 24-77
customer. Save energy and time by taking less steps, create less stress by being in control of the situation
and working proactively. Always smile, never, ever give up and before your shift, always be prepared
(ABP) with the proper tools. We would work closely with you to ensure that the service LAZ is providing
at the trolley operations is meeting or exceeding your goals to provide premier customer service through
operational excellence.
2. General Hiring Process
Recruiting & Hiring Process
We understand that the service we provide begins and ends with our front-
line employees and how well we train and support them. Therefore, the
recruitment process is especially important to ensure we are hiring the
team members that will make a difference.
Background Checks
All candidates for employment, prior to receiving an employment offer,
must successfully pass a criminal background check. Candidates must also pass a pre -employment drug
test.
3. Trolley Specific Training Programs
All shuttle locations have an assigned driver trainer who is responsible for the training program. This
program was designed to be adapted to include the training requirements of each clients. This training
explicitly trains our staff in every aspect of safe driving. These are participatory, engaging sessions that
include extensive materials for trainers (discussion guides, facilitator's guides, etc.), a detailed
instructor's manual and driver workbooks for practice and comprehension. Quizzes and assessment
tests are used to document performance and learning, and there is a thorough final driving evaluation.
Based on assessment performance, drivers are entered into our full New Driver Training program which
includes:
LAZ understands the success of the City of Newport Beach Trolley Transit Operation is highly dependent
on the drivers effectiveness on their assigned routes. Therefore, in addition to the training outlined above,
the drivers dispatched to the City's service are required to complete route specific training. Providing this
supplementary training ensures our drivers are prepared to handle challenges they may encounter while
on route (i.e. traffic, closures, road incidents, etc.).
New Driver Training
Get Started — LAZ Policies and Expectations: Drug and Alcohol Policy, Mobile Phone and Seat Belt Use.
Random Drug Test Program, Distracted Driving and Artificial Intelligence (A.I.) Camera Integration,
Accident Policy and Reporting, Bloodborne Pathogens, Facility Tours, Know Your Vehicle — Overview,
Components, And Operation, Your Vehicle, Your Responsibility — Proper Inspections, Maneuvering Your
Vehicle Basics, Maneuvering Your Vehicle Intermediate. Maneuvering Your Vehicle — Defensive Driving,
Elderly Customers and Customers with Disabilities. The Professional LAZ Driver, Standards of Behavior,
Passenger Relations, Communication Skills and Overview of the Professional Driver.
Approach To Passenger Safety & Compliance With Ada Laws
Our Recruiting Managers look for compassion as the number one trait in potential new employees, as we
take the responsibility of providing excellent transportation service for our passengers very seriously. To
ensure the safety of our passengers during transport, we utilize the strictest ADA standards in the
industry for pre-screening and training of all our personnel. Listed are selected excerpts from our training
and operations manual with regard to ADA compliance and wheelchair safety: Lifting, Alighting,
Maintenance of Accessible Features on Vehicles and Safety Monitoring
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
aim Services 3
Company Qualifications I RFP NO 24-77
In -Service Training
During the latter portion of training, trainees drive the trolley routes and are expected to follow the same
procedures as graduated Drivers. This includes, at minimum, driving under the immediate supervision of
a Behind the Wheel trainer. This provides the new driver the opportunity to experience customers,
maintain a schedule, with an experienced Driver on -board to assist and evaluate. Trainees are tested
frequently on their knowledge of operational policies and procedures.
Customer Surveys
While the City uses their own survey as approved by OCTA, we usually do customer surveys as well. We
developed it using best practices in the transportation industry, as well as other service industries. We're
happy to provide additional surveys if requested.
Core Competency 2: Performance
LAZ provides trolley services in a safe, passenger -focused, and very efficient and friendly manner. We
ensure that the following methods, programs and initiatives are deployed to ensure safe and on time
delivery of passengers, as well as delivering stellar customer service for every ride. LAZ provides a
comprehensive telematics approach to our service. Our technology platform addresses various key
elements in one solution as summarized below.
Monitoring Efficiency, Reporting, Creating A Positive Customer Experience
LAZ proposes to use state-of-the-art GPS tracking systems Samsara and Passio to monitor trolley
location, passenger load, and minute -by -minute demand to determine the proper number of trolley
required. In addition to this ongoing evaluation, data will be used to project the scheduling needs for each
week, day and hour, so that staffing - and ultimately costs - can be monitored for efficiency and
controlled. This program for trolley GPS tracking not only allows for real time monitoring and dispatching,
but it also adds to the passenger's customer experience.
Samsara Advanced Teeematics in One
The unique driver behavior monitoring ""
COMOIIANCE tELWATICs 6I,CIEMCY WINTEIlANCF
feature of the Samsara technology. This
technology includes a vehicle gateway that , R.NTNv. �,....,,�.<.
qulNlutlan FiN, c:•, .,-a,... T,.mn, L> otia—
provides a Dual -Facing Al Dash Cam, , —�y
CM32. With live scene analysis, the CM32 WT1 Fay
WORNFL�WS .' R �Ei0RTN10 �s � MEONATWNS � Mi1NPB41TY rcn.r
is purpose-built to reduce high -risk '7j■ �'�, „_. ,,�,
behaviors, like distracted driving and
unsafe acts, lower safety -related and
claims costs, and provide deep visibility 0 ry ® ATM
into fleet operations. The CM32
automatically uploads HD video footage to
the Samsara Cloud allowing our Safety and
Management Team to analyze driver behavior and road conditions in real-time, providing unprecedented
visibility into leading causes of preventable accidents. This tool can be used in coaching driver behaviors,
rewarding employees for a job well done, and assisting in accident fault determination.
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
LM Services 4
Company Qualifications I RFP NO 24-77
Passio Go Mobile
Real -Time Vehicle Locating & Passenger Counting - Passio Go Mobile
Passio GO offers a mobile app designed to be intuitive and user-friendly. For users wishing to take
advantage of features like "where's my bus" or destination planning, the app will provide hints and
guidance tools to make the app easy to use. The GPS data is updated I real time, typically every second
or so. Also included with the Passio Go solution will be Wi-fi availability to the riders. The public facing
real-time location of vehicles, stops and routes can be accessible from a smartphone, PC, or tablet. The
mobile app has the following features:
• Geo-location button on the home screen allows GPS enabled smart devices to orient the users'
location to the map view
• Option to select all, some or one route (Green, Red, Black Lines)
• Option to select individual stops on the different routes
• Smooth and steady real time vehicle location processed through the applications algorithm
In addition, the Passio GO app allows the users to set automatic scheduled stops alerts. The user can
set an "arrival" alert for their favorite stop by tapping on the desired stop and set the alert for a certain
number of minutes away.
Passenger Counting
The Automatic Passenger Counting (APC) is fully automated with
startup beginning with vehicle ignition. The system accurately
counts passengers as they board and alight and registers stops,-.�-- -
routes, and runs. It distinguishes between passengers and non -
passenger objects and can detect double backs and re -crossings. j
Its accuracy is 98% allowing the drivers for the City to focus on V 1
Safety and customer service while providing data to City
Management.
Route Times - Demand Staffing Schedule
..7
LAZ's experience running this service for the city has allowed us
to identify high on -demand periods where more or less trolleys are needed. LAZ will continue to operate
its services based on that knowledge.
TROLLEY ROUTE MAP
Improper schedules can create significant drop in the
number of buses on route, causing increased headways
and passenger wait times and result in the perception
that more buses need to be added to deliver the service
and add long-term costs that are unneeded. LAZ is
familiar with the operational challenges of the city.
} We will optimally meet the route and scheduling needs
E,E for the Newport Beach Trolley Operation by providing not
only a proven and effective run cutting system, but also
an experienced expert in the run cutting field. We would
perform the following functions: Operate a scheduled
transit bus service at a headway frequency or at fixed times for the route.
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
Services
5
Company Qualifications I RFP NO 24-77
Route And Driver Supervision
The supervisor will be responsible for all routes and drivers throughout the duration of the service. The
supervisor will be in the field overseeing all operations as well as assign drivers to their respective routes
at the beginning of their shift
The management team at LAZ Transportation will be accountable for all performance, activities, and
compliance with the requirements of the Contract. Our Operations Team will be empowered and able to
react to the day-to-day passengers' needs. Beyond their regular work schedules, all management staff
will be on call in the event of an emergency.
Core Competency 3: Fleet Efficiencies
We will maintain the Trolley Vehicles in a safe, clean, operable, and sanitary condition. All our vehicles
and equipment will meet all Federal, State, and Local regulations. Our Fleet Management Plan is very
comprehensive and provides flexibility for driver only or all-inclusive operations and fleet management
contracts. We will handle the daily inspection of all vehicles and very minor repairs, utilizing internal staff.
The following is a summary of our fleet maintenance guidelines. In addition, we have detailed processes
and procedures in place, which are available upon request.
Daily Vehicle Inspections
For Service Operations and Maintenance Reporting, we are using Samsara, a cloud -based system that
allows us to track driver log inspections, vehicle condition, maintenance needs, mileage, and overall
vehicle history. Checklists are customizable for each operation. These records will be used during DOT
inspections.
Before starting the daily inspection, drivers view the last report conducted on the vehicle, any defects
flagged as well as photos and comments relating to the defect or the repair of it. Drivers then sign off on
the inspection. A vehicle inspection is done any time a new drivertakes possession of the vehicle whether
it's to start the shift, a lunch break or mid shift change.
Preventative Maintenance Procedures
LAZ's goal of preventive facility maintenance is to perform all inspections and services before a repair is
needed. All buses will be ready for service, clean both inside and out, and ready to use at the start of the
requested service. We will outsource our quarterly and annual maintenance of the buses, which makes
it easy to keep up with all the service our vehicles will need with minor to major repairs, service due
reminders, and detailed e reports. We will coordinate preventative maintenance which will include, but
not be limited to, oil and filter change, engine tune-up, transmission lube, differential lube, charging
system test, ultraviolet inspections, auxiliary equipment, refrigeration units, service -due reminders,
wheels alignment, and glass replacement.
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
Services
Company Qualifications I RFP NO 24-77
M
/�Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
LM Services 7
Pricing I RFP NO 24-77
Organizational Information
Staffing Plan & Organization Chart
LAZ is a matrix -based organization, an innovative approach to managing and aligning resources across
the company. This structure is designed to leverage the expertise of our specialized services lines,
allowing LAZ to respond more effectively to dynamic and complex operations.
Though LAZ has more than 14,000 employees across the nation, each location is managed locally. The
LAZ's implementation of the matrix -based structure is designed to empower local and regional leaders
to make the best decisions, while continuously supporting them at a national level through the strength
of the LAZ organization at large.
Local & Regional
The California LAZ Family has a dedicated Regional Vice President, Human Resource Team who play a
crucial role in driving growth, success, people focus, and cohesion. In California with an experienced local
transportation expert who is an active member of the community, LAZ can ensure that clients receive
boutique attention and a customized approach to their specific operational needs.
Meet The Team
Jackie Apollo - Operations Manager
Jackie serves as the Operations Manager for transportation in Orange County. With the experience in
Academic degree in Urban Planning, and the commitment towards transit services. Jackie successfully
demonstrated efficient management and maximizing transportation routes. As a result Jackie has
managed all of the Orange County's 5 Trolley Operations since 2021.
Marco Carrillo- Sr. Director Of Transportation
Marco Carrillo serves as Sr. Director of Transportation. Offering over 22 years of Management success,
with intense concentration and enormous success in project management and customer service.
Outstanding record of achievement in delivering substantial revenue, productivity, and quality
improvements through well -managed, on -time projects. Particularly strong in staff development,
including training, coaching, and evaluation. Responsible for the day to day operations of all transit
contract, maintaining accurate records/documentation of training, testing, and driving records.
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
LMServices 8
Organizational Information I RFP NO 24-77
Responsible for daily, monthly, and annual Terminal inspections of trolley, buses, and records.
Maintained detailed records as required by DOT, PUC, and CHP to ensure compliance. Responsible for
creating weekly, monthly, and annual reporting to clients. Consistently build and maintain strong
relationships with clients, employees and customers through close and effective communication.
Mario Montenegro — Transportation General Manager
Mario Montenegro has over 25 years of professional experience in the Parking and Transportation
industry. He holds a bachelor's degree in business management. Mario has managed shuttle operations
for several universities, hospitals, municipalities to include all trolley operations in Orange County cities.
Mainly focused on transit and fixed routes and he has a lot of experience to major events, such as
ComiCon, Boots in the Park, professional sporting events and large festivals. On his personal time, Mario
supports several non-profit organizations such as Saving Innocence, which helps save children from sex
trafficking. He also financially supports several orphanages in third world countries and helps provide
them with in-house education, food, clothing and more. As the Transportation General Manager, Mario
has helped develop internal talent into bigger roles that have led to their success.
Chris Canales — Regional Dot Safety Manager
Chris serves as the Orange County Regional DOT Safety Manager. Chris possesses an extensive
background from safety management to sr. operations management. Offering over 10 years of relevant
experience, Chris is seasoned in DOT/FMSCA regulations and maintains effective management skills.
With an excellent compliance audit/inspection record, Chris has always provided effective leadership
and support to all operations, location managers, and front-line associates. Chris oversees and ensures
the safety and compliance for transportation operations in Orange County by implementing company
policies and procedures as well as safety best practices.
Proposed Organizational Chart For The City Of Newport Beach
0
7SERVICES
TRANSPORTASPaula Henry Jonathan Willms Dir
Kristin MartTransportatonervces
q
Newport Beach
Jackie Apollo - Operations Manager
Newport Beach
Mario Montenegro — General Manager
Marco Carrillo — Director of
Transportation
LAZ TRANSPORTATION SW
Jared Svendsen— Sr. Vice President
Newport Beach
Chris Canales - Safety Manager
Balboa Peninsula Trolley Transit Operations & Vehicle Procurement
Services
E
Organizational Information I RFP NO 24-77
EXHIBIT B
SCHEDULE OF BILLING RATES
LAZ Parking California, LLC Page B-1
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EXHIBIT C
INSURANCE REQUIREMENTS — PROFESSIONAL SERVICES
1. Provision of Insurance. Without limiting Contractor's indemnification of City, and
prior to commencement of Work, Contractor shall obtain, provide and maintain at
its own expense during the term of this Agreement, policies of insurance of the
type and amounts described below and in a form satisfactory to City. Contractor
agrees to provide insurance in accordance with requirements set forth here. If
Contractor uses existing coverage to comply and that coverage does not meet
these requirements, Contractor agrees to amend, supplement or endorse the
existing coverage.
2. Acceptable Insurers. All insurance policies shall be issued by an insurance
company currently authorized by the Insurance Commissioner to transact
business of insurance in the State of California, with an assigned policyholders'
Rating of A- (or higher) and Financial Size Category Class VII (or larger) in
accordance with the latest edition of Best's Key Rating Guide, unless otherwise
approved by the City's Risk Manager.
3. Coverage Requirements.
A. Workers' Compensation Insurance. Contractor shall maintain Workers'
Compensation Insurance, statutory limits, and Employer's Liability
Insurance with limits of at least one million dollars ($1,000,000) each
accident for bodily injury by accident and each employee for bodily injury by
disease in accordance with the laws of the State of California, Section 3700
of the Labor Code.
Contractor shall submit to City, along with the certificate of insurance, a
Waiver of Subrogation endorsement in favor of City, its City Council, boards
and commissions, officers, agents, volunteers and employees.
B. General Liability Insurance. Contractor shall maintain commercial general
liability insurance, and if necessary umbrella liability insurance, with
coverage at least as broad as provided by Insurance Services Office form
CG 00 01, in an amount not less than two million dollars ($2,000,000) per
occurrence, four million dollars ($4,000,000) general aggregate. The policy
shall cover liability arising from premises, operations, personal and
advertising injury, and liability assumed under an insured contract (including
the tort liability of another assumed in a business contract).
C. Commercial Automobile Insurance. Contractor shall maintain commercial
auto insurance for any auto, including owned, non -owned and hired autos
in an amount not less than five million dollars $5,000,000 each accident for
bodily injury liability and property damage arising out of or in connection
with the Work to be performed under this Agreement. Comprehensive
physical damage and collision coverage shall be included and provide for
the full replacement cost of vehicles and the Contractor shall be solely
LAZ Parking California, LLC Page C-1
responsible for the deductible. Additional coverages shall include
uninsured motorist coverage and medical payments.
4. Other Insurance Requirements. The policies are to contain, or be endorsed to
contain, the following provisions:
A. Waiver of Subrogation. All insurance coverage maintained or procured
pursuant to this Agreement shall be endorsed to waive subrogation against
City, its City Council, boards and commissions, officers, agents, volunteers
and employees or shall specifically allow Contractor or others providing
insurance evidence in compliance with these requirements to waive their
right of recovery prior to a loss. Contractor hereby waives its own right of
recovery against City, and shall require similar written express waivers from
each of its subcontractors.
B. Additional Insured Status. All liability policies including general liability,
excess liability, pollution liability, and commercial automobile insurance, if
required, but not including professional liability, shall provide or be endorsed
to provide that City, its City Council, boards and commissions, officers,
agents, volunteers and employees shall be included as insureds under such
policies.
C. Primary and Non Contributory. All liability coverage shall apply on a primary
basis and shall not require contribution from any insurance or self-insurance
maintained by City.
D. Notice of Cancellation. All policies shall provide City with thirty (30) calendar
days' notice of cancellation (except for nonpayment for which ten (10)
calendar days' notice is required) or nonrenewal of coverage for each
required coverage.
5. Additional Agreements Between the Parties. The parties hereby agree to the
following:
A. Evidence of Insurance. Contractor shall provide certificates of insurance to
City as evidence of the insurance coverage required herein, along with a
waiver of subrogation endorsement for workers' compensation and other
endorsements as specified herein for each coverage. Insurance certificates
and endorsement must be approved by City's Risk Manager prior to
commencement of performance. Current certification of insurance shall be
kept on file with City at all times during the term of this Agreement. The
certificates and endorsements for each insurance policy shall be signed by
a person authorized by that insurer to bind coverage on its behalf. At least
fifteen (15) days prior to the expiration of any such policy, evidence of
insurance showing that such insurance coverage has been renewed or
extended shall be filed with the City. If such coverage is cancelled or
reduced, Contractor shall, within ten (10) days after receipt of written notice
of such cancellation or reduction of coverage, file with the City evidence of
insurance showing that the required insurance has been reinstated or has
LAZ Parking California, LLC Page C-2
been provided through another insurance company or companies. City
reserves the right to require complete, certified copies of all required
insurance policies, at any time.
B. City's Right to Revise Requirements. City reserves the right at any time
during the term of the Agreement to change the amounts and types of
insurance required by giving Contractor sixty (60) calendar days' advance
written notice of such change. If such change results in substantial
additional cost to Contractor, City and Contractor may renegotiate
Contractor's compensation.
C. Right to Review Subcontracts. Contractor agrees that upon request, all
agreements with subcontractors or others with whom Contractor enters into
contracts with on behalf of City will be submitted to City for review. Failure
of City to request copies of such agreements will not impose any liability on
City, or its employees. Contractor shall require and verify that all
subcontractors maintain insurance meeting all the requirements stated
herein, and Contractor shall ensure that City is an additional insured on
insurance required from subcontractors. For CGL coverage, subcontractors
shall provide coverage with a format at least as broad as CG 20 38 04 13.
D. Enforcement of Agreement Provisions. Contractor acknowledges and
agrees that any actual or alleged failure on the part of City to inform
Contractor of non-compliance with any requirement imposes no additional
obligations on City nor does it waive any rights hereunder.
E. Requirements not Limiting. Requirements of specific coverage features or
limits contained in this Section are not intended as a limitation on coverage,
limits or other requirements, or a waiver of any coverage normally provided
by any insurance. Specific reference to a given coverage feature is for
purposes of clarification only as it pertains to a given issue and is not
intended by any party or insured to be all inclusive, or to the exclusion of
other coverage, or a waiver of any type. If the Contractor maintains higher
limits than the minimums shown above, the City requires and shall be
entitled to coverage for higher limits maintained by the Contractor. Any
available insurance proceeds in excess of the specified minimum limits of
insurance and coverage shall be available to the City.
F. Self -insured Retentions. Any self -insured retentions must be declared to
and approved by City. City reserves the right to require that self -insured
retentions be eliminated, lowered, or replaced by a deductible. Self-
insurance will not be considered to comply with these requirements unless
approved by City.
G. City Remedies for Non -Compliance. If Contractor or any subcontractor fails
to provide and maintain insurance as required herein, then City shall have
the right but not the obligation, to purchase such insurance, to terminate this
Agreement, or to suspend Contractor's right to proceed until proper
evidence of insurance is provided. Any amounts paid by City shall, at City's
LAZ Parking California, LLC Page C-3
sole option, be deducted from amounts payable to Contractor or reimbursed
by Contractor upon demand.
H. Timely Notice of Claims. Contractor shall give City prompt and timely notice
of claims made or suits instituted that arise out of or result from Contractor's
performance under this Agreement, and that involve or may involve
coverage under any of the required liability policies. City assumes no
obligation or liability by such notice, but has the right (but not the duty) to
monitor the handling of any such claim or claims if they are likely to involve
City.
Contractor's Insurance. Contractor shall also procure and maintain, at its
own cost and expense, any additional kinds of insurance, which in its own
judgment may be necessary for its proper protection and prosecution of the
Work.
LAZ Parking California, LLC Page C-4
Exhibit D
Route Map
LAZ Parking California, LLC Page D-1
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Balboa & 8th
Marina Park
Balboa & 12th
Balboa & 15th
Balboa & 15th
Balboa & 11th
Marina Park
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Balboa & Island
Newport & 28th
Balboa & Adams
Lafayette & 32nd
Balboa Pier
Via Lido & Via Oporto
Avon & Riverside
Avon Lot & Free Trolley Parking
Exhibit E
Trolley Upgrades and Options
LAZ Parking California, LLC Page E-1
EXHIBIT E
TROLLEY UPGRADES AND OPTIONS
TROLLEY UPGRADES/OPTIONS
DESCRIPTION
Chassis Options:
1. CNG System (Used with Ford F53 Gasoline Chassis)
Electrical Options:
1. Driver Fan
Audio Video Options:
1. AM/FM/CD/IPOD/Bluetooth/USB with Four (4) Speakers
Flooring Options
1. Altro Transit One Piece Floor (or approved equal)
HVAC Options:
1. AC System
Exterior Options:
1. Totally Enclosed Body
2. Front Bumper Two (2) Bike Rack - Black
3. Four (4) Window Pair Open Air Section Inserts With Included Rain Curtains and Guard Rails
4. LED Headlight
5. Ramco Heated Remote Mirrors (or approved equal)
Paratransit Options:
1. Lift, Package Braun Century (or approved equal), Platform Priority Seating Signs, ADA Location
Signs, ADA Lighting, Interlock, Audible
2. Q'straint Slide-N-Click (Each Position) (or approved equal)
3. Authentic Gong Bell Passenger Stop Request Pull Cord
4. Two (2) Position Flip Seat Perimeter Fold Up with Wood Slats
5. Storage Box for Belts - Holds One (1) Sets
Safety Options:
1. Escape Hatch Standard Model
2. Back Up Camera - Color Monitor
3. Drivers Stanchion, with Lexan Modesty Barrier
Interior Options:
1. Natural Oak Interior with Trim
2. Stainless Handrails Horizontal and Entry
Graphics Options:
1. Custom Two (2) Tone PPG Paint and HT Stripe Package (as approved by City)
2. Polished Aluminum Wheels with Protective Coating
Passenger Seating Options:
1. Vintage Style Seats with Oak Slats (per double seat) Trolley
Driver Seating Options:
1. USSC 9100 Air Suspension Seat - Black Vinyl (or approved equal)
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Contract Payment Bond
Annual Form
Bond No. 1001222047
U.S. Specialty Insurance Company
KNOW ALL MEN BY THESE PRESENTS: That LAZ Parking California, LLC (hereinafter called the
Principal), and U.S. Specialty Insurance Company (hereinafter called the Surety), a corporation licensed to
do business as a surety under the laws of the State of Texas, are held and firmly bound unto the City of
Newport Beach, CA (hereinafter called the Obligee), in the full and just sum of One Million Twenty Four
Thousand Six Hundred Sixty Four Dollars and 84/100 Dollars ($1,024,664.84), the payment of which
sum, well and truly to be made, the said Principal and Surety bind themselves, and each of their heirs,
administrators, executors, and assigns jointly and severally, firmly by these presents.
WHEREAS, the Principal has by written agreement dated the 19th day of November, 2024 entered into a
Contract with the Obligee for Professional Services Agreement — Balboa Peninsula Trolley Transit
Operations and Vehicle Procurement Services for a period of Seven years which contract is hereby
referred to and made a part hereof.
WHEREAS, the Obligee has agreed to accept a payment bond guaranteeing said contract for a period of one
year.
NOTWITHSTANDING the provisions of the aforementioned contract, the term of this bond shall be one
year commencing November 19, 2024 until November 19, 2025 and may be extended by the
Surety by Continuation Certificate. However, neither nonrenewal by the Surety, nor the failure or
inability of the Principal to file a replacement bond in the event that the Surety exercises its right to not
renew this obligation, shall constitute a loss to the Obligee recoverable under this or any renewal or
continuation thereof. The liability of the Surety under this bond and all continuation certificates
issued in connection herewith shall not be cumulative and shall in no event exceed the sum as set
forth in this bond or in any additions, riders or endorsements approved and issued by the Surety as
supplements hereto.
NOW, THEREFORE, THE CONDITIONS OF THE ABOVE OBLIGATION ARE SUCH, that if the
Principal shall faithfully pay all laborers, mechanics, subcontractors, materialmen and all persons who shall
supply such person or persons, or subcontractors, with materials and supplies for the carrying on of such work
during the term of this bond, then this obligation shall be void, otherwise to remain in full force and effect.
This bond is executed by the Surety and accepted by the Obligee subject to the following conditions:
1. The bond is for the term beginning November 19, 2024 and ending
November 19, 2025.
2. In the event of default, the Surety will have the right and opportunity, at its sole discretion, to: a)
cure the default; b) assume the remainder of the Contract and to perform or sublet same; c) or to
tender to the Obligee funds sufficient to pay the cost of completion less the balance of the Contract
price up to am amount not to exceed the penal sum of the bond. In no event shall the Surety be liable
for fines, penalties, liquidated damages, or forfeitures assessed against the Principal.
3. No claim, action, suit or proceeding, except as hereinafter set forth shall be had or maintained
against the Surety on this instrument unless same be brought or instituted upon the Surety within
one year from termination or expiration of the bond term.
4. No right of action shall accrue on this bond to or for the use of any person or corporation other than
the Obligee named herein or the heirs, executors, administrators or successors of Obligee.
5. If any conflict or inconsistency exists between the Surety's obligations or undertakings as described
in this bond and as described in the underlying documents then the terms of this bond shall prevail.
6. Surety, for value received, stipulates and agrees that no change, extension of time, alterations or
additions to the terms of the Contract or the work to be performed thereunder shall in any way affect
its obligations on this bond, and it does hereby waive notice of any such change, extension of time,
Page 1 of 2
alterations or additions of the Contract or to the work or to the specifications.
7. As a part of the obligation secured hereby, and in addition to the face amount specified in this bond,
there shall ne included costs and reasonable expenses and fees, including reasonable attorneys' fees,
incurred by the Obligee, only in the event the Obligee is required to bring an action in law or equity
against Surety to enforce the obligations of this bond.
This bond shall not bind the Surety unless the bond is accepted by the Obligee. The acknowledgement and
acceptance of this bond is demonstrated by signing where indicated below. If this obligation is not
accepted by way of signature of the Obligee below, this bond shall be deemed null and void.
Signed, sealed and dated this 4th day of December 2024
LAZ arcing Califon 'a, �LL
HEATHER P. NL _LPLy
Notary Public of ConneLil ig atureofPrincipal
ID. 156554 n?i
My Commission Expires 05/31/2026
U.S. Specialty Insurance Company
B
essica L. Piccirillo, Attorney -in -Fact
THE ABOVE TERMS AND CONDITIONS OF THIS BOND HAVE BEEN REVIEWED AND
ACCEPTED BY THE (OBLIGEE).
ACKNOWLEDGED AND ACCEPTED BY
OBLIGEE: City of Newport Beach, CA
BY:
PRINTED NAME AND TITLE:
DATE:
APPROVED AS TO FORML
CITY ATTORWEY'S OFF,
By.
r n C. Harp, City Attorney 1175
112 Y Page 2 of 2
ACKNOWLEDGMENT
A notary public or other officer completing this
certificate verifies only the identity of the individual
who signed the document to which this certificate is
attached, and not the truthfulness, accuracy, or
validity of that document.
State of Connecticut
County of Hartford
On 12/4/2024 before me, Amanda Kelsey Jovino, Notary Public
(insert name and title of the officer)
personally appeared
Jessica L. Piccirillo, Attorney -in -Fact who proved to me
on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the
within instrument and acknowledged to me that he/she/they executed the same in his/her/their
authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or
the entity upon behalf of which the person(s) acted, executed the instrument.
WITNESS my hand and official seal. AMANDA KELSEY JOVINO
NOTARY PUBLIC
MY COMM EXP 11/30/2027
Signature (Seal) CONNECTICUT
Amanda Kelsey Jo ino, N tary Public
My Commission E ires: 1/30/2027
$4
TOK10 MARL N E
HCC
POWER OF ATTORNEY
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING COMPANY
UNITED STATES SURETY COMPANY U.S. SPECIALTY INSURANCE COMPANY
KNOW ALL MEN BY THESE PRESENTS: That American Contractors Indemnity Company, a California corporation, Texas
Bonding Company, an assumed name of American Contractors Indemnity Company, United States Surety Company, a Maryland
corporation and U.S. Specialty insurance Company, a Texas corporation (collectively, the "Companies"), do by these presents make,
constitute and appoint:
Jessica L. Piccirillo
its true and lawful Attorney(s)-in-fact, each in their separate capacity if more than one is named above, with full power and authority
hereby conferred in its name, place and stead, to execute, acknowledge and deliver on its behalf:
Surety Bond Number:
Principal:
Obligee:
1001222047
LAZ Parking California, LLC
City of Newport Beach, CA
Amount of Bond: See Bond Form
This Power of Attorney shall expire without further action on April 231d, 2026. This Power of Attorney is granted under and by
authority of the following resolutions adopted by the Boards of Directors of the Companies:
"Be it Resolved, that the President, any Vice -President, any Assistant Vice -President, any Secretary or any Assistant Secretary shall be and is
hereby vested with full power and authority to appoint any one or more suitable persons as Attorneys) -in -Fact to represent and act for and on behalf
of the Company subject to the following provisions:
Attomey-in-Fact may be given full power and authority for and in the name of and on behalf of the Company, to execute, acknowledge and deliver,
any and all bonds, recognizances, contracts, agreements or indemnity and other conditional or obligatory undertakings, including any and all
consents for the release of retained percentages and/or final estimates on engineering and construction contracts, and any and all notices and
documents canceling or terminating the Company's liability thereunder, and any such instruments so executed by any such Attomey-in-Fact shall be
binding upon the Company as if signed by the President and sealed and effected by the Corporate Secretary.
Be it Resolved, that the signature of any authorized officer and seal of the Company heretofore or hereafter affixed to any power of attorney or any
certificate relating thereto by facsimile, and any power of attorney or certificate bearing facsimile signature or facsimile seal shall be valid and binding
upon the Company with respect to any bond or undertaking to which it is attached."
IN WITNESS WHEREOF, The Companies have caused this instrument to be signed and their corporate seals to be hereto affixed, this
181h day of April, 2022.
AMERICAN CONTRACTORS INDEMNITY COMPANY TEXAS BONDING OMPANY
UNITED STATFS.SURETY CQMP,14NY U.A.,.SQfCIALTI(„INA�IRANCE COMPANY
. `SRI.CTOgy, •. `NDINO' ; SSUq lniuro
State of California :y,.b D : q��' ; •,
County of SS: An _ Los Angeles 'a'•. x=W ZW ,.i 3==N( 3= By:
MCDRIOMRC - � I ;mac•, a .,�, „`. z:"F`',2 _'``:�hl .:'t. Daniel P. Aguilar, Vi resi e'Ti1t�-'-'
A Notary Public or other officer completing this certificate verifies only the identity of the individual who signed the document to
which this certificate is attached, and not the truthfulness, accuracy, or validity of that document.
On this 181h day of April, 2022 before me, Sonia O. Carrejo, a notary public, personally appeared Dan P. Aguilar, Vice President of
American Contractors Indemnity Company, Texas Bonding Company, United States Surety Company and U.S. Specialty Insurance
Company who proved to me on the basis of satisfactory evidence to be the person whose name is subscribed to the within instrument
and acknowledged to me that he executed the same in his authorized capacity, and that by his signature on the instrument
the person, or the entity upon behalf of which the person acted, executed the instrument.
I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct.
WITNESS m hand and official seal. SOMA 3. CARREIO
Y Notary Public • California
�, - _ Los Angeles County
Commission M 2398710 -
Signature (seal) my Comm. Expires 3.2026
1, Kio Lo, Assistant Secretary of American Contractors Indemnity Company, Texas Bonding Company, United States Surety
Company and U.S. Specialty Insurance Company, do hereby certify that the above and foregoing is a true and correct copy of a Power
of Attorney, executed by said Companies, which is still in full force and effect; furthermore, the resolutions of the Boards of Directors,
set out in the Power of Attorney are in full force and effect.
In Witness Whereof, I have hereunto set my hand and affixed the ;:eats of said Companies at Los Angeles, California this
4th day of December _Q-24 .
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Corporate Seals°o rt' i. ?�`;, ,\ ?.Y
of :,y ,,y'` ��,. e f Kio Lo, Assis Secretary
-••tii q>•,�fORN�'�t\` ••'�qrP OF �g'F ..*..
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Visit tmhcc.com/surety for more information HccsPOAcoNsoLsw4/2022
STATE OF CALIFORNIA
DEPARTMENT OF INSURANCE N4 07984
SAN FRANCISCO
Amended
Certificate of Authority
THIS IS TO CERTIFY THAT, Pursuant to the Insurance Code of the State of California,
U.S. Specialty Insurance Company
Of Houston, Texas , organized under the
laws of Texas subject to its Articles of Incorporation or
otherfundamental organizational documents, is hereby authorized to transact within the State, subject to
all provisions of this Certificate, the following classes of insurance:
Fire, Marine, Surety, Disability, Liability,
Workers' Compensation, Aircraft, and Miscellaneous
as such classes are now or may hereafter be defined in the Insurance Laws of the State of California.
THIS C$RTIFICATE is expressly conditioned upon the holder hereof now and hereafter being in
full compliance with all, and not in violation of any, of the applicable laws and lawful requirements made
under authority of the laws of the State of California as long as such laws or requirements are in effect
and applicable, and as such laws and requirements now are, or may hereafter be changed or amended.
IN WITNESS WHEREOF, effective as of the 29 th
day of December 2004 , I have hereunto
set my hand and caused my official seal to be affixed this
29 th day of December 2004
endi
for Ida Zodrow De,
A� DeDU t
NOTICE:
Qualification with the Secretary of State must be accomplished as required by the s ode protly
after issuance of this Certificate of Authority. Failure to do so will be a violation of Insurance Code Section 701 and Ntil be
grounds for revoking this Certificate of Authority pursuant to the convenants made in the application therefor and the
conditions contained herein.
FOAM CB-3
RM OSP 00 3mi
Partners In Parking""
December 13, 2024
Dear Sir/Madam:
The undersigned, being duly authorized General Counsel of LAZ Parking
being duly sworn deposes and says:
1. 1 am the General Counsel for LAZ Parking a/k/a LAZ KARP
Associates, LLC and authorized to grant this Power of Attorney;
2. LAZ hereby grants Kathleen Kobos the Power of Attorney to
represent LAZ in connection with the signing of Bonds.
Glenn T. Terk
General Counsel
LAZ Parking
This 13th day of December, 2024 personally appeared Genn T. Terk, who acknowledged the
foregoing to be his free act and deed as General Counsel for LAZ Parking and the free act
and deed of LAZ Parking. r
Hilary Canton
Notary Public My commission expires 4/30/27
I -', ILAR'Y Es. C�4R1T
ATCJ3'ARi, 4 6®MMISSION SPIRES