PSA – Go Tow
Transcription
PSA – Go Tow
SERVICE AGREEMENT BETWEEN THE CITY OF AVONDALE AND GO SERVICES LLC THIS SERVICE AGREEMENT (this “Agreement” is entered into as of June 4, 2012, between the City of Avondale, an Arizona municipal corporation (the “City”) and Go Services LLC, an Arizona limited liability company, d/b/a GO Tow (the “Contractor”). RECITALS A. The City issued a Request for Proposals, PD-12-059 “Rotational Towing Services” (the “RFP”), attached hereto as Exhibit A and incorporated herein by reference, seeking proposals from vendors for general towing services. B. The Contractor submitted a proposal in response to the RFP (the “Proposal”), attached hereto as Exhibit B and incorporated herein by reference. C. The City and the Contractor desire to enter into this Agreement for the purpose of (i) establishing the terms and conditions by which the Contractor may provide on-call general towing services to the City and to non-City customers, as more particularly set forth in Section 2 below on an “as-required” basis (the “Services”) and (ii) setting the maximum aggregate amount to be expended pursuant to this Agreement related to the Services. AGREEMENT NOW, THEREFORE, in consideration of the foregoing recitals, which are incorporated herein by reference, the following mutual covenants and conditions, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the City and the Contractor hereby agree as follows: 1. Term of Agreement. This Agreement shall be effective as of the date first set forth above and shall remain in full force and effect until June 4, 2013 (the “Initial Term”), unless terminated as otherwise provided pursuant to the terms and conditions of this Agreement. After the expiration of the Initial Term, this Agreement may be renewed for up to four successive one-year terms (each, a “Renewal Term”) if (i) it is deemed in the best interests of the City, in its sole discretion, subject to availability and appropriation of funds for renewal in each subsequent year, (ii) at least 30 days prior to the end of the then-current term of the Agreement, the Contractor requests, in writing, to extend the Agreement for an additional one-year term and (iii) the City approves the additional one-year term in writing (including any price adjustments approved as part of this Agreement), as evidenced by the City Manager’s signature thereon, which approval may be withheld by the City for any reason. The Contractor’s failure to seek a renewal of this Agreement shall cause the Agreement to terminate at the end of the then-current term of this Agreement; provided, however, that the City may, at its discretion and with the agreement of the Contractor, elect to waive this requirement and renew this Agreement. The 1727681.1 Initial Term and any Renewal Term(s) are collectively referred to herein as the “Term.” Upon renewal, the terms and conditions of this Agreement shall remain in full force and effect. 2. Scope of Work. This is an indefinite quantity and indefinite delivery Agreement for Services. Services shall only be provided when the City identifies a need and proper authorization has been approved. For circumstances determined by the City to be appropriate for this Agreement, the Contractor shall provide the Services on an as-required basis as described in the Scope of Work, attached hereto as Exhibit C and incorporated herein by reference. The City does not guarantee any minimum or maximum amount of Services will be requested under this Agreement. 3. Compensation. The City shall pay Contractor for the Initial Term and for each subsequent Renewal Term, if any, an annual aggregate amount not to exceed $50,000.00 for City Tows (as described in the Scope of Work) at the rates as set forth for City Tows in the Fee Proposal, attached hereto as Exhibit D and incorporated herein by reference. The maximum aggregate amount for this Agreement shall not exceed $250,000.00. Contractor shall provide Services for Private Tows at the rates set forth in the Fee Proposal, attached hereto as Exhibit D. Charges for Services relating to Private Tows as provided under this Agreement will be paid directly to the Contractor by the individual(s) receiving the Services. The City will not be responsible for non-payment of bills tendered to individual(s), owners or owners’ agents for Private Tows. 4. Payments. The City shall pay the Contractor for City Tows monthly, based upon work performed and completed to date, and upon submission and approval of invoices. All invoices shall document and itemize all work completed to date. The invoice statement shall include a record of time expended and work performed in sufficient detail to justify payment. 5. Documents. All documents prepared and submitted to the City pursuant to this Agreement shall be the property of the City. 6. Contractor Personnel. Contractor shall provide adequate, experienced personnel, capable of and devoted to the successful completion of the Services to be performed under this Agreement. Contractor personnel must maintain during the term of the Agreement and all licenses and permits required under ARIZ. ADMIN. CODE Title 13, Chapter 3 and by any regulatory agency. Contractor agrees to assign specific individuals to key positions. Contractor agrees that, upon commencement of the Services to be performed under this Agreement, key personnel shall not be removed or replaced without prior written notice to the City. If key personnel are not available to perform the Services for a continuous period exceeding 30 calendar days, or are expected to devote substantially less effort to the Services than initially anticipated, Contractor shall immediately notify the City of same and shall, subject to the concurrence of the City, replace such personnel with personnel of substantially equal ability and qualifications. 7. Inspection; Acceptance. All work shall be subject to inspection and acceptance by the City at reasonable times during Contractor’s performance. The Contractor shall provide and maintain a self-inspection system that is acceptable to the City. 1727681.1 2 8. Licenses; Materials. Contractor shall maintain in current status all federal, state and local licenses and permits required for the operation of the business conducted by the Contractor, including without limitation any and all licenses and permits required under ARIZ. ADMIN. CODE Title 13, Chapter 3 and by any regulatory agency. The City has no obligation to provide Contractor, its employees or subcontractors any business registrations or licenses required to perform the specific services set forth in this Agreement. The City has no obligation to provide tools, equipment or material to Contractor. 9. Performance Warranty. Contractor warrants that the Services rendered will conform to the requirements of this Agreement and to the highest professional standards in the field. 10. Indemnification. To the fullest extent permitted by law, the Contractor shall indemnify, defend and hold harmless the City and each council member, officer, employee, attorney or agent thereof (the City and any such person being herein called an “Indemnified Party”), for, from and against any and all losses, claims, damages, liabilities, costs and expenses (including, but not limited to, reasonable attorneys’ fees, court costs and the costs of appellate proceedings) to which any such Indemnified Party may become subject, under any theory of liability whatsoever (“Claims”), insofar as such Claims (or actions in respect thereof) relate to, arise out of, or are caused by or based upon the negligent acts, intentional misconduct, errors, mistakes or omissions, in connection with the work or services of the Contractor, its officers, employees, agents, or any tier of subcontractor in the performance of this Agreement. The amount and type of insurance coverage requirements set forth below will in no way be construed as limiting the scope of the indemnity in this Section. 11. Insurance. 11.1 General. A. Insurer Qualifications. Without limiting any obligations or liabilities of Contractor, Contractor shall purchase and maintain, at its own expense, hereinafter stipulated minimum insurance with insurance companies authorized to do business in the State of Arizona pursuant to ARIZ. REV. STAT. § 20-206, as amended, with an AM Best, Inc. rating of Aor above with policies and forms satisfactory to the City. Failure to maintain insurance as specified herein may result in termination of this Agreement at the City’s option. B. No Representation of Coverage Adequacy. By requiring insurance herein, the City does not represent that coverage and limits will be adequate to protect Contractor. The City reserves the right to review any and all of the insurance policies and/or endorsements cited in this Agreement but has no obligation to do so. Failure to demand such evidence of full compliance with the insurance requirements set forth in this Agreement or failure to identify any insurance deficiency shall not relieve Contractor from, nor be construed or deemed a waiver of, its obligation to maintain the required insurance at all times during the performance of this Agreement. C. Additional Insured. All insurance coverage and self-insured retention or deductible portions, except Workers’ Compensation insurance and Professional 1727681.1 3 Liability insurance, if applicable, shall name, to the fullest extent permitted by law for claims arising out of the performance of this Agreement, the City, its agents, representatives, officers, directors, officials and employees as Additional Insured as specified under the respective coverage sections of this Agreement. D. Coverage Term. All insurance required herein shall be maintained in full force and effect until all work or services required to be performed under the terms of this Agreement are satisfactorily performed, completed and formally accepted by the City, unless specified otherwise in this Agreement. E. Primary Insurance. Contractor’s insurance shall be primary insurance with respect to performance of this Agreement and in the protection of the City as an Additional Insured. F. Waiver. All policies, except for Professional Liability, including Workers’ Compensation insurance, shall contain a waiver of rights of recovery (subrogation) against the City, its agents, representatives, officials, officers, attorneys and employees for any claims arising out of the work or services of Contractor. Contractor shall arrange to have such subrogation waivers incorporated into each policy via formal written endorsement thereto. G. Policy Deductibles and/or Self-Insured Retentions. The policies set forth in these requirements may provide coverage that contains deductibles or self-insured retention amounts. Such deductibles or self-insured retention shall not be applicable with respect to the policy limits provided to the City. Contractor shall be solely responsible for any such deductible or self-insured retention amount. H. Use of Subcontractors. If any work under this Agreement is subcontracted in any way, Contractor shall execute written agreements with its subcontractors containing the indemnification provisions set forth in this Section and insurance requirements set forth herein protecting the City and Contractor. Contractor shall be responsible for executing any agreements with its subcontractors and obtaining certificates of insurance verifying the insurance requirements. I. Evidence of Insurance. Prior to commencing any work or services under this Agreement, Contractor will provide the City with suitable evidence of insurance in the form of certificates of insurance and a copy of the declaration page(s) of the insurance policies as required by this Agreement, issued by Contractor’s insurance insurer(s) as evidence that policies are placed with acceptable insurers as specified herein and provide the required coverages, conditions and limits of coverage specified in this Agreement and that such coverage and provisions are in full force and effect. Confidential information such as the policy premium may be redacted from the declaration page(s) of each insurance policy, provided that such redactions do not alter any of the information required by this Agreement. The City shall reasonably rely upon the certificates of insurance and declaration page(s) of the insurance policies as evidence of coverage but such acceptance and reliance shall not waive or alter in any way the insurance requirements or obligations of this Agreement. In the event any insurance policy required by this Agreement is written on a “claims made” basis, coverage shall extend for two years past completion of the Services and the City’s acceptance of the Contractor’s work or services and as 1727681.1 4 evidenced by annual certificates of insurance. If any of the policies required by this Agreement expire during the life of this Agreement, it shall be Contractor’s responsibility to forward renewal certificates and declaration page(s) to the City 30 days prior to the expiration date. All certificates of insurance and declarations required by this Agreement shall be identified by referencing the RFP number and title or this Agreement. A $25.00 administrative fee shall be assessed for all certificates or declarations received without the appropriate RFP number and title or a reference to this Agreement, as applicable. Additionally, certificates of insurance and declaration page(s) of the insurance policies submitted without referencing the appropriate RFP number and title or a reference to this Agreement, as applicable, will be subject to rejection and may be returned or discarded. Certificates of insurance and declaration page(s) shall specifically include the following provisions: (1) The City, its agents, representatives, officers, directors, officials, attorneys and employees are Additional Insureds as follows: (a) Commercial General Liability – Under Insurance Services Office, Inc., (“ISO”) Form CG 20 10 03 97 or equivalent. (b) Auto Liability – Under ISO Form CA 20 48 or (c) Excess Liability – Follow Form to underlying equivalent. insurance. (2) Contractor’s insurance shall be primary insurance as respects performance of the Agreement. (3) All policies, except for Professional Liability, including Workers’ Compensation, waive rights of recovery (subrogation) against City, its agents, representatives, officers, officials, attorneys and employees for any claims arising out of work or services performed by Contractor under this Agreement. (4) A 30-day advance notice cancellation provision. If ACORD certificate of insurance form is used, the phrases in the cancellation provision “endeavor to” and “but failure to mail such notice shall impose no obligation or liability of any kind upon the company, its agents or representatives” shall be deleted. Certificate forms other than ACORD form shall have similar restrictive language deleted. 11.2 Required Insurance Coverage. A. Commercial General Liability. Contractor shall maintain “occurrence” form Commercial General Liability insurance with an unimpaired limit of not less than $1,000,000 for each occurrence, $2,000,000 Products and Completed Operations Annual Aggregate and a $2,000,000 General Aggregate Limit. The policy shall cover liability arising from premises, operations, independent contractors, products-completed operations, personal injury and advertising injury. Coverage under the policy will be at least as broad as ISO policy form CG 00 010 93 or equivalent thereof, including but not limited to, separation of insured’s 1727681.1 5 clause. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the City, its agents, representatives, officers, officials and employees shall be cited as an Additional Insured under ISO, Commercial General Liability Additional Insured Endorsement form CG 20 10 03 97, or equivalent, which shall read “Who is an Insured (Section II) is amended to include as an insured the person or organization shown in the Schedule, but only with respect to liability arising out of “your work” for that insured by or for you.” If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be “follow form” equal or broader in coverage scope than underlying insurance. B. Vehicle Liability. Contractor shall maintain Business Automobile Liability insurance with a limit of $1,000,000 each occurrence on Contractor’s owned, hired and non-owned vehicles assigned to or used in the performance of the Contractor’s work or services under this Agreement. Coverage will be at least as broad as ISO coverage code “1” “any auto” policy form CA 00 01 12 93 or equivalent thereof. To the fullest extent allowed by law, for claims arising out of the performance of this Agreement, the City, its agents, representatives, officers, directors, officials and employees shall be cited as an Additional Insured under ISO Business Auto policy Designated Insured Endorsement form CA 20 48 or equivalent. If any Excess insurance is utilized to fulfill the requirements of this subsection, such Excess insurance shall be “follow form” equal or broader in coverage scope than underlying insurance. C. Workers’ Compensation Insurance. Contractor shall maintain Workers’ Compensation insurance to cover obligations imposed by federal and state statutes having jurisdiction over Contractor’s employees engaged in the performance of work or services under this Agreement and shall also maintain Employers Liability Insurance of not less than $500,000 for each accident, $500,000 disease for each employee and $1,000,000 disease policy limit. 11.3 Cancellation and Expiration Notice. Insurance required herein shall not expire, be canceled, or be materially changed without 30 days’ prior written notice to the City. 12. Termination; Cancellation. 12.1 For City’s Convenience. This Agreement is for the convenience of the City and, as such, may be terminated without cause after receipt by Contractor of written notice by the City. Upon termination for convenience, Contractor shall be paid for the undisputed portion of its fees due for City Tows as of the termination date. 12.2 For Cause. This Agreement may be terminated by either party upon 30 days’ written notice should the other party fail to substantially perform in accordance with this Agreement’s terms, through no fault of the party initiating the termination. In the event of such termination for cause, payment shall be made by the City to the Contractor for the undisputed portion of its fees due for City Tows as of the termination date. 12.3 Due to Work Stoppage. This Agreement may be terminated by the City upon 30 days’ written notice to Contractor in the event that the Services are permanently abandoned. In the event of such termination due to work stoppage, payment shall be made by 1727681.1 6 the City to the Contractor for the undisputed portion of its fees due for City Tows as of the termination date. 12.4 Conflict of Interest. This Agreement is subject to the provisions of ARIZ. REV. STAT. § 38-511. The City may cancel this Agreement without penalty or further obligations by the City or any of its departments or agencies if any person significantly involved in initiating, negotiating, securing, drafting or creating this Agreement on behalf of the City or any of its departments or agencies is, at any time while the Agreement or any extension of the Agreement is in effect, an employee of any other party to the Agreement in any capacity or a consultant to any other party of the Agreement with respect to the subject matter of the Agreement. 12.5 Gratuities. The City may, by written notice to the Contractor, cancel this Agreement if it is found by the City that gratuities, in the form of economic opportunity, future employment, entertainment, gifts or otherwise, were offered or given by the Contractor or any agent or representative of the Contractor to any officer, agent or employee of the City for the purpose of securing this Agreement. In the event this Agreement is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold from the Contractor an amount equal to 150% of the gratuity. 12.6 Agreement Subject to Appropriation. This Agreement is subject to the provisions of ARIZ. CONST. ART. IX, § 5 and ARIZ. REV. STAT. § 42-17106. The provisions of this Agreement for payment of funds by the City shall be effective when funds are appropriated for purposes of this Agreement and are actually available for payment. The City shall be the sole judge and authority in determining the availability of funds under this Agreement and the City shall keep the Contractor fully informed as to the availability of funds for the Agreement. The obligation of the City to make any payment pursuant to this Agreement is a current expense of the City, payable exclusively from such annual appropriations, and is not a general obligation or indebtedness of the City. If the City Council fails to appropriate money sufficient to pay the amounts as set forth in this Agreement during any immediately succeeding fiscal year, this Agreement shall terminate at the end of then-current fiscal year and the City and the Contractor shall be relieved of any subsequent obligation under this Agreement. 13. Miscellaneous. 13.1 Independent Contractor. The Contractor acknowledges and agrees that the Services provided under this Agreement are being provided as an independent contractor, not as an employee or agent of the City. Contractor, its employees and subcontractors are not entitled to workers’ compensation benefits from the City. The City does not have the authority to supervise or control the actual work of Contractor, its employees or subcontractors. The Contractor, and not the City, shall determine the time of its performance of the services provided under this Agreement so long as Contractor meets the requirements of its agreed Scope of Work as set forth in Section 2 above. Contractor is neither prohibited from entering into other contracts nor prohibited from practicing its profession elsewhere. City and Contractor do not intend to nor will they combine business operations under this Agreement. 1727681.1 7 13.2 Applicable Law; Venue. This Agreement shall be governed by the laws of the State of Arizona and suit pertaining to this Agreement may be brought only in courts in Maricopa County, Arizona. 13.3 Laws and Regulations. Contractor shall keep fully informed and shall at all times during the performance of its duties under this Agreement ensure that it and any person for whom the Contractor is responsible abides by, and remains in compliance with, all rules, regulations, ordinances, statutes or laws affecting the Services, including, but not limited to, the following: (A) existing and future City and County ordinances and regulations, (B) existing and future State and Federal laws and (C) existing and future Occupational Safety and Health Administration standards. 13.4 Amendments. This Agreement may be modified only by a written amendment signed by persons duly authorized to enter into contracts on behalf of the City and the Contractor. 13.5 Provisions Required by Law. Each and every provision of law and any clause required by law to be in the Agreement will be read and enforced as though it were included herein and, if through mistake or otherwise any such provision is not inserted, or is not correctly inserted, then upon the application of either party, the Agreement will promptly be physically amended to make such insertion or correction. 13.6 Severability. The provisions of this Agreement are severable to the extent that any provision or application held to be invalid by a Court of competent jurisdiction shall not affect any other provision or application of the Agreement which may remain in effect without the invalid provision or application. 13.7 Relationship of the Parties. It is clearly understood that each party will act in its individual capacity and not as an agent, employee, partner, joint venturer, or associate of the other. An employee or agent of one party shall not be deemed or construed to be the employee or agent of the other for any purpose whatsoever. The Contractor is advised that taxes or Social Security payments will not be withheld from any City payments issued hereunder and Contractor agrees to be fully and solely responsible for the payment of such taxes or any other tax applicable to this Agreement. 13.8 Entire Agreement; Interpretation; Parol Evidence. This Agreement represents the entire agreement of the parties with respect to its subject matter, and all previous agreements, whether oral or written, entered into prior to this Agreement are hereby revoked and superseded by this Agreement. No representations, warranties, inducements or oral agreements have been made by any of the parties except as expressly set forth herein, or in any other contemporaneous written agreement executed for the purposes of carrying out the provisions of this Agreement. This Agreement shall be construed and interpreted according to its plain meaning, and no presumption shall be deemed to apply in favor of, or against the party drafting the Agreement. The parties acknowledge and agree that each has had the opportunity to seek and utilize legal counsel in the drafting of, review of, and entry into this Agreement. 1727681.1 8 13.9 Assignment. No right or interest in this Agreement shall be assigned by Contractor without prior, written permission of the City signed by the City Manager and no delegation of any duty of Contractor shall be made without prior, written permission of the City signed by the City Manager. Any attempted assignment or delegation by Contractor in violation of this provision shall be a breach of this Agreement by Contractor. 13.10 Subcontracts. No subcontract shall be entered into by the Contractor with any other party to furnish any of the material or services specified herein without the prior written approval of the City. The Contractor is responsible for performance under this Agreement whether or not subcontractors are used. 13.11 Rights and Remedies. No provision in this Agreement shall be construed, expressly or by implication, as waiver by the City of any existing or future right and/or remedy available by law in the event of any claim of default or breach of this Agreement. The failure of the City to insist upon the strict performance of any term or condition of this Agreement or to exercise or delay the exercise of any right or remedy provided in this Agreement, or by law, or the City’s acceptance of and payment for services, shall not release the Contractor from any responsibilities or obligations imposed by this Agreement or by law, and shall not be deemed a waiver of any right of the City to insist upon the strict performance of this Agreement. 13.12 Attorneys’ Fees. In the event either party brings any action for any relief, declaratory or otherwise, arising out of this Agreement or on account of any breach or default hereof, the prevailing party shall be entitled to receive from the other party reasonable attorneys’ fees and reasonable costs and expenses, determined by the court sitting without a jury, which shall be deemed to have accrued on the commencement of such action and shall be enforced whether or not such action is prosecuted through judgment. 13.13 Liens. All materials or services provided for City Tows shall be free of all liens, and the Contractor hereby waives any such lien arising by operation of law or otherwise for City Tows, and, if the City requests, a formal release of all liens arising by operation of law or otherwise for City Tows shall be delivered to the City. 13.14 Offset. A. Offset for Damages. In addition to all other remedies at law or equity, the City may offset from any money due to the Contractor any amounts Contractor owes to the City for damages resulting from breach or deficiencies in performance or breach of any obligation under this Agreement. B. Offset for Delinquent Fees or Taxes. The City may offset from any money due to the Contractor any amounts Contractor owes to the City for delinquent fees, transaction privilege taxes and property taxes, including any interest or penalties. 13.15 Notices and Requests. Any notice or other communication required or permitted to be given under this Agreement shall be in writing and shall be deemed to have been duly given if (A) delivered to the party at the address set forth below, (B) deposited in the U.S. Mail, registered or certified, return receipt requested, to the address set forth below, (C) given to 1727681.1 9 a recognized and reputable overnight delivery service, to the address set forth below or (D) delivered by facsimile transmission to the number set forth below: If to the City: City of Avondale 11465 West Civic Center Drive Avondale, Arizona 85323 Facsimile: (623) 333-0100 Attn: Charles P. McClendon, City Manager With copy to: GUST ROSENFELD, P.L.C. One East Washington Street, Suite 1600 Phoenix, Arizona 85004-2553 Facsimile: (602) 254-4878 Attn: Andrew J. McGuire, Esq. If to Contractor: Go Services LLC 5724 West Buckeye Road Phoenix, Arizona 85043 Facsimile: (480) 522-1333 Attn: Thomas O’Brien or at such other address, and to the attention of such other person or officer, as any party may designate in writing by notice duly given pursuant to this subsection. Notices shall be deemed received (A) when delivered to the party, (B) three business days after being placed in the U.S. Mail, properly addressed, with sufficient postage, (C) the following business day after being given to a recognized overnight delivery service, with the person giving the notice paying all required charges and instructing the delivery service to deliver on the following business day, or (D) when received by facsimile transmission during the normal business hours of the recipient. If a copy of a notice is also given to a party’s counsel or other recipient, the provisions above governing the date on which a notice is deemed to have been received by a party shall mean and refer to the date on which the party, and not its counsel or other recipient to which a copy of the notice may be sent, is deemed to have received the notice. 13.16 Confidentiality of Records. The Contractor shall establish and maintain procedures and controls that are acceptable to the City for the purpose of ensuring that information contained in its records or obtained from the City or from others in carrying out its obligations under this Agreement shall not be used or disclosed by it, its agents, officers, or employees, except as required to perform Contractor’s duties under this Agreement. Persons requesting such information should be referred to the City. Contractor also agrees that any information pertaining to individual persons shall not be divulged other than to employees or officers of Contractor as needed for the performance of duties under this Agreement. 13.17 Records and Audit Rights. To ensure that the Contractor and its subcontractors are complying with the warranty under subsection 13.18 below, Contractor’s and its subcontractor’s books, records, correspondence, accounting procedures and practices, and any other supporting evidence relating to this Agreement, including the papers of any Contractor and its subcontractors’ employees who perform any work or services pursuant to this Agreement (all 1727681.1 10 of the foregoing hereinafter referred to as “Records”), shall be open to inspection and subject to audit and/or reproduction during normal working hours by the City, to the extent necessary to adequately permit (A) evaluation and verification of any invoices, payments or claims based on Contractor’s and its subcontractors’ actual costs (including direct and indirect costs and overhead allocations) incurred, or units expended directly in the performance of work under this Agreement and (B) evaluation of the Contractor’s and its subcontractors’ compliance with the Arizona employer sanctions laws referenced in subsection 13.18 below. To the extent necessary for the City to audit Records as set forth in this subsection, Contractor and its subcontractors hereby waive any rights to keep such Records confidential. For the purpose of evaluating or verifying such actual or claimed costs or units expended, the City shall have access to said Records, even if located at its subcontractors’ facilities, from the effective date of this Agreement for the duration of the work and until three years after the date of final payment by the City to Contractor pursuant to this Agreement. Contractor and its subcontractors shall provide the City with adequate and appropriate workspace so that the City can conduct audits in compliance with the provisions of this subsection. The City shall give Contractor or its subcontractors reasonable advance notice of intended audits. Contractor shall require its subcontractors to comply with the provisions of this subsection by insertion of the requirements hereof in any subcontract pursuant to this Agreement. 13.18 E-verify Requirements. To the extent applicable under ARIZ. REV. STAT. § 41-4401, the Contractor and its subcontractors warrant compliance with all federal immigration laws and regulations that relate to their employees and their compliance with the E-verify requirements under ARIZ. REV. STAT. § 23-214(A). Contractor’s or its subcontractor’s failure to comply with such warranty shall be deemed a material breach of this Agreement and may result in the termination of this Agreement by the City. 13.19 Scrutinized Business Operations. Pursuant to ARIZ. REV. STAT. §§ 35391.06 and 35-393.06, the Contractor certifies that it does not have scrutinized business operations in Sudan or Iran. For the purpose of this subsection the term “scrutinized business operations” shall have the meanings set forth in ARIZ. REV. STAT. §§ 35-391 or 35-393, as applicable. If the City determines that the Contractor submitted a false certification, the City may impose remedies as provided by law including terminating this Agreement pursuant to subsection 12.2 above. 13.20 Conflicting Terms. In the event of any inconsistency, conflict or ambiguity among the terms of this Agreement, the Scope of Work, the Fee Proposal, the RFP and the Contractor’s Proposal, the documents shall govern in the order listed herein. 13.21 Non-Exclusive Contract. This Agreement is entered into with the understanding and agreement that it is a non-exclusive contract and is for the sole convenience of the City. The City reserves the right to obtain like goods and services from another source when necessary. 13.22 Cooperative Purchasing. Specific eligible political subdivisions and nonprofit educational or public health institutions (“Eligible Procurement Unit(s)”) are permitted to utilize procurement agreements developed by the City, at their discretion and with the agreement of the awarded Contractor. Contractor may, at its sole discretion, accept orders from 1727681.1 11 Eligible Procurement Unit(s) for the purchase of the Materials and/or Services at the prices and under the terms and conditions of this Agreement, in such quantities and configurations as may be agreed upon between the parties. All cooperative procurements under this Agreement shall be transacted solely between the requesting Eligible Procurement Unit and Contractor. Payment for such purchases will be the sole responsibility of the Eligible Procurement Unit. The exercise of any rights, responsibilities or remedies by the Eligible Procurement Unit shall be the exclusive obligation of such unit. The City assumes no responsibility for payment, performance or any liability or obligation associated with any cooperative procurement under this Agreement. The City shall not be responsible for any disputes arising out of transactions made by others. IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the date and year first set forth above. “City” CITY OF AVONDALE, an Arizona municipal corporation Charles P. McClendon, City Manager ATTEST: Carmen Martinez, City Clerk (ACKNOWLEDGMENT) STATE OF ARIZONA ) ) ss. COUNTY OF MARICOPA ) This instrument was acknowledged before me on , 2012, by Charles P. McClendon, the City Manager of the CITY OF AVONDALE, an Arizona municipal corporation, on behalf of the City of Avondale. Notary Public in and for the State of Arizona (affix notary seal here) [SIGNATURES CONTINUE ON FOLLOWING PAGE] 1727681.1 12 “Contractor” GO SERVICES LLC, an Arizona limited liability company, d/b/a GO TOW Thomas O’Brien, Managing Member (ACKNOWLEDGMENT) STATE OF COUNTY OF ) ) ss. ) This instrument was acknowledged before me on , 2012, by Thomas O’Brien, as Managing Member of GO SERVICES LLC, an Arizona limited liability company, d/b/a/ GO TOW, on behalf of the company. Notary Public in and for the State of Arizona (affix notary seal here) 1727681.1 13 EXHIBIT A TO SERVICE AGREEMENT BETWEEN THE CITY OF AVONDALE AND GO SERVICES LLC [RFP] See following pages. 1727681.1 CITY OF AVONDALE POLICE DEPARTMENT REQUEST FOR PROPOSALS FOR ROTATIONAL TOWING SERVICES SOLICITATION INFORMATION AND SELECTION SCHEDULE Solicitation Number: PD 12-059 Solicitation Title: Rotational Towing Services Release Date: March 22, 2012 Advertisement Dates: March 23 & 30, 2012 – West Valley View March 22, 2012 – Arizona Business Gazette MANDATORY Pre-Submittal Conference: April 2, 2012 10:00 a.m. (local time, Phoenix, Arizona) Avondale City Hall 11465 West Civic Center Drive Avondale, Arizona 85323 Final Date for Inquiries: April 15, 2012 Proposal Due Date and Time: April 23, 2012 3:00 p.m. (local time, Phoenix, Arizona) Shortlist Announced for Oral Interviews: May 1, 2012 Oral Interviews (if necessary): May 7, 2012 Target City Council Award Date: May 21, 2012 Anticipated Agreement Start Date: June 15, 2012 RFP Administrator: Loretta Browning [email protected] 623-333-2029 * ** In the event that a Vendor cannot be selected based solely on Proposals submitted, Oral Interviews may be conducted at the City’s sole discretion. The City of Avondale reserves the right to amend the solicitation schedule as necessary. 1681883.1 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A Table of Contents Section A Page I. RFP Process, Award of Agreement A-1 II. Proposal Format; Scoring A-7 III. Oral Interviews; Scoring A-13 IV. Vendor Information Form A-14 Section B Sample Service Agreement B-1 1681883.1 i CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A I. RFP PROCESS; AWARD OF AGREEMENT 1. Purpose; Scope of Work. The City of Avondale (the “City”) is issuing this Request For Proposals (this “RFP”) seeking proposals (“Proposals”) from qualified, licensed firms (“Vendors”) interested in providing general on-call towing services as requested by the appropriate City Departments, as more particularly described in the Scope of Work attached to the sample Services Agreement as Exhibit C (the “Services”), and incorporated herein by reference. In accordance with the City’s Procurement Code, the City will accept sealed Proposals for the Services specified in the Scope of Work in the sample Services Agreement. 1.1 General Intent; Minimum Requirements. The City intends to establish multiple non-exclusive Agreements for the Services for two categories of towing, City Tows and Private Tows, each as defined by the Scope of Work included with Section B of this RFP. The selected Vendors will be utilized for performance of the Services generally in rotational order as may be convenient to the City at the time of the tow, in the City’s sole discretion. Selected Vendor(s) are not guaranteed to receive assignment of any specific vehicle tow or of any particular number of vehicle tows annually or in any other period of time under the Agreements to be awarded as proposed in this RFP. The Services may include, but are not limited to, towing and storage of vehicles involved in accidents, improperly parked vehicles, vehicles that obstruct or impede the flow of traffic or obstruct emergency lanes, walkways, and handicapped parking spaces, police impound, including, without limitation thereto, towing mandated by ARIZ. REV. STAT. § 28-3511 and seizure of evidence. The Services may include towing and storage of commercial trucks, vans or other heavy vehicles. The selected Vendor(s) shall tow, store, or impound (as necessary) any vehicle upon the request of authorized City representatives, primarily the Avondale Police Department (the “Department”). The selected Vendor(s) must meet the following minimum qualification requirements: A. The selected Vendor(s) must have sufficient equipment and personnel to promptly respond to the City’s calls for Service 24 hours per day, in accordance with the response times indicated in the Scope of Work included in Section B of this RFP. It is estimated that the following percentage of Service calls will be made: (i) 95% - 8,000 lbs. or less gross vehicle weight (“GVW”), (ii) 5% - over 8,000 lbs. GVW, but less than 18,000 lbs. GVW. It is estimated that approximately 63% of all calls occur during the night or weekend hours and 37% occur during the daylight hours. Actual experience may vary from these figures and City does not guarantee that a minimum number of tows will occur or that they will occur in any ratio when comparing one time versus another. B. The selected Vendor(s) must have a qualified vehicle storage facility(ies), or shall have prior to award of an Agreement, (each, a “Storage Facility”), as more particularly described in the Scope of Work, with sufficient capacity to accept City’s Service calls, accessible within a travel area of no more than ten miles (one way) from Avondale City Hall. Driving distance shall be calculated based on Internet Mapping tools (i.e. Mapquest), using the City of Avondale City Hall address to the location of the Storage Facility. 1681883.1 A-1 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A 2. Preparation/Submission of Proposal. Vendors are invited to participate in the competitive selection process for the Services outlined in this RFP. Responding parties shall review their Proposal submissions to ensure the following requirements are met. 2.1 Irregular or Non-responsive Proposals. The City shall consider as “irregular” or “non-responsive” and reject any Proposal not prepared and submitted in accordance with this RFP, or any Proposal lacking sufficient information to enable the City to make a reasonable determination of compliance to the minimum qualifications. Unauthorized conditions, limitations, or provisions shall be cause for rejection. Proposals may be deemed nonresponsive at any time during the evaluation process if, in the sole opinion of the City: A. Vendor does not meet the minimum required skill, experience or requirements to perform or provide the Service. B. contractual obligations. C. Vendor has a past record of failing to fully perform or fulfill Vendor cannot demonstrate financial stability. D. Vendor’s Proposal contains false, inaccurate or misleading statements that, in the opinion of the City Manager or authorized designee, are intended to mislead the City in its evaluation of the Proposal. 2.2 Submittal Quantities. Interested Vendors must submit one (1) original and five (5) copies (six (6) total submittals) of the Proposal. In addition, interested parties must submit one (1) original copy of the Proposal on a CD-ROM (or electronic media approved by the City) in printable Adobe or Microsoft Word format (or other format approved by the City). Failure to adhere to the submittal quantity criteria shall result in the Proposal being considered non-responsive. 2.3 Required Submittal. The Proposal shall be submitted with a cover letter with an original ink signature by a person authorized to bind the Vendor. Proposals submitted without a cover letter with an original ink signature by a person authorized to bind the Vendor shall be considered non-responsive. The Proposal shall be a maximum of twenty (20) pages to address the Proposal criteria (excluding résumés and the Vendor Information Form, but including the materials necessary to address understanding of the Services to be provided, general information, organizational chart, photos, tables, graphs, and diagrams). Each page side (maximum 8 1/2” x 11”) with criteria information shall be counted. However, one page may be substituted with an 11” x 17” sheet of paper, folded to 8 1/2” x 11”, showing an organizational chart and only having information on one side. Cover, back, table of contents and tabs may be used and shall not be included in the page count, unless they include additional Services-specific information or Proposal criteria responses. The minimum allowable font for the Proposal is 11 pt, Arial or Times New Roman. Failure to adhere to the page limit, size and font criteria shall result in the Proposal being considered non-responsive. Telegraphic (facsimile), electronic (email) or mailgram Proposals will not be considered. 1681883.1 A-2 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A 2.4 Vendor Responsibilities. All Vendors shall (A) examine the entire RFP, (B) seek clarification of any item or requirement that may not be clear, (C) check all responses for accuracy before submitting a Proposal and (D) submit the entire Proposal by the Proposal Due Date and Time. Late Proposals will not be considered. A Vendor submitting a late Proposal shall be so notified. Negligence in preparing a Proposal confers no right of withdrawal after the Proposal Due Date and Time. 2.5 Sealed Submittals. All Proposals shall be sealed and clearly marked with the RFP number and title, (PD 12-059) Rotational Towing Services, on the lower left hand corner of the mailing envelope. A return address must also appear on the outside of the sealed Proposal. The City is not responsible for the pre-opening of, post-opening of, or the failure to open, any Proposals not properly addressed or identified. 2.6 Pricing. The Vendor shall submit the same number of copies of the Fee Proposal as described in Section I, 2.2 in a separate, sealed envelope enclosed with the Vendor’s Proposal. Pricing shall be inclusive of all of the Services in the Scope of Work as described in the sample Service Agreement in Exhibit C. The Fee Proposal must separately show and specifically itemize each and every fee or charge for each City Tow and for each Private Tow. A Fee Proposal outline is attached to the sample Service Agreement as Exhibit D. 2.7 Address. All Proposals shall be directed to the following address: City Clerk, 11465 West Civic Center Drive, Suite 200, Avondale, Arizona 85323, or hand-delivered to the City Clerk’s office by the Proposal Due Date and Time indicated on the cover page of this RFP. 2.8 Pricing Errors. If price is a consideration and in case of error in the extension of prices in the Proposal, the unit price shall govern. Periods of time, stated as number of days, shall be calendar days. 2.9 Proposal Irrevocable. In order to allow for an adequate evaluation, the City requires the Proposal to be valid and irrevocable for 90 days after the Proposal Due Date and Time indicated on the cover of this RFP. 2.10 Amendment/Withdrawal of Proposal. At any time prior to the specified Proposal Due Date and Time, a Vendor (or designated representative) may amend or withdraw its Proposal. Any erasures, interlineations, or other modifications in the Proposal shall be initialed in original ink by the authorized person signing the Proposal. Facsimile, electronic (email) or mailgram Proposal amendments or withdrawals will not be considered. No Proposal shall be altered, amended or withdrawn after the specified Proposal Due Date and Time. 3. Cost of Proposal Preparation. The City does not reimburse the cost of developing, presenting or providing any response to this solicitation. Proposals submitted for consideration should be prepared simply and economically, providing adequate information in a straightforward and concise manner. The Vendor is responsible for all costs incurred in 1681883.1 A-3 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A responding to this RFP. All materials and documents submitted in response to this RFP become the property of the City and will not be returned. 4. Inquiries. 4.1 Written/Verbal Inquiries. Any question related to the RFP shall be directed to the RFP Administrator whose name appears on the cover page of this RFP. Questions shall be submitted in writing or via e-mail by the close of business on the Final Date for Inquiries indicated on the cover page of this RFP or submitted verbally (A) at the PreSubmittal Conference on the date indicated on the cover page of this RFP (if such Pre-Submittal Conference is held) or (B) after the Pre-Submittal Conference but before the Final Date for Inquiries indicated on the cover page of this RFP. In the event the City is closed on the Final Date for Inquiries, the Vendor shall submit the question(s) to the RFP Administrator via e-mail or voicemail. Any inquiries related to this RFP shall refer to the number and title, page and paragraph. However, the Vendor shall not place the RFP number and title on the outside of any envelope containing questions, because such an envelope may be identified as a sealed Proposal and may not be opened until after the Proposal Due Date and Time. 4.2 Inquiries Answered. Written questions will be read and answered at the Pre-Submittal Conference on the date indicated on the cover page of this RFP. Verbal or telephone inquiries directed to City staff will not be answered. Within two (2) business days following the Pre-Submittal Conference, answers to all questions received in writing or via email or verbally at the Pre-Submittal Conference will be mailed, sent via facsimile and/or emailed to all parties who obtained an RFP package from the City and who legibly provided their mailing address, facsimile and/or e-mail address to the City. No questions, submitted in any form, will be answered after the Final Date for Inquiries listed on the cover of this RFP. 5. Pre-Submittal Conference. A Pre-Submittal Conference may be held. If scheduled, the date and time of this conference will be indicated on the cover page of this RFP. This conference may be designated as mandatory or non-mandatory on the cover page of this RFP. Additionally, if the Pre-Submittal Conference is designated as mandatory, failure to attend shall render that Vendor’s Proposal non-responsive. Vendors are strongly encouraged to attend those Pre-Submittal Conferences designated as non-mandatory. The purpose of this conference will be to clarify the contents of this RFP in order to prevent any misunderstanding of the City’s requirements. Any doubt as to the requirements of this RFP or any apparent omission or discrepancy should be presented to the City at this conference. The City will then determine if any action is necessary and may issue a written amendment or addendum to the RFP. Oral statements or instructions will not constitute an amendment or addendum to this RFP. Any addendum issued as a result of any change in this RFP shall become part of the RFP and must be acknowledged in the Proposal submittal. Failure to indicate receipt of the addendum shall result in the Proposal being rejected as non-responsive. 6. Payment Requirements; Payment Discounts. Any Proposal that requires payment in less than 30 calendar days by the City for City Tows shall not be considered. Payment discounts of 30 calendar days or more will be deducted from the Proposal price in determining 1681883.1 A-4 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A the low Proposal. The City shall be entitled to take advantage of any payment discount offered by the Vendor provided payment is made within the discount period. 7. Federal Excise Tax. The City is exempt from Federal Excise Tax, including the Federal Transportation Tax. Sales tax, if any, shall be indicated as a separate item. 8. Public Record. All Proposals shall become the property of the City. After award of Agreement(s), Proposals shall become public records and shall be available for public inspection in accordance with the City’s Procurement Code, except that any portion of a Proposal that was designated as confidential pursuant to Section 9 below shall remain confidential from and after the time of Proposal opening to the extent permitted by Arizona law. 9. Confidential Information. If a Vendor believes that a Proposal or protest contains information that should be withheld from the public record, a statement advising the RFP Administrator of this fact shall accompany the submission and the information shall be identified. The information identified by the Vendor as confidential shall not be disclosed until the Procurement Agent makes a written determination. The Procurement Agent shall review the statement and information and shall determine in writing whether the information shall be withheld. If the Procurement Agent determines to disclose the information, the RFP Administrator shall inform the Vendor in writing of such determination. 10. Vendor Licensing and Registration. Prior to the award of the Agreement, the successful Vendor shall (i) be registered with or licensed or authorized by the Arizona Corporation Commission or Arizona Secretary of State, as required by Arizona law, to do business in Arizona and (ii) have a completed Request for Vendor Number on file with the City Financial Services Department. The Vendor shall provide (i) licensure information with the Proposal, including without limitation, any license or permit required by the Arizona Department of Transportation or Arizona Department of Public Safety and (ii) proof of compliance with all requirements under ARIZ. ADMIN. CODE Title 13, Chapter 3. Corporations, partnerships and limited liability companies shall provide a Certificate of Good Standing from the Arizona Corporation Commission, Arizona Secretary of State or other governmental registration agency. 11. Certification. By submitting a Proposal, the Vendor certifies: 11.1 No Collusion. The submission of the Proposal did not involve collusion or other anti-competitive practices. 11.2 No Discrimination. It shall not discriminate against any employee or applicant for employment in violation of Federal Executive Order 11246. 11.3 No Gratuity. It has not given, offered to give, nor intends to give at any time hereafter, any economic opportunity, future employment, gift, loan, gratuity, special discount, trip favor or service to a City employee, officer or agent in connection with the submitted Proposal. It (including the Vendor’s employees, representatives, agents, lobbyists, attorneys, and subcontractors) has refrained, under penalty of disqualification, from direct or 1681883.1 A-5 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A indirect contact for the purpose of influencing the selection or creating bias in the selection process with any person who may play a part in the selection process, including the Selection Committee, elected officials, the City Manager, Assistant City Managers, Department Heads, and other City staff. All contact must be addressed to the City’s Procurement Agent, except for questions submitted as set forth in Section 4, Inquiries, above. Any attempt to influence the selection process by any means shall void the submitted Proposal and any resulting Agreement. 11.4 Financial Stability. It is financially stable, solvent and has adequate cash reserves to meet all financial obligations including any potential costs resulting from an award of the Agreement. 11.5 No Signature/False or Misleading Statement. Failure to sign the Proposal, or signing it with a false or misleading statement, shall void the submitted Proposal and any resulting Agreement. 11.6 Service Agreement. In addition to reviewing and understanding the submittal requirements, it has reviewed the attached sample Service Agreement including the Scope of Work and other Exhibits. 12. Award of Agreement. 12.1 Selection. A Selection Committee composed of representatives from the City will conduct the selection process according to the schedule listed on the cover page of this RFP. Proposals shall be opened at the time and place designated on the cover page of this RFP. The name of each Vendor and the identity of the RFP for which the Proposal was submitted shall be publicly read and recorded in the presence of witnesses. PRICES SHALL NOT BE READ. The Selection Committee shall recommend award to the City Council of as many or as few Service Agreement(s) as it deems appropriate, in its sole discretion, to any responsible and responsive Vendor(s) whose Proposal(s) are determined, in writing, to be the most advantageous to the City and best meets the overall needs of the City taking into consideration the evaluation criteria set forth in this RFP. The amount of applicable transaction privilege or use tax of the City shall not be a factor in determining the most advantageous Proposal. After the City has entered into a Service Agreement with a successful Vendor, the successful Proposal and the scoring documentation shall be open for public inspection. 12.2 Line Item Option. Unless the Proposal states otherwise, or unless otherwise provided within this RFP, the City reserves the right to award by individual line item, by group of line items, or as a total, whichever is deemed most advantageous to the City. 12.3 Multiple Award. The City, at its sole discretion, may elect to enter into Agreements with multiple Vendors who are qualified to provide the Services. The final terms and conditions of any Service Agreement will be negotiated by the City with each successful offeror. 1681883.1 A-6 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A 12.4 Form of Agreement. Each selected Vendor will be required to execute the City’s standard Service Agreement in a form acceptable to the City Attorney. A sample of the standard Service Agreement is included with this RFP as Section B. If the City is unsuccessful in negotiating an Agreement with any responsive, selected Vendor, then City may, in its sole discretion, negotiate with any or all other Vendors submitting Proposals in response to this RFP. City Council approval may be required. The City reserves the right to terminate the selection process at any time. 12.5 Waiver; Rejection; Reissuance. Notwithstanding any other provision of this RFP, the City expressly reserves the right to: (A) waive any immaterial defect or informality, (B) reject any or all Proposals or portions thereof and (C) reissue an RFP. 12.6 Protests. Any Vendor may protest this RFP issued by the City, the proposed award of an Agreement, or the actual award of an Agreement. All protests will be considered in accordance with the City Procurement Code. 13. Offer. A Proposal is an offer to contract with the City based upon the terms, conditions and specifications contained in this RFP and the Vendor’s responsive Proposal, unless any of the terms, conditions, or specifications is modified by a written addendum or agreement amendment. Provided, however, that no contractual relationship shall be established until the Vendor has signed, and the City has approved, a Service Agreement between the City and the Vendor in the form acceptable to the City Attorney. A sample Service Agreement is included herein. II. PROPOSAL FORMAT; SCORING Upon receipt of a Proposal, each submittal will be reviewed for compliance with the Proposal requirements by the Selection Committee. Proposals shall be organized and submitted in the format as outlined below. Failure to conform to the designated format, standards and minimum requirements shall result in a determination that the Proposal is non-responsive. Additionally, the Selection Committee will evaluate and award points to each Proposal based upon the evaluation criteria as outlined in this document. Points listed below are the maximum number of points possible for each criteria and not the minimum number that the Selection Committee may award. If necessary, the Selection Committee may conduct oral interviews with at least three (3) of the highest ranked Vendors based upon the Proposal submittal scoring. Section 1: General Information A. 10 pts One page cover letter as described in Section I, 2.3. B. Explain the legal organization of the Vendor. Provide identification information of the Vendor. Include the legal name, address, identification number and legal form of the Vendor (e.g., partnership, corporation, limited liability company, joint venture, sole proprietorship). If a joint venture or limited liability company, identify the members and managers of the joint venture or limited liability company and provide all of the information 1681883.1 A-7 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A required under this section for each member and manager. If the Vendor is a wholly owned subsidiary of another company or business entity, identify the parent company or business entity and provide the information required under this section for the parent company or business entity. Provide the name, address and telephone number of the person to contact concerning the Proposal. C. As required by ARIZ. REV. STAT. § 28-1108, disclose in writing the owners of the Vendor firm submitting the Proposal and, if the owners own other towing firms that are also submitting Proposals in response to this RFP, the names of those towing firms. A Vendor operating under multiple names will not receive additional Service calls on the rotation system to be established pursuant to this RFP. The Vendor shall designate which of its firms will be the firm providing Services to the City if selected. D. different. Identify the location of the Vendor’s principal office and the local work office, if E. Provide a general description of the Vendor that is proposing to provide the Services, including years in business. F. Identify any contract or subcontract held by the Vendor or officers of the Vendor that have been terminated within the last five (5) years. Briefly describe the circumstances and the outcome. G. Identify any claims arising from a contract which resulted in litigation or arbitration within the last five (5) years. Briefly describe the circumstances and the outcome. H. Vendor Information Form (may be attached as separate appendix) and evidence of any and all licensure and registration information required pursuant to Section I, 10 of this RFP. Section 2: Experience and Qualifications of the Vendor 20 pts A. Provide a detailed description of the Vendor’s experience in providing similar services to municipalities or other entities of a similar size to the City; specifically relating experience with respect to providing on-call towing services. B. Provide a list of at least three (3) organizations of a similar size or similar operation to the City in which work has been performed. This list shall include, at a minimum, the following: (i) Name of company or organization. (ii) Contact name. (iii) Contact address, telephone number and e-mail address. 1681883.1 A-8 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A (iv) Type of services provided. The above information must be current, as this will be used to verify references. Inability of the City to verify references shall result in the Proposal being considered nonresponsive. C. Provide a list of all customers within the last year for which 200 or more vehicles were annually towed. Include the following for each: (i) Company name, address, type of business. (ii) Contact person, name and phone number. (iii) Number of annual tows. (iv) Formally contracted ______yes _____no. If yes: a. Response time requirement ____yes ____no. If yes, state required b. Rotation contract ______yes ______no. c. Zones or geographic areas assigned, if applicable to award. d. Expiration date of agreement or contract. response time. (v) Type of vehicles towed. (vi) Availability - business hours or 24 hour requirement. (vii) Type of equipment required. (viii) Storage facility requirements. Section 3: Key Positions 20 pts A. Identify each key personnel member that will render services to the City including title and relevant experience required, including the proposed Service Manager. B. Describe how Vendor’s firm will adapt the specified manpower and equipment in relationship to meeting the specific requirements of the Agreement. C. If a subcontractor(s) will be used, provide a detailed plan for providing supervision and indicate compliance with the applicable requirements of Section 22 of the Scope of Work. 1681883.1 A-9 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A D. Attach a résumé and evidence of certification, if any, for each key personnel member and/or subcontractor to be involved in the Services. Résumés should be attached together as a single appendix at the end of the Proposal and will not count toward the Proposal page limit. Section 4: Service Approach 20 pts A. Briefly describe the Vendor’s approach to performing the required Services in the Scope of Work included in the Service Agreement as Exhibit C, and its approach to contract management, including its perspective and experience on customer service, responsiveness, scheduling and staff. Describe how Vendor’s company will adapt the specified manpower and equipment in relationship to meeting the specific requirements of the Agreement. B. Provide a list of towing vehicles in operating fleet to be used to provide the Services. Include for each: (i) Classification – Department of Public Safety (“DPS”) classification light, medium, heavy duty. (ii) Copy of current DPS inspection and certification document. (iii) Name of the registered owner. C. If there is a vehicle that will be purchased or leased prior to commencement of the Agreement, provide a copy of the proposed purchase or lease agreement form or letter of credit from the dealer or agent. D. Describe the method of dispatching to be used to ensure compliance with response times after request for Services. Include the 24- hour phone number. E. Describe the method of obtaining heavy duty tow truck response and the fixed rate per mile if towing to a location out of the City at customer’s request. F. G. H. following: Provide a copy of each proposed form documents: (i) Master Log. (ii) Invoice. Describe how Vendor’s firm intends to make notifications. Describe Vendor’s Vehicle Storage Facility (the “Storage Facility”). Include the 1681883.1 A-10 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A (i) For the primary Storage Facility: a. Address. b. Zoning. c. Map of location showing distance between the Storage Facility and Avondale City Hall, in miles. d. Current capacity being used, including all users and their uses of the Storage Facility. e. Indicate whether the Storage Facility is owned by the Vendor or leased. If leased, attach a copy of the current or proposed agreement from the landlord, including the term of such agreement. g. towing storage. The length of time that the Storage Facility has been used for h. Fencing, lighting, lot surfacing, attendant’s office for staff release during normal business hours. i. Vendor’s use of the Storage Facility. If Vendor is not the only user, list the following for each other user: • • j. Company name. Capacity of lot used ________%. Attach a dimensional drawing of the Storage Facility and include the following: • • • • • k. Boundaries with dimensions in feet. Location of main gate and access street. Lighting locations. Fence lines. Staff facility for normal hours vehicle release. Attach current color photographs of: • • • • Main entrance. Fencing. Lighting. Business office, interior and exterior. 1681883.1 A-11 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A (ii) For the secondary Storage Facility, if any: a. Address. b. Zoning. c. Map of location. d. Boundaries with dimensions in feet. e. Main gate and access street. f. Lighting locations. g. Fence lines. h. Staff facility for normal hours vehicle release. i. Attach current color photographs of: • • • • Main entrance. Fencing. Lighting. Business office, interior and exterior. Section 5: Pricing 10 pts Vendor shall submit the same number of copies of the Fee Proposal as described in Section I, 2.6 in a separate, sealed envelope enclosed with the Vendor’s Proposal with the signature of the representative of the Vendor who is authorized to make such an offer. The Fee Proposal must be provided in the format attached as Exhibit D of the Service Agreement. The Fee Proposal shall list the individual fee for each classification of the Services and shall all requested rates. Identify all other costs to be billed to the City and non-City customers, including administrative fees and expenses (no mark-up on expenses will be allowed) and subcontractor fees. Total Possible Points for Proposal: 100 1681883.1 A-12 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A III. ORAL INTERVIEWS; SCORING In the event that a Vendor or Vendors cannot be selected based solely on the Proposals submitted, Vendors may be selected for oral interviews. The selected Vendors will be invited to participate in discussions with the Selection Committee on the date indicated on the cover page of this RFP and awarded points based upon the criteria as outlined below. Vendors may be given additional information for these oral interviews. These discussions will relate less to the past experience and qualifications already detailed in the Proposals and relate more to identification of the Vendor’s project approach and to an appraisal of the people who would be directly involved in the Services for this RFP. Oral Interview 10 General Information 25 Experience and Qualifications of the Vendor 20 Key Positions 45 Proposed Services Provided 100 Total Possible Points for Oral Interview Total Points Possible for this RFP: 200 1681883.1 A-13 CITY OF AVONDALE POLICE DEPARTMENT PD 12-059 SECTION A IV. VENDOR INFORMATION FORM By submitting a Proposal, the submitting Vendor certifies that it has reviewed the administrative information and draft of the Service Agreement’s terms and conditions and, if awarded the Agreement, agrees to be bound thereto. VENDOR SUBMITTING PROPOSAL FEDERAL TAX ID NUMBER PRINTED NAME AND TITLE AUTHORIZED SIGNATURE ADDRESS TELEPHONE CITY STATE ZIP FAX # DATE WEB SITE: E-MAIL ADDRESS: SMALL, MINORITY, DISADVANTAGED AND WOMEN-OWNED BUSINESS ENTERPRISES (check appropriate item(s): Small Business Enterprise (SBE) Minority Business Enterprise (MBE) Disadvantaged Business Enterprise (DBE) Women-Owned Business Enterprise (WBE) Has the Vendor been certified by any jurisdiction in Arizona as a minority or woman-owned business enterprise? If yes, please provide details and documentation of the certification. 1681883.1 A-14 CITY OF AVONDALE POLICE DEPARTMENT REQUEST FOR PROPOSALS ROTATIONAL TOWING SERVICES PD 12-059 ADDENDUM No. 1 Date: April 18, 2012 From: Cindy Bueno, Department Representative Subject: Addendum No. 1 to Request for Proposals PD 12-059 Proposal Due Date and Time: April 23, 2012, 3:00 p.m. (local time, Phoenix, Arizona) SCOPE This Addendum forms a part of the Agreement and clarifies, corrects, or modifies the original Request for Proposals documents prepared by the City of Avondale. Acknowledge receipt of this Addendum in the space provided on the attached form. This Acknowledgement and Addendum must accompany the submitted Proposal. Failure to do so may subject the Vendor’s Proposal to disqualification. This Addendum No. 1 consists of changes to (i) Section A, Article II, (ii) Section B, Exhibit C, Scope of Work, and (iii) Exhibit D, Fee Proposal, of the Request for Proposals No. PD 12-059, as released on March 22, 2012. ADDENDUM 1. Section A, Article II, subsection 3(C) is hereby amended as follows: C. 2. If a subcontractor(s) will be used, provide a detailed plan for providing supervision and indicate compliance with the applicable requirements of Section 22 26 of the Scope of Work. Section A, Article II, Section 5, Pricing, is hereby amended as follows: Vendor shall submit the same number of copies of the Fee Proposal as described in Section I, 2.6 in a separate, sealed envelope enclosed with the Vendor’s Proposal with the signature of the representative of the Vendor who is authorized to make such an offer. The Fee Proposal must be provided in the format attached as Exhibit D of the Service Agreement. The Fee Proposal shall list the individual fee for each classification of the Services and shall all requested rates. identify IDENTIFY all other costs to be billed to the City and non-City customers, including administrative fees and expenses (no mark-up on expenses will be allowed) and subcontractor fees. 1704579.2 3. Section B, Exhibit C, Scope of Work, subsection 6.1 is hereby amended as follows: 6.1 Sufficient tow trucks to service the City, one of which shall be classified as a medium duty tow truck as determined by a current inspection and certification by Arizona Department of Public Safety (“DPS”). The balance of Contractor’s tow trucks may be light tow trucks which have been so inspected and certified by DPS. The Contractor shall provide, either with its own equipment or by agreement with another entity, a heavy duty tow truck within two hours ONE HOUR of the request for such vehicle. Contractor shall ensure that not less than two “flatbed variety” tow trucks are available for service in the City at all times. Tow trucks shall have the Contractor’s name painted in three-inch minimum letters on the sides of each vehicle in service and shall display the DPS inspection seal. Contractor shall maintain all current State and City licenses for the operation of its business, and shall provide proof of inspection and appropriate certification through DPS upon request. 4. Section B, Exhibit C, Scope of Work, subsection 7.2 is hereby amended as follows: 7.2 Contractor shall provide a Storage Facility that is a fenced, lighted storage area, with a secure fence at least six feet in height which provides adequate security. The Storage Facility shall be appropriately zoned, located no farther than a ten miles radius driving distance from Avondale City Hall. The Storage Facility shall have adequate space available to accommodate the estimated volume. In addition, the Contractor shall display an appropriate sign with the proper name of the business and the address shall also be visible from the public street. It also shall have a business office, suitable for conducting business with customers and record retention shall be provided on site. Note: Driving distance shall be calculated based on Internet Mapping tools (i.e. Mapquest), using the City of Avondale City Hall address to the location of the storage facility. 5. Section B, Exhibit C, Scope of Work, subsection 13.1 is hereby amended as follows: 13.1 The Department dispatcher will ENDEAVOR TO provide the Contractor A GENERAL DESCRIPTION OF THE VEHICLE TO BE TOWED WITH AS MUCH INFORMATION AS REASONABLY AVAILABLE at the time of the call with a description (E.G. manufacturer’s name, model, year and license number) of the vehicle to be towed. HOWEVER, CONTRACTOR ACKNOWLEDGES AND AGREES THAT THERE MAY BE OCCASIONS WHERE SUCH INFORMATION WILL NOT BE AVAILABLE, FOR EXAMPLE, IF A VEHICLE IS BURNED OR SUBMERGED IN WATER. 6. Section B, Exhibit C, Scope of Work, subsection 13.3(C) is hereby amended as follows: C. Two hours ONE HOUR from receipt of a request outside of the City, but within the Phoenix metropolitan area. 1704579.2 2 7. Section B, Exhibit C, Scope of Work, Section 16, Storage of Vehicles, is hereby deleted in its entirety and replaced with the following: 16. Storage of Vehicles. Vehicles shall not be removed from the Storage Facility to which the vehicle is first towed unless it is (A) claimed by the owner or (B) the owner or owner’s authorized agent directs that it be moved to another location. As set forth in subsection 14.2 above, no vehicle designated as a “HOLD” vehicle by the Department shall be moved from the Storage Facility without the Department’s prior, written authorization. 8. Section B, Exhibit C, Scope of Work, is hereby amended by renumbering Section 20, Billings and Payments, as a new Section 24 and all related subsections and references are renumbered accordingly. 9. Section B, Exhibit C, Scope of Work, is hereby amended by renumbering Section 21, Solicitation of Repair Business for Vehicles Towed, as a new Section 25 and all related references are renumbered accordingly. 10. Section B, Exhibit C, Scope of Work, is hereby amended by renumbering Section 22, Assigns and Subcontracts, as a new Section 26 and all related subsections and references are renumbered accordingly. 11. Section B, Exhibit D, Fee Proposal, is hereby deleted in its entirety and replaced with the Fee Proposal attached to this Addendum No. 1 as Exhibit 1 and incorporated herein by this reference. 1704579.2 3 EXHIBIT 1 TO ADDENDUM NO. 1 TO REQUEST FOR PROPOSALS NO. PD 12-059 (Fee Proposal) See following page. 1704579.2 FEE PROPOSAL Description of Services: Rates Less Than 10,000 GVW Non-Abandoned Vehicle Towing (Private Tows): 1. Hourly rate, prorated every 15 minutes after first complete hour: 2. 3. 4. 5. 6. More than 10,000 GVW, Less than 18,000 GVW $ $ Storage charge for each 24 hour period or portion thereof: $ $ Maximum storage charge (maximum charge for storage after 30 days): $ $ Opening lot, after normal business, at customer’s request: $ $ Extraordinary Situations hourly rate, prorated every 15 minutes: $ $ Mileage outside a City location: $ $ $ $ Abandoned Vehicle Towing (Private Tows): Hourly rate, prorated every 15 minutes 7. after first complete hour: 8. Storage charge for each 24 hour period or portion thereof: $ $ 9. Maximum storage charge (maximum charge for storage after 30 days): $ $ 10. Opening lot, after normal business, at customer’s request: $ $ 11. Extraordinary situations hourly rate, prorated every 15 minutes: $ $ City Vehicle Towing (City Tows): 12. Hourly rate, prorated every 15 minutes after first complete hour: $ $ 13. Storage charge for each 24 hour period or portion thereof: $ $ 14. Opening lot, after normal business, at customer’s request: $ $ 15. Extraordinary situations hourly rate, prorated every 15 minutes: $ $ $ $ Evidentiary (“HOLD”) Vehicles (City Tows): 16. Rate per day (after initial thirty (30) days): COMPANY NAME: COMPANY ADDRESS: PHONE: EMAIL: AUTHORIZED SIGNATURE: PRINT NAME: TITLE: D-1 CITY OF AVONDALE ACKNOWLEDGMENT OF ADDENDA RECEIVED REQUEST FOR PROPOSALS ROTATIONAL TOWING SERVICES PD 12-059 ADDENDUM No. 1 , affirms that ADDENDUM No. 1 has (Name of Vendor/Designee) been received and that the information contained in ADDENDUM No. 1 has been incorporated in formulating the Vendor’s Offer. , Signed 2012 Date Print Name Title Company Name Address City, State, Zip Code This Acknowledgement and Addendum must accompany the submitted Proposal. Failure to do so may subject the Vendor’s Proposal to disqualification. END OF ADDENDUM No. 1 1704579.2 EXHIBIT B TO SERVICE AGREEMENT BETWEEN THE CITY OF AVONDALE AND GO SERVICES LLC [Contractor’s Proposal] See following pages. 1727681.1 CITY OF AVONDALE POLICE DEPARTMENT REQUEST FOR PROPOSALS FOR ROTATIONAL TOWING SERVICES SOLICITATION INFORMATION AND SELECTION SCHEDULE Solicitation Number: PD 12-059 Solicitation Title: Rotational Towing Services Release Date: March 22, 2012 Advertisement Dates: March 23 & 30, 2012 - West Valley View March 22, 2012 - Arizona Business Gazette MANDATORY Pre-Submittal Conference: April 2, 2012 10:00 a.m. (local time, Phoenix, Arizona) Avondale City Hall 11465 West Civic Center Drive Avondale, Arizona 85323 Final Date for Inquiries: . April 15, 2012 Proposal Due Date and Time: April 23, 2012 3:00 p.m. (local time, Phoenix, Arizona) Shortlist Announced for Oral Interviews: May 1,2012 Oral Interviews (if necessary): May 7,2012 Target City Council Award Date: May 21, 2012 Anticipated Agreement Start Date: June 15, 2012 RFP Administrator: Loretta Browning [email protected] 623-333-2029 * ** In the event that a Vendor cannot be selected based solely on Proposals submitted, Oral IntervIews may be conducted at the City's sole discrenon The City of Avondale reserves the right to amend the solicitation scheduie as necessar 1681883.1 CITY OF AVONDALE SECTION A POLICE DEPARTMENT PD 12-059 N. VENDOR INFORMATION FORM By submitting a Proposal, the submitting Vendor certifies that it has reviewed the 'administrative information and draft of the Service Agreement's terms and conditions and, if awarded the Agreement, agrees to be bound thereto. ~10 Str~tius ,lLC. 40D1q-5L/q~ FEDERAL TAX ID NUMBER VENDORSUBNUTTINGPROPOSAL IDOl 0' 5(1 eJ1 .; Men'! ber PRINTED NAME AND TITLE AUTHORIZED SIGNATURE 611 Lf WBMekt;1t Rd 4'bD ·~M·DOL.lQ / 1-/'00- 61Z·/3?13 ADDRESS TELEPHONE 4 Tho~r1',y f A·z 06tJt.f? CITY STATE FAX # 4- 21; ,~o J1 DATE ZIP E-MAIL ADDRESS: WEB SITE: --IN'--=-#-1A---..... , _ __ fDrn.olorien 20 @ msncorn SMALL, NUNORI1Y, DISADVANTAGED AND WOMEN-OWNED BUSINESS ENTERPRISES (check appropriate item(s): NIA Small Business Enterprise (SBE) If Minority Business Enterprise (MBE) Disadvantaged Business Enterprise (DBE) Women-Owned Business Enterprise (WBE) Has the Vendor been certified by any jurisdiction in Arizona as a minority or woman-owned business enterprise? ~ / A Ifyes, please provide details and documentation of the certification. 1681883.1 A-14 ~Truc:Ic: GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC Date: April 23 rd 2012 To: Loretta Browning City of Avondale RFP Administrator RE: RFP Project # PD 12-059 Mrs. Browning, Thank you for the opportunity to bid on RFP #12-059. GO Senices, LLC herein known as (GO Tow) looks forward to providing the City of Avondale with superior service for years to come. GO Tow uses the latest technology to service our customers. All calls that are received are entered into the Tracker Computer Aided Dispatch Software. The calls are then immediately electronically dispatched to one of our trucks via an AX355 mobile device and paging system, as well as the 7520 Blackberry. All of our trucks are equipped with two-way radio systems. All GO Tow management staff is equipped with Blackberry devices and assorted laptop computers with wireless internet cartls. Management is available 24 hours a day 7 days a week to handle any issues that may arise. We carry the additional communication items to ensure that all calls can be handled in an expedited manner. Our storage facilities are staffed by knowledgeable employee's who are bilingual. The Yards have a 24 hours a day, seven days a week staff. All of our staff, dispatchers, and lot personnel are experienced in handling vehicle releases and pride themselves in following all legal requirements while maintaining a high level of customer satisfaction. Great care is taken to ensure that vehicles are only accessible to the owner(s) or their designated agent(s) prior to the removal of any personal property items or a vehicle release. Vehicle security and care is maintained via a stringent program of security lot inspections and state-of-the-art security camera systems. Our storage facilities have internet based video recording systems. In the event that the City of Avondale would need to review any footage, we would be happy to make it available. GO Tow is very proud of its employees. We operate in a drug free work environment and are an equal opportunity employer. Again, we would like to thank-you for the opportunity to bid on this contract. Please feel free to contact me at 480-797-0891 or email [email protected] you have any questions. Sincerely, Thomas M. O'Brien GO Services LLC DBA GO Tow 'R»'VV' 'Truc:Ik GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC Section 1 Item B. Legal Organization Go Services LLC. Is a limited liability company. Its sole member is Thomas M. O'Brien. Attached are all Corporation Commission documents showing ownership of that company and the ownership of the trade name Go Tow. The principle address of the company is 3710 W. Port Royale Lane Phoenix, Arizona 85053. The mailing address for the company is PO Box 2128 Tempe, Arizona 85280. The local business address for Go Tow is 5724 W. Buckeye Rd Phoenix, Arizona 85043. Go Services LLC was formed in 2011. The tax ID for Go Services LLC is 90 0775493. Item C. Owners of Vendor Thomas M. O'Brien is the sole owner of Go Services LLC and the trade name Go Tow. Go Tow will be the service provider. Item D. Location i, Go Tow principle address and local work office is 5724 W. Buckeye Rd in Phoenix, AZ 85043. Item E. General Business Go Tow has been in business since November 2010. Its Towing Management staff average over 15 years each in the towing industry in Arizona. Item F. Previous Contracts None Item G. Claims/Litigation None Item H. Vendor Forms See attached Section 2 Item A. Experience "Wb~Truc:k GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC The Ownership and Management of Go Tow has been involved in the towing industry since the 1980's. Below list are previous contracts that ownership/management managed or over saw. See attached resume for more info. City of Phoenix Department of Public Safety City of Mesa City of Tempe Arizona State University City of Avondale City of Glendale Item B. References 1. City of Mesa-Jim Ruiz PO Box 1466 Mesa, AZ 85211 Cell: 480-644-5666 Office: 480-644-2543 Email: [email protected] 9 years in contact 2. Gilbert Police Towing Coordinator- Officer Danny Fischer 75 E. Civic Center Drive Gilbert, AZ 85295 Cell: 480-273-4586 Office: 480-635-7550 Email: [email protected] 3 years in contact 3. Salt River Police Department -Lieutenant Steve Larson 10005 E. Osborn Scottsdale, AZ 85257 Cell: 480-226-2389 Office: 480-362-7938 Email: [email protected] 9 years in contact Item C. Current large Agreements (i) (ii) (iii) (iv) City of Tolleson. 8350 W. Van Buren Tolleson, AZ Chief Lawrence Rodriguez - 623-936-2717 Number of tows 240 per year. Formally contracted yes. a. Response time 20 minutes b. Rotation yes ~~ "'I'1n.Ic:k GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC (v) (vi) (vii) (viii) c. Area covered City of Tolleson d. Expires in 2017 Vehicles towed. Light, mediun, & heavy duty towing Availability. 2417 Equipment Required. Light, medium, & heavy duty towing Storage Facilities. Zoned correctly and within 7 miles of City of Tolleson Section 3 Key Positions Item A. Personnel Service Manager Thomas O'Brien-OwnerlMember-See attached resume Service Manager for City of Avondale Cell: 480-797-0891 Email: [email protected] Dana Towing- Assistant Operations Manager 1982-1989 Eastside Towing- Operations Manager 1989-1993 Albertsons Grocery--4ssorted Management Positions 1993-2001 Shamrock TowinglFast- Assorted Management Positions 2001-2007 Auto Citi Towing- General Manager 2007-2012 Kenneth Gerspach-Operations Manager Cell: 602-390-5431 Email: [email protected] Shamrock Towing-Assorted Management Positions 1981-1993 Sun Country Towing- Owner 1993-1999 Sun Country Equipment- Owner 1999-2007 1st Class Towing- General Manager 2007-2012 Barney Caretto- Driver Foreman Barney has been in the towing industry since 1997. Michael Borge - Driver Foreman Michael has been in the towing industry since 2004. Item B. Manpower/Equipment Go Tow's Management has over 40 years of combined towing management. We have run the largest towing companies in the Valley, but we have never lost touch with the individual service requirements for each agreement. We focus on the individual Police Officer in the street or the customer whose car is broke down to make sure they are taken care of. Our number one job is to make sure the customer is happy. We currently stage 3 tow trucks in the City of Tolleson to meet -.b'WV' Truc:Ic: GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC their police order tows. Go Tow would stage another 2-4 trucks in the City of Avondale to meet and exceed the required response time that are put forth within this agreement. Item C. Subcontractors Go Tow has purchased a medium duty wrecker to be in compliance with this agreement, but if needed Go Tow will use Auto Citi Towing LLC and Western Towing of Phoenix for any medium or heavy duty tows. Both companies have facilities in the West Valley and will meet all response time requirements if called upon. Item D. Resume See Attached. Section 4. Service Approach Item A. Vendors Approach t, Go Tow will stage tow trucks in the City of Avondale to comply with the response time requirements. Our call center is available 24-7. You will always get a live person. Management is available 24-7 will additional cell numbers and email addresses as well. Our number one job is to take care ofthe Officer on the street and the customer redeeming their vehicle. All efforts will be placed into making this happen. Item B. Equipment See attached DPS and letters Year Make Classification Registered Owner 2001 2004 2007 2000 Go Services LLC Go Services LLC Go Services LLC Go Services LLC Chevrolet Ford Ford GMC Flatbed Light Duty Light Duty Wrecker Flatbed Light Wrecker Medium Duty Wrecker In the process of purchasing will be available by the time of actual contract start. See attached letter. 2007 Hino Flatbed Light Duty Go Services LLC 2007 Hino Flatbed Light Duty Go Services LLC 2007 Hino Flatbed Light Duty Go Services LLC 2007 Hino Flatbed Light Duty Go Services LLC 2008 Dodge Light Duty Wrecker Go Services LLC 2009 Dodge Light Duty Wrecker Go Services LLC "Wb~ 'Truck GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC Item C. Letter See attached Item D. Dispatching Go Tow's dispatch center is manned 2417 with knowledgeable staff members who will quickly answer any questions and to dispatch tow trucks to any emergency situation. The dispatch center is staffed with a Manager to make any major decision as quickly as possible. Item E. Heavy Duty Towing Go Tow will use Western Towing of Phoenix to provide heavy duty towing for the City of Avondale Tow Agreement. Go Tow will charge an hourly rate plus $8.00 a loaded mile outside the City of Avondale. Item F. Master Log Go Tow uses Tracker; Computer aided dispatch software. (i) Master Log ~ ~ UIb ,.......eaon I::IIIID "ftt'WV "'I1rucIc GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC Item F. Invoice (ii) Go Tow INVOICE Phone: 480-274-()().43 Fax: 480-522-1333 P.O. Box 2128 Tempe, Al85280 6196 Date Bill To: I CusIQmer Nome: I IPhone PO# ItO # Member # Policy # I # • TOWED VEHIClf INFO #! YIN # Year # IColor IModel l~ke IPlaid 0d0meIer ISlock# Pickup AddIU$$ Drop oR Address o Tow DSeMce o PDlmpouncl OPDTow OPPI o Relocate o 30 Day hold o Retow o Transfer " Comrnet'll$: Fees: HooIc-up Fee $ $ $ $ $ $ $ $ $ x x x x x x x x x x SeMceFee Enroule Miles Towed Miles labor Storage Fuel GOA 0Iher Other I authorize $ to fXIY Go Tow directly. 4~-ouOhori-:-~'''-Go~lGw~to-_-the:--''''''''':---!pOCi&od~' :-:-""'-:-;de:--....t-:-~:--IO-:!odge-:- """ Go lGw wi not I:. _,;t,Io r." """"""' ........ or in _ 0I~.. 0< 1hoIt....t,.;l not I:. ....... r." Cash 0 _ Iou or "",,-. Signo1uno ~ """"'" 01 the """'" deocribod ..hide ....t '" ~r."o1 ioo.oredcl.orgeo, 1~""".t.auIdGo lGwdoadelooolle<tllmbilil om Iinther obIigoIod 10 flOf all tecisonabIe coIedion chorgo. indI.ding eM.- ....t -..y . '-.I~""".$2S.00cbo.gowilbomaclecn .. ...........,cMdcs. Credit 0 x Check # _ _ _ _ _ _ _ _ _ __ Au1h # Driver # AU1IlOril'ed Si~ Truck # _ _ _ __ UMmD POWia 01' An'ORNIY By Jigning If,;, bm the ""';do _ , ", Of .... "'-"'" II"""S. I,;m;!od __ J ~ 10 Go lGw, ib __ ....t "ijO!1b en, r." !he f""l""" J toCOiving I"')'IM"f &om .......... _ in the Ionn. J cI-ooo:b macle p<I)'CIbIo 10 the 10 the wI1icIe........,. and the shop jaOnIIy, 10 "an ~ ouIhorizoI;cn Ionn. &om the "",,,once <XXTiof en boIdlJthe..h;do ownor, ....t Iodepaoi payments .,., tI.o - . JGo lGw, ..n ""'"do -''' x ~~---«~~~----------------------~~WHITE· Office GO~ GOLD • Customer ~ "Wb~ "Truck GO Tow PO Box 2128 Tempe, AZ 85280 Phone 480-274-0043 Fax 480-522-1333 A Division of Go Services LLC Item G. Notifications Go Tow will use the Avondale Tow fonn to infonn MVD of possession of a vehicle. Go Tow will follow all applicable State Laws. Go Tow will notify MVD between the 10-14 day of storage on all standard tows. On all 30 day hold tows Go Tow will notify MVD on the 31 st day of storage. Go Tow will follow all State laws per the notification process. Item H. Storage Yard-Primary Facility A. Go Tows storage facility is located at 5724 W. Buckeye Rd. In Phoenix. Releases are done 8 AM to 5 PM. Monday thru Friday. Closed Weekends. B. It is Zoned A-I heavy Industrial C. Map see attached D. Current capacity 50% E. Leased see attached F. 3 months G. 6 foot high fence around perimeter. 4 dawn to dusk lights. Crushed asphalt most of the yard. Large'telease window area. See attached pictures. H. Go Tow only vendor I. Dimensional drawing see attached J. Photos. See attached No secondary storage facility. Go Tow's storage facility is located at 5724 W. Buckeye Rd in Phoenix. Go Tow has up to 3 acres of available storage available. The property has dawn to dusk lighting. It has a 6 foot high chain link fence with razor wire on top. The facility will be manned by security personal 24 hours a day. The facility has a building and a walk in release area for customers. The facility is zoned Al heavy industrial. The facility has a large inside storage area on it. liwlUDllitliimiMIIW R. CORPORA11ON COMMISSION ALED 03620281 SEP J I 2011 fUrolJ:1Q.):J:E>-\ 00 NOT WRITE ABOVE THIS LINE, FOR ACC USE ONLY ARnCLES OF ORGANIZATION DO NOT PUBU8H nusSECDON NOTE: A prot'eseIonaI ~ one" this form may be used for: ~ ARIZONA uMrreo LlABIUlY COMPANY (A.R.s. t2N32) IImIIed liability company Is .. LlC o ~forlhe purpoee or rendeMg 0110 or fnOI8 C8tegoIIe8 oflicen8ed~ ARIZONA PROFESSIONAL LIMITED UABIUlY COMPANY (A-R.s. §2N41.01) 1. The name of the organization: servtce. Pwofes8ioIIIIII aerviCe is deIIned 81 • aerriCe Ihat may be lawfully I1Indered lID by a peraon Mcensed In eNs stal810 render the IIII'Yk:8. A ':"LL:-:C~Na:-:--me--:R::-eserv--atIo-=:-n-:FIIe:::-~Num--:ber-(==if-one--:h-as-:-been--obtal:-:-:ned--:~-~/f:-not'"':"'.1eaYB~--:-:Ih":'is-:li:-ne""":""!bIan~k':").---- ~O SQyV\~S LUJ B. Umiled liability Company Name t. The LLC name must conIaIn IIabIIly the " " . "limited company or 'Ilmllad company" t:W !tie abbreviations "LLC:, 2. Known place of business In Arizona (If addres$1s the same as lie sInlet addrass d 1tIe statutory agent. write "same as staIIutlry agll'lt". DO NOT LEAVE THIS SECTION BLANK); 'l.C:, 'LLC'. or'LC'. The PtoreasIonaI LlC name must contain the words 'pmfessIonal limited IiIbIIily company t:W !tie abbrevlatlonls "P.L.LC.·, "P.LC:, "PLLC', or "PlC: 2. Must be .. Arizona acIdnlaa. DO NOT LBVE THlSIIECTION Il.ANK 3. See SectIon 3 of 1tIe Instn.dr:ns above. A IIIduIory agent Is a petIIOO you 8IlPQInl1hal WOUld reoeIve lawsuit papel'81f1he LlC If) sued. A IIreet or phy$ICaI address is required even If the statutory agent has a P.O. Box. The agent !lUll sign the . .Ides or provide 'WriIen consent 10 the appointment. =Sm~ dk IAdd~ll~ Wt'Ovf :=qlUt Lme ~ &¥Wli ~Wffi3 3, The name and street address of the statutory agent In Arizona: Name " .... " Address I'M J 0:] 10 . City ' ........ '\C I , PhOQYllX A~nce I l' ZiPef)J?3 of Appqlntme.,t by Statutory Agent: !'(IHtC n , having been designated to act as -I AOfC a I a (print name of the Slatutory Agent) Statutory Agent. hereby consent to act in that capacity until removed or resignation is submitted in accordance with the Arizona Revised Statute. Agent Signature: &7:2 If the statutory sgent is 8rl entity, please print the company name here. Ll:0004 Rev: 0312011 Page3of4 ArIzona COrpordon CommIssIon ConJoraIOns OM" · .. DO NOT PUBUSH ntI8 SEC110N ... OnIy~ror 4. Professional LLCs only - Professional Services - the Professional Limited Liability Company will provide the following professional services: pIOfRlIIoneIlmIIIId IIIIIIIity COI'IIPIJIIY. TIle proI'eaIonIl -w.elhatlM c:ompenyls 0fVIII'IbIId 10 I*fam must be dHcrI!ed. ProfetaIonaI MMce Is defined n • . . . . . l1atmaybe rvndel1ld IDII by • pe!1II.ln ~ In IhiIItIIIe I.wfu., "' ........ 5. Life Period of the Umited LIability Company: check one: ClThe LLC will dissolve on --1_1 (Please enter month, day and four digit year) MMce. 5. elltek onIF OINt bolt. If. dIssolutIOn . . IIJIIIated, it 8houId Int:Iud8 the month. day .nd year. ..."...1I111III.. oonIInuIrtg A:lr8wK or irIdeIInIteJy. .. CllIICk A 01' I to Ihow 1I'hk:h .......I1·...nt lIInICture will be IlllPlIcable to 'fOUr -......... ~.PrcMde ...... forllllCh per\IOlL 8A.1f1'llUMld'" the memben;, c:I1tadI: the Members bCIlI and Pl'QlVidethe _1IFId addIVI8 of .II membel'l. NOTE: If ....MCI to Ow membeI'I you C8f1I'IOt Hat any IYNIg!Ir. lilThe Limited Liability Company life period is Perpetual. 6. Management Structure: (check one box only) A.R.S. §29-=632(5) A. Cl RESERVED TO THE-MEMBERS B. Ea IF RESERVEO TO'THE MEMfIERS, DON'T CtECK N« MANAGER BOl(fS. VESTED IN ONE OR MORE MANAGERS Nam-:nwt'Ytlr!NIT Emir LEAST ONE ~~~ MUST HA~ THE MANAGER BOX CHECKED. Cl Member IS6I Manager (onlyw-a"Is saIectad above) Addresa<r11D \~ CityrYl omrt Cl Member Cl Manager (artlyr"S" isselectedabcMl) POrt ~~ale, State.lt].; Address:,_ _ _ _ __ Zlpe£;lfi7 Name City. Name~ State. Zip: _ _ ___________________________ Cl Member Cl Manager (only if"r III selected above) Cl Address: Address:,_ _ _ _ _ _ _ _ _ _ __ City. ______ State, ____ Z'ip;,_ _ City, Member Cl Manager (only if'S"" 88Iecled abcMI) ea. .. vested In one or_man..., dIedc fie Managera box and pnMdt the _ and IICIdIess State. Zlp: _ _ ... 'IOU IE!D MOIII' IPACI FOIt\Jll1lllG _BERlIIIWIAGI!RS I'LI!AIE ATTACHTHEADOfIIOIW. 'ACETOnE AR1ICLEt or ClllllGMlZ'ATIOIL of iNch manager and of each member wflo owns alwlnly percent (2O%)or (II'I81ef inIIIlMt In the eapIfaI or pdts 0( the LLCI PlLC. 7. SIgnIllln. The penson IirgnIng III. doo.Im.... need not be.manllgeror IMlllbeI'ofthe oompany. 7. SIGNATURE Signed on this date: Signature: ft:zt2 Print Name (mmldd/yyyy). rJcyma.s (1 (11' Ie 11 If signing on behalf of a company, please print the company name here. Phone Nl.I'1lber: LL:0004 Rev: 0312011 0 " t oJ. / t+f- -. "Col. . . ,J, l Page4of4 .I 0 ,J. J.... Fax Number: \.I,/-f.- MzonaCOl ~~CommIsIIon .c-,..L l .... 13lJ. STATE OF ARIZONA Department of State TRADE NAME CERTIFICATION GO TOW I, Ken Bennett, Secretary of State, do hereby certify that in accordance with the Trade Name Application filed in this Office, the Trade Name herein certified has been duly registered pursuant to Section 44-10460, Arizona Revised Statutes, In behalf of: TOM O'BRIEN P.O. BOX 2128 TEMPE AZ 85280 9(712011 Application Registration Date: 09/07/2011 Expiration Date: 9/7/2016 Date First Used: 1/15/2011 Trade Name No.: 528868 IN WITNESS WHEREOF, I have hereunto set my hand and affixed the Great Seal of the State of Arizona. Done at Phoenix, the capitol, this 9 day of SePtember, 2011. TOW TRUCK INSPECTION I CERTIFICATION REPORT DISTRICT NO. INSPECTION DATE. U.S. DOTNO.: ARIZOl'iA DEPARTMEl\1 OF PVBLIC SAFETY 2279701 0- 5 3-19-12 INTERSTATE' INSPECTION LOCATION 25TH AVE MCDOWEL DYes DNa TON TRUCK COMPANY NAME: GO TOW CITY PRINCIPAL BUSINESS ADDRESS. 5924 W. BUCKEYE RO !!:lER'~r-JAMI PHOENIX O'BRIAN lUIVlJ-\v NO.' [!] Male D Female 001864550 TOWER INS. COMPANY OF NEW YORK AGENCY NAME: LOC INSURANCE SERVICE VIOLATIONS NO. ' 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11 • OUT OF • SERViCE i REPAIR ORDER [El A.R.S. 628·983 VIOLATION OF R13-3·101 THROUGH R-13·3.f04 LEFT AND RIGHT SIDE CRACKS ON WHEEL-LIFT ASSEMBLY D D D 0 0 0 0 0 D D - . N- , -;-;'1/ ('...4.,;;::"...- -;-;FI' J 3-20-12 A,V' £v'//~O /1z l:>~J ~~ ) .,4llSS i? D ~ ( S-S-<;?, ./ -- ' " 1. ~ ('IT" The owner I agent is responsible for securing the renewal Inspection 30 days prior to expiration. INSPECTING OFFICER: I o BADGE NO. 5595 JAMES B BULLARD Continued on Page 2 NOTE TO DRIVER: This report must be furnished to the tow truck company named above. NOTE TO TOW TRUCK COMPANY: Sign the certification below within five (5) days to be in compliance with R13-3-402 and return to: Attn: Commercial VehIcle Enforcement, Tow Truck Unit ANY VlOUnDN NDT Arizona Department of Public Safety CORRECTED WITHIN FlIIE (5) DAR VOIDS X Mall Drop No.3016 POBox 6638 1802 W. Kristy lane, #200 ~.ANWVAL~. ~~________ Phoenix AZ 85005-6638 Flagstaff AZ 86001 IniUal D * or 0 The Wldersigned certifies that all yiolations noted on this report have been corrected and action has been taken to assure compliance with Arizona Tow Truck Rules and Regulations as adopted by Arizona Revised Statute §28-1108. SignatuTe of Tow Truck Company Official P/STRIBIITION; Copy #1 ·OPS Title * Copy #2 • RETENTION IN VEHICLE (Failure to do so is NOUT OF SERVICE" * Dl1re Copy #3 - REPAIR CERTIFICATION OPS 802-<J5777 (Rev 101Z0(4) IoL INSPECTION DATE U.S. DOT NO.: ARIZONA DEPARTMENT OF PUBLIC SAFET'r TOW TRUCK INSPECTION I CERTIFICATION REPORT DISTRICT NO.. 0- 5 3-19-12 INTERSTATE INSPECTION LOCATION: 25TH AVE MCDOWEL GO TOW BUsiN 5924 W. BUCKEYE RD DYes DNa CITY' PHOENIX DRIVER'S NAME BRITITUCKER VIOLATIONS o Continued Dn Page 2 NOTE TO DRIVER: This report be furnished to the tow truck company named above. NOTE TO TOW TRUCK COMPANY: Sign the certification belowwTthin five (5) days to bein compliance with R13-3-402 and retum to: rANY------Vi--l--mA--n----ON--Ntn'----....,...------j Attn: Commercial Vehicle Enforcement, Tow Truck Unit CORIlIlCTED WITHIN Arizona Department of Public Safety FIVE (fJ} DAYS VOIDS Mall Drop No. 3016 POBox 6638 1802 W. KristyLane, #200 THE ANNUAL PERMIT. 0 * or Phoenix AZ 85005~838 - 0 Flagstaff AZ 86001 The undersigned certifi~ violations noted on this report have been corrected and action has been taken to assure compliance with Arizona Tow Truck Rules and Regulations as adopted by Arizona Revised Statute §28-1108, SigntfUJr8 of Tow Truck Company Official DISTRIBUTION: Copy #1 • OPS * Title Copy #2 • RETENTION IN VEHICLE (Failure to do so is "OUT OF SERVICE" DBte * Copy tI3 • REPAIR CERTIFICATION DPS 802..()6m (Rev. l0i2(04) U.S. DOT NO.: ARIZONA DEPARTMENT OF PUBLIC SAFETY INSPECTION DATE: DISTRICT NO.. 4-13-12 TOW TRUCK INSPECTION I CERTIFICATION REPORT D-5 INSPECTION LOCATICN: INTERSTATE 25TH AVE MCOOWEL DYes DNo GO TOW ZIP CODE: PRINCIPAL BUSINESS ADDRESS: 5724 W. BUCKEYE RO TEMPE AZ 85040 DRIVER'S NAME: BRITT TUCKER NO.. 002158446 £~ The owner / agent is responsible for securing the renewal inspection 30 days prior to expiration. ~. L i INSPECTING OFFICER: .. ~ X V~-\/~ Driver I Signature D Continued on Page 2 JAMES B BULLARD NOTE TO DRIVER: This report must be furnished to the tow fi'il'e'R"6Ornpany named above. NOTE TO TOW TRUCK COMPANY: Sign the certification below within five (5) days to be in compliance with R13-3-402 and return to: Attn: Commercial Vehicle Enforcement, Tow Truck Unit ANY VIDLATIOIIIIOT Arizona Department or Public Safety CORRJ1t:nD WlTHIIi FIVE (5) DAYB VOIDS X Mail Drop No. 3018 POBox 8838 or 1802 W. Kristy Lane, #200 THSAIIIIUALPSRM/~ ~~______ Flagstaff AZ 86001 Phoenix AZ 85005-4638 inJtja/ o * 0 The Wldersigned certifies that all violations noted on this report have been corrected and action has been taken to assure compliance with Arizona Tow Truck Rules and Regulations as adopted by Arizona Revised Statute §28-1108. Signature of Tow Truck Company Official DISTRIBUTION: Copy #1 ·OPS Title Date * Copy #2 • RETENTION IN VEHICLE (Failure to do so is "OUT OF SERVICE" * Copy #3 • REPAIR CERTIFICATION DPS 002..00777 (Rev. 1012004) 4/20/2012 To whom it may concern. Medium wrecker Go Services, LLC. Below is specific information confrrming the ownership of a truck that meets the State of Arizona's requirements for medium duty wrecker (ARS 28-1007 section RI3-3-1007). This truck was purchased on April 13, 2012 and is currently possessed by Go Services, LLC. Year: Make: Model: YIN: GVWR: Brakes: Truck Chassis 2000 GMC C7500 IGDM7HIC2YJ527723 33,000 " AIR Wrecker Information Year: 2000 Century Make: 614/ Formula III Model: Serial #: 0288-GOO Boom: 14 ton Winches: 2-15,000 # Under lift: 10,500 # Should you have any further question please feel free to contact me at the number listed below. Sincerely, C$~..e-- Dave Payne Synergy Truck Equipment General Manager 602-431-2227 Thomas M. O'Brien 3710 W. Port Royale Lane Phoenix, AZ 85053 480-797-0891 Mobile 602-298-1082 Home [email protected] Work of experience: Auto Citi Towing/SWAT Towing/1 st Class Towing! E & R Towing April 2007 Current .:. General Manager- Oversee all day to day operations. •:. 4 Million In annual sales .:. 65 Employees .:. 23 tow truc~ 6 locations .:. Company was doing $25000 a month in sales currently over $330000 a month United Road Towing March 200l-April2007 ... March 200l-Apri12002 .:. Night Operations Manager- Oversaw 65 employees .. April 2002-June 2003 .:. Dispatch Center Manager-Oversaw 125 Employees o Dispatch Center handled over 5000 phone calls a day and over 400 tows per day .. June 2003- April 2004 .:. Heavy Duty Fleet Manager- Oversaw 30 Employees o Created Heavy Duty Fleet Department in this time frame heavy duty department went from $100000 per month to over $300000 in monthly sales. o On call 2417 to handle major accidents and customer service issues. o Handled all United Roads DOT requirements during this time frame. URT was audited during this time frame and was given the highest award for its DOT standards. ~ April 2004-September 2004 +:+ Shamrock Storage Facility Manager- Oversaw 35 Employees o Managed largest towing storage facility in the United States. 15 acres of vehicles. Approximately 4500 cars. .. September 2004-Apri12007 +:+ Sales Manager- Oversaw 10 Employees o Had over 100 accounts that I managed/attained. Approximately $250000 a mortth in sales revenue. o Account Manager for the following municipal agencies: City of Phoenix, City of Tempe, City of Scottsdale, Department of Public Safety, Salt River Pima Indian Reservation, Arizona State University, Qwest Communications, Salt River Project, Southwest Gas. o Wrote the United Road Towing response for the City of Phoenix Towing RFP in 2005. United Road Towing awarded entire City of Phoenix Police contract. o Negotiated with Geico Insurance making United Road Towing the largest Geico towing provider in the United States. o Negotiated 50% price increases with Qwest Communications, Salt River Project and Southwest Gas. o Started the United Road Towing Heavy Duty Road Service & Vehicle Repair Division. Grew this division to over $130000 a month in sales in less than a year. o United Road Towing Sales Person of the year 2006 13 sites nationwide o Albertsons Grocery Store 1993-2001 .:. Assistant Store Manager .:. Ordering, Marketing, SafelMoney handling, Customer Service, Product receiver, Health and Safety training Eastside Towing 1990-1993 .) Family operated Business .:. Awarded the Arizona State University Towing agreement 1992 Dana Towing 1981-1989 .:. Family operated Business " Education Dobson High School Mesa, AZ 1990-1993 Mesa Community College 1993-1995 Auto Citi Towing LLC. ***** 'lOWING P.o. Box 41780 Mesa AZ. 85274 Phone: 480..963-4452 Fax: 480-963-8771 Friday. April 20, 2012 To: Loretta Browning City of Avondale From: Troy C. Myers Auto Citi Towing LLC. RE: Truck Purchase Mrs. Browning, This letter is to inform you that Tom Obrien (Go Services LLC) is in the process of purchasing several tow trucks from Auto Chi Towing LLC. Please see attached list. This should happen within the next week or two. 2007 2007 2007 2007 2008 2009 Hino Hino Hino Hino Dodge Dodge " 5PVNJ8JVX72S50999 5PVNJ8JV972S51061 5PVND8JP672S50166 5PVND8JP672S50121 3D6WC66A68G 182602 3D6WC66LX9G525138 Please feel free to contact me at 602-421-8769 if you have any questions. Sincerely, -r~ Troy C. Myers Auto Citi Towing LLC. CITY OF AVONDALE ACKNOWLEDGMENT OF ADDENDA RECEIVED REQUEST FOR PROPOSALS ROTATIONAL TOWING SERVICES PD 12-059 ADDENDUM No.1 d0 Ser~!'~Jo1:~y , affirms that ADDENDUM No.1 has been received and that the information contained in ADDENDUM No. 1 has been incorporated in formulating the Vendor's Offer. Tom rfut3 O'!3riCt1 ' Sign" 0." 4I 1 ') I /")" 2012 Print Name MttYlDer Title CAo Strvi US} LLC Company Name 5114 w. Buc~t Rd Address ?hOCKlt~ 1 41. 0t50Lf'7 City. State, Zip Code This Acknowledgement and Addendum must accompany the submitted Proposal. Failure to do so may subject the Vendor's Proposal to disqualification. END OF ADDENDUM No.1 1704579.2 EXHIBIT C TO SERVICE AGREEMENT BETWEEN THE CITY OF AVONDALE AND GO SERVICES LLC [Scope of Work] See following pages. 1727681.1 SCOPE OF WORK 1. General. Contractor shall provide towing, storage and related Services for two (2) categories of towing – Private Tows and City Tows, on an as-required basis, generally to be utilized by the City on a rotational basis. If selected for Services, Contractor shall be responsible for removal of wrecked vehicles from accident scenes, vehicles which constitute a traffic hazard, vehicles that may be evidence of a crime, vehicles as a result of an arrest situation, vehicles for safe keeping due to human injury resulting in the operator not being able to make a selected choice, and any other vehicle in accordance with any ordinance of the City or laws of the State of Arizona (i.e., abandoned vehicles). The conditions of this Agreement shall not apply when a tow, made by a towing company, is initiated, specified or requested by the owner or authorized agent of the owner of the vehicle. Contractor expressly acknowledges and agrees that the City and any person whose vehicle is to be towed shall have the right to cancel a Service request for any reason and without fee or charge of any kind so long as the Vendor has not yet hooked up the vehicle in final roadworthy condition for towing. The conditions of this Agreement shall not apply when a tow, made by a towing company, is initiated, specified and requested by the driver or owner of the vehicle to be towed. The City or driver or owner of the vehicle to be towed shall have the right to decide which Vendor shall get the towing assignment in the event that more than one towing company responds to the location of the vehicle to be towed or other arrangements are made for transport of the vehicle. 2. Categories. The categories are established based on who is liable for payment to the Contractor, as described below in this Scope of Work. All specific types of towing described below shall be initiated upon the request of the City of Avondale Police Department (the “Department”), or authorized designee. The categories are further described as follows: 2.1 Private Tows. A. Towing and storage of wrecked vehicles involved in motor vehicle accidents, including accident scene clean-up as described in this Scope of Work. B. Towing and storage of improperly parked vehicles, abandoned vehicles, vehicles that obstruct or impede the flow of traffic or obstruct emergency lanes, walkways, handicapped parking spaces or otherwise constitute a traffic hazard. C. Towing and storage of commercial trucks, vans or other heavy vehicles. D. Towing and storage of vehicles when towing is mandated by ARIZ. REV. STAT. § 28-3511 or other applicable law. E. Towing and storage of any vehicle for such other purpose as the Department may determine, in its sole discretion. 1727681.1 C-1 2.2 City Tows. A. Towing and storage of vehicles for evidentiary or investigative purposes, as determined by the Department and requested or required in writing by the Department. B. Towing and storage of City-owned vehicles. City-owned vehicles must be towed to a location of the City’s or Department’s choosing. 3. Cancellation of Tow Service. After receiving a request for towing service, such request may be canceled at any time by the Department, the owner, or authorized agent of the owner of the vehicle requested to be towed. Such request may be made for any reason and without fee or charge of any kind so long as the Contractor has not yet hooked up the vehicle and secured the vehicle in final roadworthy condition for towing. If such request for cancellation is made subsequent to the Contractor’s equipment being physically attached to the vehicle and the vehicle being secured in final roadworthy condition for towing, then the Contractor shall be allowed to charge for an attachment (hook-up) service even if, for any reason, said vehicle is not actually towed. 4. Officer Authority. Investigating Department officers in the field, or their supervisors, shall make all decisions in relation to towing of vehicles in accordance with the contract. The Department may use wreckers not owned or maintained by Contactor to clear the scene of any accident if, at the discretion of the investigating Department officer, it is necessary to do so to avoid endangering life or to avoid injury to any person or persons, and where conditions preclude waiting for Contractor’s services. However, this does not authorize any other towing service to tow any vehicle from the scene of the accident without the express request of the driver, vehicle owner, vehicle owner’s authorized agent or the officer in charge. 5. Statutory Compliance. Contractor shall submit all necessary reports to the Arizona Department of Transportation and the Department in accordance with ARIZ. REV. STAT. § 28-4836, 28-4838 and 28-4840. 6. Equipment. Contractor shall provide the following: 6.1 Sufficient tow trucks to service the City, one of which shall be classified as a medium duty tow truck as determined by a current inspection and certification by Arizona Department of Public Safety (“DPS”). The balance of Contractor’s tow trucks may be light tow trucks which have been so inspected and certified by DPS. The Contractor shall provide, either with its own equipment or by agreement with another entity, a heavy duty tow truck within one hour of the request for such vehicle. Contractor shall ensure that not less than two “flatbed variety” tow trucks are available for service in the City at all times. Tow trucks shall have the Contractor’s name painted in three-inch minimum letters on the sides of each vehicle in service and shall display the DPS inspection seal. Contractor shall maintain all current State and City licenses for the operation of its business, and shall provide proof of inspection and appropriate certification through DPS upon request. 1727681.1 C-2 6.2 Sufficient, qualified equipment for operation of the tow service to adequately handle the volume and variety of anticipated calls. All tow trucks in service under the Agreement shall be equipped with the proper complement of dollies, chains, slings, bumpers and other equipment necessary to prevent damage to towed vehicles. Tow trucks shall also be equipped with brooms, shovels, sand and other necessary equipment to clean up accident scenes. 6.3 A two-way radio system with 24-hour dispatching for all tow trucks. 6.4 Contractor shall be responsible for all vehicle repair and maintenance necessary to keep the tow trucks and other vehicles used in carrying out this Agreement in safe and efficient operating condition. All such vehicles shall be equipped, maintained and operated in accordance with the laws of the State of Arizona and rules and regulations of DPS. 7. Vehicle Storage Facility(ies). 7.1 Vehicles towed under this Agreement shall not be stored at any location other than as recorded with and approved in writing by the City (each, a “Storage Facility”). 7.2 Contractor shall provide a Storage Facility that is a fenced, lighted storage area, with a secure fence at least six feet in height which provides adequate security. The Storage Facility shall be appropriately zoned, located no farther than a ten miles driving distance from Avondale City Hall. The Storage Facility shall have adequate space available to accommodate the estimated volume. In addition, the Contractor shall display an appropriate sign with the proper name of the business and the address shall also be visible from the public street. It also shall have a business office, suitable for conducting business with customers and record retention shall be provided on site. Note: Driving distance shall be calculated based on Internet Mapping tools (i.e. Mapquest), using the City of Avondale City Hall address to the location of the storage facility. 7.3 The Storage Facility shall be locked when unattended. Contractor shall be responsible for the safekeeping of vehicles towed and for items left in the vehicles stored. 7.4 Contractor’s Storage Facility shall have a segregated area of the facility for the storage of vehicles designated as “HOLDS” by the Department. This area shall provide a room or series of rooms that will allow for the processing of “HOLD” vehicles. The room(s) shall be able to accommodate up to a crew cab, long wheel base pickup truck. The room(s) shall protect the “HOLDS” from the elements and shall have lighting such that the room can be darkened for processing by the Department’s Crime Laboratory personnel. Only Department personnel shall be permitted access to the vehicles in this portion of the Storage Facility. 8. Personnel. 8.1 Contractor shall have available sufficient qualified personnel for the operation of the required tow trucks. Each driver shall have a driver’s license class and endorsements as appropriate for the size and class of vehicle. All drivers shall carry business cards. 1727681.1 C-3 8.2 Contractor shall hire, train and supervise all drivers in accordance with the laws of the State of Arizona and rules and regulations of DPS. 8.3 All drivers shall operate the tow trucks in a safe and prudent manner and shall refrain from the use of alcoholic beverages as outlined in Title 28 and Title 4 of the Arizona Revised Statutes. 9. Business Hours. 9.1 Contractor shall staff its vehicle storage facility during normal business hours for the purpose of vehicle release or appraisal. Contractor shall have a telephone answering machine or automated system to receive customer phone calls when the business office is vacant or if it is after business hours. “Normal business hours” are defined as 8 a.m. to 5 p.m., except Saturdays, Sundays and the following holidays: New Year’s Day, Memorial Day, Independence Day, Labor Day, Thanksgiving and Christmas Day. At all times, Contractor shall have a telephone number prominently posted on his/her Storage Facility for after-hours release of vehicles and Contractor shall provide for after-hour release of vehicles. 9.2 Contractor shall provide the Services 24 hours per day, every day of the year. If the Storage Facility is opened for vehicle removal by a customer during other than normal business hours, the price shall be a flat rate fee. 10. City Boundaries. Any reference in this Agreement to the geographical boundaries of the City, any use of the phrase “within City”, or similar terms shall in all respects be deemed to refer to the geographical area lying within the corporate boundaries of the City such as those boundaries may be changed from time to time during the term of this Agreement. Notwithstanding the foregoing, the response time requirements of this Agreement shall not apply (i) to any real property incorporated into City after execution of this Agreement by the incorporation and (ii) to that portion of the City lying south of the Estrella Mountains. 11. Hourly Rate for Abandoned and Non-abandoned Vehicles. 11.1 All charges for towing services shall be based on the stated hourly rate, with a separate fee schedule for City-owned vehicles. Towing services include, but are not limited to, the following: A. Travel time to and from scene/service site (anywhere in State of B. Hook-up. C. Dollies. D. Winching. E. Stand-by time. Arizona). 1727681.1 C-4 F. Change tire(s). G. Drop drive line. H. Flatbed use. I. Towing to a location at owner’s request. J. Site clean-up. K. Other services not mentioned. 11.2 No charges shall be imposed for time expended in preparation of any report required by any provision of Title 28, ARIZ. REV. STAT. The hourly rate may be charged beginning at time of dispatch and ending at the time the vehicle is off hook at the Storage Facility. Any subsequent charges after the first hour shall be imposed after the expiration of each 15 minute (1/4 hour) period or portion thereof. 11.3 In the event dispatched equipment is not appropriate, there shall be no charge by Contractor for the equipment initially dispatched. In addition, provided the Contractor is properly notified by the Department of vehicle sizes and or conditions, the response time (for tracking purposes only) will still begin from the time of original notification by the City. Equipment subsequently dispatched which performs the tow shall charge its established hourly rate, beginning at dispatch and ending at time the vehicle is off hook at the Storage Facility. 12. Storage Charges. 12.1 Storage charges may only be imposed for each 24-hour period or portion thereof for which towed vehicle remains in Contractor’s Storage Facility. The 24-hour period begins for each vehicle at the time the vehicle is off hook at the Storage Facility. There shall be no additional charge or fee imposed for the Services provided while the vehicle is in storage at the Storage Facility. The storage charge shall include: A. 24-hour storage periods. B. Customer, customer’s agent or insurance company access to the C. Movement of the vehicle within the yard. vehicle. 12.2 The Contractor may, with the prior, written authorization of the customer, make a minor repair to make the vehicle drivable. In the event that a customer-authorized repair is completed by the Contractor, a line item listing of repair service and agreed upon cost shall appear on the invoice. 1727681.1 C-5 12.3 With respect to each vehicle towed under this Agreement, this Agreement is in effect until the insurance company, customer or customer’s agent takes possession of the vehicle or Contractor is instructed by customer or customer’s agent to tow the vehicle to another location or until Contractor takes title by reason of abandonment. Contractor shall have sufficient equipment and personnel at the Storage Facility to promptly complete the invoicing and payment process and release the vehicle upon the owner’s or agent’s initial appearance to claim the vehicle. 13. Response Time. 13.1 The Department dispatcher will endeavor to provide the Contractor a general description of the vehicle to be towed with as much information as reasonably available at the time of the call (e.g. manufacturer’s name, model, year and license number). However, Contractor acknowledges and agrees that there may be occasions where such information will not be available, for example, if a vehicle is burned or submerged in water. 13.2 Upon receiving a telephone request for towing or flat tire service, Contractor shall be responsible for dispatching its own trucks. The City may request separate tow trucks in specific situations. 13.3 Contractor shall respond and arrive at the service site within the following time limits: A. Twenty minutes from receipt of a request for tow or flat tire service within the boundaries of the City, including county island areas surrounded by the City Boundaries. B. One hour from receipt of a request in those portions of the City lying south of the Estrella Mountains and those areas south of the Estrella Mountains incorporated after the execution of this Agreement. C. Phoenix metropolitan area. One hour from receipt of a request outside of the City, but within the D. Within a reasonable length of time, not to exceed 24 hours, from receipt of a request for tow located outside of the above areas, but within the State. 13.4 Contractor shall provide the Department with a single, 24-hour telephone number for requests for towing and flat tire service. Contractor shall notify the Department dispatcher immediately when the response time limits set forth in this Agreement cannot be met. 13.5 In any instance, if the Contractor is unable to be contacted, fails to respond after acknowledging a call, fails to respond within the allotted time, or is unable to respond for any reason, that Contractor will lose the tow and be placed at the bottom of the rotation list. If such circumstances become a recurring problem, the Contractor may face suspension or removal from the rotation list. 1727681.1 C-6 13.6 The City may conduct response time evaluations to determine compliance. Response time shall be calculated from the time the City completes its notification to Contractor of a request for service to the time the Contractor arrives at the scene of the request for service. Upon request by the City, Contractor shall prepare a written explanation for any incident in which the response time requirements of this Agreement are not met. The Contractor’s explanation shall include a full discussion of the circumstances of the incident and any corrective action required to comply with the provisions of the Agreement during the remainder of the term of Agreement. In addition to the foregoing, the City may, in its discretion, periodically conduct surveys to determine level of public satisfaction with towing service rendered pursuant to this Agreement. Contractor may be allowed an opportunity to respond to any unfavorable responses from users. 14. Evidentiary (“HOLD”) Vehicles. 14.1 The City reserves the right to impound in the Contractor’s Storage Facility or into City-owned storage areas any vehicle required for evidence in traffic violations or other legal actions requiring such evidence. 14.2 Upon request of an officer, investigator or an authorized agent of the City, the Contractor shall not release any vehicle that is held for evidentiary information as indicated in ARIZ. REV. STAT. § 28-872 (E). The authorized person of the Department will indicate this evidentiary hold by requesting that a “HOLD” be placed on the vehicle. During this “HOLD” time, no one shall enter or disturb the vehicle being held unless they are an authorized person of the Department. Once a “HOLD” has been placed on a vehicle, the Contractor shall contact and inform the Police Department Tow Liaison (Agreement Administrator) as soon as possible on the following business day. Such vehicles will not be released until the Contractor receives authorization by the Department. Permission to release will not be required for any vehicle that is routinely towed from an accident scene if Contractor is satisfied that it is being released to the owner or his authorized agent. 14.3 The City reserves the right to remove “HOLD” vehicles from Contractor’s storage facility at any time. 14.4 15. Storage rates for evidentiary vehicles shall be indicated on the Pricing sheet. Records. 15.1 The Contractor shall maintain a master log of all vehicles towed and a record of each vehicle towed under this Agreement showing the following: A. Location where the vehicle was picked up. B. Location where the vehicle was taken. C. Date and time of the pick-up. D. Make, model, color and year of vehicle. 1727681.1 C-7 E. License plate number and state issue. F. Vehicle identification number. G. Name of individual that vehicle was released to. H. Notice of charges. I. Identity of Contractor’s driver providing towing service. J. Detail of all services and related charges assessed on the vehicle, including any owner/agent requested services. 15.2 Contractor shall maintain a record (whether electronically or manually) that is easily separated from all other records the Contractor may keep of each vehicle towed under this Agreement. The customer record file is to include the master log, signed invoice and service fee listing and shall be maintained alphabetically by last name or the Vehicle Identification Number. 16. Storage of Vehicles. Vehicles shall not be removed from the Storage Facility to which the vehicle is first towed unless it is (A) claimed by the owner or (B) the owner or owner’s authorized agent directs that it be moved to another location. As set forth in subsection 14.2 above, no vehicle designated as a “HOLD” vehicle by the Department shall be moved from the Storage Facility without the Department’s prior, written authorization. 17. Destination. 17.1 Towed vehicles shall be taken directly to Contractor’s Storage Facility or the approved Avondale Police Evidence Storage yard, unless Contractor is advised differently by the Department, or the owner/driver of the vehicle; provided, however, that any vehicle designated as a “HOLD” vehicle shall be towed to Avondale Police Evidence Storage Yard unless otherwise directed by the Department. Any tow requested by the City or customer to a location other than the Storage Facility, but within the City limits, shall be towed at the rate as set forth in the Price Sheet attached as Exhibit D to this Agreement. 17.2 Any tow requested by the customer to a location out of the Avondale city limits (other than Contractor’s Storage Facility) shall be towed at the rate to the City limit. Beyond that point, Contractor shall provide the service at a fixed rate per mile. 18. Site Cleanup. 18.1 Site cleanup on all tows under this Agreement is mandatory. 18.2 The Contractor’s tow truck driver shall clean the scene of all debris, glass, oil, vehicle parts or other road hazards present at the collision scene using the complement of equipment and tools as required above. 1727681.1 C-8 18.3 Site cleanup shall be performed prior to towing the vehicle(s) from the scene. 18.4 The tow driver shall not depart from the scene unless he/she receives approval from a Department employee at the scene. 18.5 Section 23 below. 19. Site cleanup does not constitute an “extraordinary situation” as set forth in Towing (Non-Abandoned Vehicles). 19.1 A citizen whose vehicle is disabled or who has been arrested has the options of (A) using the Contractor’s Services, (B) using the services of any other towing operator or (C) using any other form of tow service. 19.2 The City of does not guarantee that a minimum number of non-abandoned vehicle tows will occur. Contractor should be aware that the tow service will be used on an “as needed” basis. The only assurance the City makes is that if the citizen does not request a specific towing service, the next Contractor in the rotation of the rotation list will be called by the Department. 19.3 It is estimated that the following percentage of calls will be made: A. 95% - 8,000 pounds or under gross vehicle weight B. 5% - Over 8,000 pounds gross vehicle weight, but under 18,000 19.4 In addition, it is estimated that approximately 63% of all calls occur during the night or weekend hours and 37% occur during the daylight hours. Actual experience may vary from these figures and City does not guarantee that a minimum number of tows will occur or that they will occur in any ratio when comparing one time versus another. 19.5 For all vehicles held by Contractor pursuant to ARIZ. REV. STAT. § 28-3511, et seq., Contractor shall not release the vehicles to any person or entity without receiving a signed authorization for release from the Department. Contractor shall be required to pay the Department a $150.00 fee should they release the vehicle without the prior written authorization of the Department. 19.6 Contractor shall not begin the abandoned title process on a vehicle, with a 30 day hold pursuant to ARIZ. REV. STAT. § 28-3511, to take ownership of an impounded vehicle until on or after the thirty first (31) day in which Contractor has retained possession. Prior to obtaining ownership of any towed vehicle, Contractor shall obtain a vehicle release form the Department. 1727681.1 C-9 20. Towing (Abandoned Vehicles). 20.1 Abandoned vehicles are to be towed immediately if the vehicle is a traffic hazard. If the vehicle is not a hazard, it will be marked by Department and the owner will be allowed 48 hours from the time of tagging to move the vehicle. Vehicles may then be declared abandoned by the City and subject to removal by towing to the Contractor’s Storage Facility or impound area. The City does not guarantee a minimum number of abandoned vehicle tows during the term of this Agreement. 20.2 The City does not guarantee a minimum recovery rate. 20.3 Contractor may notify the Avondale Police Department, Patrol Division Supervisor, at 11485 West Civic Center Drive, Avondale, Arizona 85323, in writing with full description, as contained on Impound Notice, of cars noted tagged as abandoned for which no notification to haul has been received after 48 hours. The Department will be the sole judge of any impounding error. 20.4 Contractor shall remit to the Department, Attention: Towing Contract Administrator, on a monthly basis, a report of all vehicles for which they have filed for an abandoned title. 20.5 Reports, at minimum, shall list the Avondale Police DR Number (when removed by Department request), the date of tow, type of vehicle, license number, color, vehicle identification number and the date the application for abandonment was sent to the Arizona Department of Transportation Motor Vehicle Division. 20.6 Contractor shall report in writing to the Avondale Police Department, ATTN: Towing Contract Administrator, every 14 days of any vehicles that the Department has towed as evidence and/or has placed in “HOLD” status. 21. Notice of Prices. 21.1 Notice to persons receiving towing and storage service under this Agreement will be provided in one of two ways: A. By the City: Avondale police officers and/or collision investigators may deliver to the person in charge of the vehicle, a copy of the prices authorized in this Agreement. Contractor shall provide a printed list of prices authorized in this Agreement to the designated City Representative. B. By the Contractor: One invoice listing separately all services performed and their individual cost, is to be signed by customer and a copy issued when vehicle is released. The customer is to receive a copy of the Price Sheet and a copy of the signed Price Sheet shall be maintained in the customer record file with the invoice. The service fees appearing on the invoice are to be described and priced in the same manner as they appear on the Price Sheet. 1727681.1 C-10 21.2 Contractor shall provide all customers with a single invoice, which shall be signed by the customer, containing the entire cost of the towing services. The fees listed on the invoice are the only fees that may be charged for each tow, including all towing services from dispatch, towing storage and physical release of the vehicle from the Storage Facility. All prices are not to exceed stated amounts on Price Sheet or include any additional costs not listed on the Price Sheet. The invoice shall also include: A. Date and time vehicle is released. B. Name of towing firm to which vehicle is released from the Storage C. Name of the towing firm’s insurance company. Facility. 22. Heavy Duty Vehicles. A commercially reasonable price may be imposed for towing or storage of vehicles in excess of 18,000 GVW. Because of the infrequent occurrence of the towing and storage of these heavy vehicles, no listing of charges is necessary. 23. Extraordinary Situations. Extraordinary situations shall be defined as mountainside vehicles, vehicles in lakes, canals, or pools, or vehicles in desert areas requiring a four wheel drive tow truck or special equipment. Extraordinary situations charges shall be pro-rated in 15 minute increments and shall only encompass the time spent on recovery of the vehicle to a towable position. Extraordinary situations shall be determined by the police officer at the scene. Contractor shall not initiate a request for an extraordinary situations tow. 24. Billings and Payments. 24.1 Costs for Services provided under this Agreement will be paid directly to the Contractor by the individual(s) receiving the Service. The City will not be responsible for nonpayment of bills for towing services tendered to (A) the individuals whose vehicles are towed for any reason or (B) owners of abandoned vehicles. For citizen’s convenience, Contractor shall accept as a method of payment, cash and credit cards. Contractor may, but is not obligated to, accept checks for payment. Acceptance of this form of payment shall be without liability to the City for checks returned to Contractor for non-payment or insufficient funds. 24.2 Costs for the towing of impound vehicles requiring the Contractor to tow to a City-owned storage area, shall be paid to the Contractor by the City. Contractor shall submit an invoice to the City for tows of City-owned vehicles. The City shall pay the Contractor monthly, based upon work performed and completion to date, and upon submission of invoices. All invoices shall document and itemize all work completed to date. The invoice statement shall include a record of time expended and work performed in sufficient detail to justify payment. 25. Solicitation of Repair Business for Vehicles Towed. Contractor shall not solicit business for any vehicle repair shop(s) prior to or during the towing process pursuant to this Agreement. The towing process is deemed completed when the vehicle has been towed and is “off-hook.” 1727681.1 C-11 26. Assigns and Subcontracts. 26.1 Proposals submitted with the intention to subcontract with another towing company, will only be considered if (A) the number of subcontractors is limited to one firm, (B) the Contractor identifies that subcontractor as part of its proposal, (C) the Contractor’s listed subcontractor is not listed by any other Contractor(s) responding to the RFP, (D) the listed subcontractor has not submitted a separate response to the RFP and (E) all drivers the subcontractor intends to use/supply are certified by the subcontractor to be employees (not independent contractors) of the subcontractor and each driver shall be (A) individually listed in the certificate of insurance as covered by the subcontractor’s general liability insurance policy and (B) individually identified in the Proposal/Agreement. 26.2 All drivers used/supplied by the Contractor, unless the Proposal is submitted with the intent to subcontract with another towing company, shall be employees of the Contractor, each driver shall be individually identified in the Proposal, and the certificate of insurance shall individually list each driver as covered by the Contractor’s general liability insurance policy. 26.3 Any subcontract for towing equipment and services shall include all the terms and conditions set forth herein which shall apply with equal force to the subcontractor, as if the subcontractor were the City’s Contractor. The Contractor is ultimately responsible for performance under the Agreement and compliance, whether or not a subcontractor is used. 26.4 If the Contractor submits a Proposal as a joint venture, the joint venture agreement itself is not considered to be a Contractor/subcontractor arrangement. There shall be no assignment, subletting, or transfer of the interests of the Contractor in any of the work covered by the Agreement without the written consent of the City. In the event the City gives such consent, the terms and conditions of the Agreement shall apply to and bind the party or parties to whom such work is consigned, sublet or transferred. 26.5 Any attempted assignment, subletting or transfer of the interests of the Contractor either in whole or in part, without such consent, shall be null and void and in such event, the City will have the right to immediately terminate the Agreement. 26.6 This Section 26 does not apply to Services with respect to heavy duty tow trucks (>18,000 lbs. GVW). 1727681.1 C-12 EXHIBIT D TO SERVICE AGREEMENT BETWEEN THE CITY OF AVONDALE AND GO SERVICES LLC [Fee Proposal] See following page. 1727681.1