HomeMy WebLinkAboutRes2018-042Sponsored by: Hunt
CITY OF SEWARD, ALASKA
RESOLUTION 2018-042
A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD,
ALASKA, CONTRACTING WITH SEWARD CITY TOURS FOR
OPERATION OF THE SEASONAL SEWARD SHUTTLE BUS SERVICE, IN
AN AMOUNT NOT TO EXCEED $362,411, AND APPROPRIATING FUNDS
WHEREAS, in 2010 Seward began providing a shuttle bus service between the cruise ship
terminal, the harbor and historical downtown Seward; and,
WHEREAS, the service has proved beneficial to the economic well-being of our community
and is valued by the cruise ship industry; and,
WHEREAS, Seward intends to provide the same level of service in 2018 and 2019; and
WHEREAS, in accordance with Seward City Code 6.10.310 the City of Seward released a
request for proposals on March 28, 2018 to include all the cost associated with providing the
services; and
WHEREAS, Seward City Tours was the successful proposer; and
WHEREAS, the shuttle bus has been funded from Commercial Passenger Vessel Excise Tax
receipts ("Cruise Ship Tax") and this is an appropriate use of the funds; and
WHEREAS, these services will facilitate the flow of visitors around the City of Seward
during summer months to maximize the Seward experience and provide a means to assist cruise
passengers transport their luggage between the Dale Lindsey Cruise Ship Terminal and the Alaska
Railroad Depot.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY
OF SEWARD, ALASKA that:
Section 1. The City Manager is hereby authorized to enter into a contract between Seward
City Tours and the City of Seward in substantial form as attached hereto, with 2018 and 2019
operations not to exceed $362,411.
Section 2. The Seward City Council hereby appropriates the amount of $362,411 from the
commercial passenger vessel proceeds account no. 11113-0000-3071-30051 to the Bus
Transportation contracted services account no. 30051-0000-7009.
Section 3. This resolution shall take effect immediately upon adoption.
CITY OF SEWARD, ALASKA
RESOLUTION 2018-042
PASSED AND APPROVED by the City Council of the City of Seward, Alaska, this 23`d
day of April, 2018.
THE CITY OF SEWARD, ALASKA
David Squires, Mayor
AYES: Casagranda, Keil, McClure, Slater, Horn, Towsley, Squires
NOES: None
ABSENT: None
ABSTAIN: None
ATTEST:
Brenda J. Ballou, MMC
City Clerk
(City Seal���i&%one#a#j�
) OF gE�•.�
���y0••POit4'•
o
SEAL •
OFA�NIOA
I
1
I
Council Agenda Statement
Meeting Date: April 23, 2018
Through: Jim Hunt, City Manager
From: Ran Long, Assistant City Manager
Agenda Item: Shuttle bus service contract with Seward City Tours
BACKGROUND & JUSTIFICATION:
The City of Seward has contracted out for the operation of a shuttle bus service since 2010. The service
benefits pedestrians in Seward including ship passengers and crew and is funded utilizing Commercial
Passenger Vessel Excise Tax receipts ("Cruise Ship Tax").
In accordance with Seward City Code and as reported to council, a Request for Proposals was prepared
to issue the contract for the summers of 2018 and 2019. The request solicited qualified firms to provide
transportation services to cruise ship passengers and other visitors, between the Seward Cruise Ship
Port, the Alaska Railroad Seward Depot, the downtown business district, and the Seward Boat Harbor
from May 17, 2018 through September 26, 2018, and then approximately equivalent dates in 2019.
The RFP required no addenda.
There were a total of five plan holders for the RFP. Two proposals were submitted by the deadline and
two were judged to be responsive and reviewed by the selection team using the criteria reported to
Council.
Seward City Tours obtained the highest points and is the selection team's recommendation as the
transportation services firm. A draft contract is attached. Services for the shuttle are scheduled to begin
May 17, 2018.
INTENT: Approve a contract for shuttle bus services with Seward City Tours.
CONSISTENCY CHECKLIST:
Yes
No
N/A
Comprehensive Plan (document source here): Economic Development
1
and Transportation: Improve public transportation between downtown
X
and the harbor
Strategic Plan (document source Mere): Foster a community with diverse
2
transportation facilities including road, rail, air, pedestrian and water
X
routes that meet the needs of residents, businesses and visitors.
3
Other (list):
X
FISCAL NOTE:
The total of funding required for the shuttle program, $362,411 will be appropriated from the Commercial
Passenger Vessel funds to the Bus Transportation Fund.
Approved by Finance Department: , &af
ATTORNEY REVIEW: Yes }_ No _
The City Attorney reviewed and provided comments for the draft contract that is attached.
RECOMMENDATION:
City Council approve Resolution 2018- OL4uthorizing, the City Manager to enter into a contract
with Seward City Tours and appropriate $36,411 of cruise ship head tax funds for the 2018-2019
shuttle bus service contract.
IN WITNESS WHEREOF, the parties have executed this Agreement.
City of Seward Seward City To
By: Jim Hunt By: a /,,�onahS' Yderski
Title: City Manager Owner
Date : Dbte-
ATTEST:
Brenda Ballou, MMC
City C9erk
(&ty Sea )
Pat, ge 9 of 9
0 Main Office (907) 224-4050
CITY OF SEW,RD
["0, BOX 167
SEWARD, AI.A,�,,-,KA 99664-011
ffz�•
Seward City Tours
PO Box 2031
Seward, AK 99664-2031
RE: Seasonal Transportation Services and Related Services
NOTICE OF INTENT TO AWARD
Dear Mr. Swiderski,
0 Police (907) 2243338
0 Harbor (907) 224-3138
0 Fire (907) 224-3445
0 CRy CWk (907) 224-4046
0 Engineering (907) 224-4049
0 Utflities (907) 224-4050
0 Fax (907) 224-4038
The City of Seward intends to award the Seasonal Transportation Services and related
services Contract for shuttle services to your company Seward City Tours as the lowest
qualified responsive and responsible proposer for this project. I have included the City's
proposed contract with this letter for your convenience.
The award of the contract is contingent upon City Council approval which is scheduled to
take place on April 23, 2018. We will be contacting you soon to begin discussing the
proposed contract and further details.
If you have questions, please don't hesitate to contact Jackie Wilde at 907-224-4048 or
through email to �,,Jk
Sincerely,
Ron Long,
Assistant City 11,!lanager
2(1),3� I%Iaska 99664
5773 � sc ve/ a,i ini a' i n yw u III "j fl, ('o n�a
IM
Seward Cit r ours, LL,C. would like to than the City of Seward for the
opportunity to bid the 2018-2019 Seasonal Transportation SexicesContract.
After reviewing the bid documents, Seward0ty'ours has a firm understanding
of the scope of work involved with providing same., efficient, and enjoyable
shuttle transportation services for the 2018 and 2019 tourist and cruise ship
seasons.
The owner is a resident of Seward since he was a child and has seen first hand
how important this service is to our visitors and to our loc,al businesses who rely
on the increased foot traffic created by the shuttle service in both the harbor and
down town business centers. As a resident and the owner of SewardCityFours,
fie has witnessed the difficulties previous operators have experienced when
dealing with the dynamic hour-td-bour ridership derriand on cruise ship days.
These past experiences, allowed the owner to approach this contract with first
hand insight as an operator and as, a Seward resident.,
Whil;e the contract can be simplified to providing seats, to move people from
point A to point B, the reality is this servi I ce provides a crucial initial experience
for those visiting Seward, Alaska. SewardCityTours airns to exceed
transportation needs of our visitors, by ensuring their first impression: is a
positive experience by providing safe, clearx auid comfixrtable transportation
services. The term letterhead"i is, often used to refer to the whole sheet
imprinted with such a heading. Many companies and individuals prefer to create
a letterhead template in a word processor or other software application. This
generally includes the same information as pre-printed stationery but without
the additional costs involved.
Sincerely,
Jonah Swiderski
Owner and Operator
P08()X 20131 Sc�vai-cl, 9966-1
907-21"11 ,'5771)'1
All vehicles, used to meet service requirements for the Seasonal Transportation
Services Contract will be 2011 models or newer. No vehicle will have an
odometer that reads more then 200,000 miles. All vehicles will meet
Department of Transportation and Federal Motor Carrier Safety Administration
requirements,.
'17he base transportation route on non -cruise ship days (10arn-7pm, seven days, a
week) requires a single vehicle to be in operation running approximately every
half-hour. Scwand City,Tours intends to utilize a vehicle sirriflar to the following�
see attachment 41
The base transportation route on cruiseship days (8am-7pm) requires a second
vehicle to be in operation.. Additionally, a third vehicle is required to provide
service to the supplemental transportation route between the Dale I.indsay
Terminal and Alaska Railroad Depot at specific times. Sewand City'Tours intends
to utilize vehicles similar to the following to provide the necessary additional
capacity: see attachment #2
Vehicles provided by SewardCityTours are vehicles designed for tours and site
seeing. This sets them apart frorn other transportation companies used in the
past. These unotor coaches have large viewing windows with climate controlled
interior, and drivers with intercom audio equipment to clearly cortununicate
with visitors. Guests, will enjoy not only a safe but comfortable ride in a well-
equipped vehicle. Seward,CityTours is committed to providing a quality
experience that has not been matched in the past. In return the first impression
of all visitors using this service will reflect the high standards, of the community.
Transmission. Automatic
Odometer: 100
25
Passengers,
Forward
Configuration: Facing, plus
driver,
Rear
Luggage, 2
Tiedowns,
Location: None
Price: $41M
Options/Specification:
Electric Entrance Door
AM/FM/CD Player
92k BTU X-C System with 2
Compressors
65k BTU Heat System
Midback Rigid Seats
(3) Foldaway Double Seats
Oxen Gray Vinyl Seat Fabric
Ricon Front Wheel Chair Lift
Kinedyne Tie -Downs (2)
Storage Box For Tie -Downs
"PA System w/ Extra `M.ic Behind.
Driver
Back Up Alarm
Key Switch Entry
Grab Rails on Ceiling
Soft Touch Interior
Dropped Rear Luggage
Compartment
Seatbelts
Armrests on Aisle Seats
Anthracite Gerflor Flooring
Safety Package (Fire Extinguisher,
First Aide Kit and
Stainless Steel'Wheel Covers
Hydraulic Brakes
New Bus w/ Full Warranties
Canada Admissible,
Nations Bus Sales
- CA 10219 S.
Hawthorne Blvd,
Inglewood, CA
90304(310)
216-,6350
Nations Bus Sales
- FL 555 Outlet
Mall Blvd. St.
Augustine, F1
32084(904)
347-2296
L;
0
speed
Automatic
Ovemrive
EleGffic Entrance Door
A.N41FN1/CD Player
DVD Player w/ 19' Monitor
Highback Reclining Seats,
Level 5 Fabric - Streamers Blue
Annrests,
Retractable Seathelts
Walls and Ceiling Lined in Gray
Carpet
WOK BTU A/C System
Flooring - Gray RCA Rubber w/
Fabbed Aisle
Back Up Alarm
PA System
Driver and Passenger Side Running
Board
Remote Heated Sideview Mirrors
Roof Escape H,atch
76' Interior Height
225 Amp Alternator
Power Door Locks
Hydraulic Brakes
Wheel Covers
Base Paint - Black
o 0 1/-11�1 I
231-"�777,3 � sclvardcio
Y
FSTROMMMIUMM
SewardCityTours (:SC'F) was founded in 2017 when it was clear that there was a
need in Seward for additional transportation services., The idea was not only to
provide a service but also surpass custorner expectations. SewardCity'Tours is
not simply a transportation or shuttle, company. In it's, conception STC offered
historical city tours as well as a comprehensive orientation of Seward itself. The
business model emphasizes that customer service is a part of a complete
experience. Guest satisfaction begins with the firstgrecting of each guest, to a
clean climate controlled vehicle with comfortable seats; and a driver/guide that
is both knowledgeable and friendly.
SewardCityTours intends on extending these guidelines to the Seasonal
Transportation Services Contract. Each person that uses the free shuttle is a
potential ambassador of Seward, when they return home they share their stories
and experiences. Their friends and family will travel to Seward and past visitors
will return which will only flourish our already thriving community.
The owners Jonah Swiderski and Yen Ly have a combined 20 years of
experience between them in tourism, many of those years based right here, in
Alaska. STCs cruise ship terminal staff will be undergo crowd control training
and be clear communicators. Their knowledge of the, transportation system and
key points of interest in Seward will surpass what guests have come to expect.
Driver/Guides will assist guests withloading and unloadinglug,galie aswellas,
provide accurate infon-nation on Alaska Railroad schedules and policies
regarding luggage storage. STC drivers will have customer service training and
have extensive knowledge on local attractions and arnenifies.
907-23'1 '5773
Amanda Garcia - Owner of Salmon Berry Tours - 907-278-3572
Rick Ferroni - Port. Engineer - Crowley Marine - 907-831-6108
Liz.Denioss - Owner of Seward Alehouse - 907-491-5035
Upon successful award of the contract Sewand CityTours will ensure the
driver/guides have a rninimuni of 2 years of experience in transportation within
the tourism industry. SewardCity'roar s will only employs drivers that provide
clean driving records that exemplify safety requirements and have undergone
appropriate training.
Seating Capacity andkDA Accessibility
Capacity ADA Compliant
Base Route Vehicle 1 25pax, 21pax + 1 wheelchair, YES
17pax + 2, wheelchairs
Base Route Vehicle 2 24 pax, NO
Supplemental Route 2 4 pax, NO,
. . ............. . ......
The three vehicles have the combined capacity to inove 66 passengers at any
given time. It is crucial to point out that the type, of veMcle being considered in
this proposal is different.frorn what has been used. in the past. The smaller
vehicles are equipped to make additional trips in, any given amourit of time as
their design is easier for passengers to load luggagcand both embark and
disembark the vehicle.
Seward CityTo urs, shares the City of Seivard's desire to welcome all individuals
and reduce barriers. Thus SewarclCity-Tours, will provide an ADA compliant
vehicle operating the base transportation route 7-days a week. This surpasses
the bid docurnents requirement for an AD compliant vehicle on cruise ship
days (only).
3�
rp
z
Oj
aj
V,
O a) =r
cn F0,
0
CD C (D
O (n LO
CD m
3 0
CD (D =r
0- M
CD cr
(D
Ci
0D w (Cp
6 0 99
CL x-
cn
CD
'0c.
3
cn
0 0
RF CD
Z7
fJY
CD p CD
cr cn
W
CD
cn
CD CD
CD
O 0
O
O
00
rD N)
0 co
0
0
m
CL 0 (D
0) rr CD
3
CD cr
(D
CD
c
PQ
C)
00
0 M
00
0
x >
N) �a
C)
C/)
m!
>
0 0
> c
X
C/)
(0
C)
Cif
0
q -8
X 0
C� 0
CD
(n
Z)
m
CL
0
0
CO M
CD 0
0) 0
CD
= 0
ri
3
CD
rF
—L
Q
U,
CITY OF SEW RD RECEIPT # 21848
410 ADAMS STREET 3/28/ o 8
PO BOX 167
SEWARD AK 99664 Received
phone: (907) 2244060 From
Lookup Marne Payment Typ Check # Amoun
11113 CITY CLERK Check 00011011 [due 30.00
Tendered 30.00
Charge Due
Descriptign
OUSINESS LICENSE - SEWARD CM TOURS, LLC.
Business License 30.00
iqiiiii��
144 North Binklev Street Soldotna, Alaska 99669-7599
"I'611-free witi-iiii the Borotigh: (800) 478-4-4-41 @ Phoiic- (907) 262-4441
",o Fmzil. -_a1est1,%C borou &ken�l.ak.�.t
Mike'Navurre'
Sales- Tax Accouk # 00203193 Borough Mayor
Sales Tax Introduction Letter and Certificate of Registration
ApN 13, 2017
ESEW'AROCITYTOURS LLC
PO, BOX 2031
SEWARD AK 99664-2031
Dear Business Owner
Attached is your now certiftate of, klftrfty Ito CoflectSaikes T.
Netpraceeds of the borough -wide sales tax of 3% jS dedicated to our Borough school$rl in addition, sales, tax is
colt6cted for, and turned over to the cities. The schools and cities must have this sales tax money to operate',
therefore, enforcement of the sales tax ordinance is strictly maintained, , ,
We encourage you to promptly file your sales tax returns and remit the taxes collected each re orting period, IBy
U
reporting prom fly, YOmay receive a 5% credit t,,ip to $1,000 per quarter Yct.,l,Nilf berequireTto file on a
QUA RTERL: Easi.S. Please note trial a returri MV_S_T be fited by you for EVERT reporting period, even if there
were no sales (Check the box, "RErURN HAS 0 SALES') , The Sales Ta-xDhdsjon will ". mail you return at the end
of each reporting period,
±uRivr-,L : N17LO�LUI�QFI�ICEBY
You will be subject to a non -filing fee of $25 for each return not filed; If'two (2) consecutive returns are missed a
reinstatement fee of $100 will be assessed, in addition: to any, penalty or interest for late filing and remittance,.
The Sales Tax staff in the Finance Department will be glad to answer your questions or assist you in any way they
can regarding your sales tax account. You may, contact tfic Safes Tax 010slorat (907),714-2175, or toll, free
within the Borough at 11-800-478-444,1 ext, 2175.
,Apv 132017 IMAM
cwtl=o
— — — — — — — — — — — — — — — — — — — — — — -- --—
A �ISw.NNULBOROUGH
CERTIFICATEOF AUrH0rRrr'y COL.'LECYBOROUGH SALES TAX
is aualorizAA.and cmpewwczcd by the Mayor ,ofthe Kenai Pcnnsuia Donuagh WcON'x't rurthc Bolough salel T"Ay� On rk"viil S,,4vs, Ron(sand Serviccs imposcd pursuant'k)
Ordinance No 3. I K (it: the Keftaii Peninsula Borough.
'rhis certificate is noti-assignable and non -transferable and must be surrendered to the Mayor by the seller to whom it w4s issued upon his ceming to do business at the location
nawd herein, or any chango in owtiersbip, tbrin able or an�y other change.
ACCOUNT
NUMBER 00203193
DATE OF
SEWARDUTYTOURS LLC REGISTRATION April 1, 2017
PO BOX,203'1
SE", ARD AK 99664-2031
THIS CERTIFICATE VUST BE DISPLAYED PROMINENTLY AT THE PLACV OF BUSINESS, MAYOR
POP)OX 2031 Alisk,,'i 91,')G64
907-2�31-,5)773 � �A" g n � "�4 i �' -
L Jonah Swiderski., certify that. I am the Sole Mernber of SewardCityTours, a
Limited Liability Company ("LLC") organized under the laws of. l'aska, Ta
identification Number 82-1057577, and that the resolutions on this document are
true and correct y of resolutions adopted at a niecting of the Sole Member of
the L.LC held on January 1, 2018.
BE ITRESOLVED THAT, said LLC desires that the undersigned Sole Member
o�f the LLC is authorized
(1) Eritcr into a contract for the purposes providing transportation
services to the City of Seward.
(2) Endorse any legal documents, pertaining to ScwardCityTours, LLCM.
BE ITRESOLVED'nwr, the undersigned Sole Member of the LLC is
authorized to exercise the powers listed above regarding legal and contractual
services on the behalf of the LLC.
BE IT RESOLVED THAT, the undersigned Sole Member of the LI.0 hereby
certi ies that lie is the only individual with significant responsibility for
manaLqntr the LLC and he has
BE lT RESOLVED THKr, tbis resolution shallcontinue to have effect until
City of Seward..Any revocation, modification or replacement of a resolution
must be accompanied by, documentation satisfactory to the City of Seward,
-,stablishing the authority for the change. I n:
BE i'r RESOLVED THAT, should the LLC change entity form or ownership, the
undersigned shall pro fir y notify the City of Sewardin writing.
Signature:
Dated:
NON -COLLUSION AFFIDAVIT
Ihe ulnd,neJ, I), , I r o3. !�enn l�I Ixornt,t? I, I,5�t t"� 4,-t I," ,i
has any other member. representative. or agent of the firm. company. corporation or
partnership represented by him, entered into any combination.. collusion or acyreement
with any person relative to the price to be bld b,,,, an-,vone at such letting nor to pivvent any
-ioai ac�_�
Wit" anv a,ther 'ff! tO SU(J-1
H,&�S`Dc :h,,v., 01, PVT
recei�e directly or indirectly, any rebate. fee Lift. Commission or thine of value can
account of such sale.
TP AFFJ:;.°F1
I HEREBY AFFIRM UNDER THE PENALTIES FOR PERJURY THAT THE FACTS
AND JNFORMATION CONTAJNED IN'THE, FOREGOING BID FOR, PyJ9,LIC
Dated this 28 day of —March —.2018
Ln at ure-
ACKNOWLEDGEMENT
,j "` J m -,�d'am-'
SMiki,flk6,ICS co" -it Ai--i 61L�
tiiv �i-uc Z"ld L'OeTk�cc,
j
2018
N'oa,arw Public S i,�n tu re
r, 71
C
Irk BOX 20,,',.H 99664,
g I
R'treet Addr—ess.
Seward, AK 99664
Mailing Address. PO BOX 2031
Seward, AK 99664
The above Proposal Price includes the foHowinr.
-AD services descyibed in bid Packet based On Provided cruise s p e ul I
se sliiPschedule has
additional hours are required, or cruL hi sch d ie. f
additional charges unexpected changes,
win bleincurred at a rate of $75/hr or $825/day.
-Payment terms.- 25% of total PrOPOsal Price ($90,603') due three business days
after the execution Of contract with City, The reynaining balance
billed in 8 monthly installments ( ($271,808) to be
$33,9761month) during operating months
beginningJune-2018 through Sept-2018 and June-2019 through Sept-2019.
Company Name
Title
Printed Name
Date
77
0
Professional Services Agreement with
First Student, Inc
for Seasonal Transportation Services and Related Services
This AGREEMENT, made and entered into this 23rd day of April, 2018 by and between
the CITY OF SEWARD, a home rule municipal corporation located within the Kenai
Peninsula Borough and organized under the laws of the State of Alaska, hereinafter
referred to as the "City" and Seward City Tours, LLC authorized to do business in
Alaska, with offices located at PO Box 2031, Seward, AK 99664, hereinafter referred
to as the "Contractor."
WITNESSETH
WHEREAS, the City of Seward wishes to enter into a contract with an
independent contractor to provide transportation services for cruise ship passengers
and other visitors, between the Seward Cruise Ship Port, the Alaska Railroad Seward
Depot, the downtown business district and the Seward small boat harbor in Seward,
Alaska; and
WHEREAS, in response to a request for proposals, Seward City Tours, LLC
submitted a proposal asserting it is qualified to perform these services and able to do
so in a timely manner;
NOW, THEREFORE, in consideration of the mutual promises and covenants
contained herein, the parties agree as follows:
1.0 DEFINITIONS
1.1 "Agreement" shall mean this Professional Services Agreement, including:
Exhibit B — City's request for proposals dated March 28, 2018,
(collectively, "UP").
1.2 "Change Order" is an addition to, or reduction of, or other revision
approved by the City in the scope, complexity, character, or duration of the
services or other provisions of this Agreement.
1.3 "City" shall mean the City of Seward, Alaska.
1.4 "Contracting Officer" shall mean Assistant City Manager, Ron Long, and
include any successor or authorized representative.
1.5 "Project" shall mean the transportation and other tasks related to the
transportation of cruise ship passengers, crew and other visitors, between
the Seward Cruise Ship Port, the Alaska Railroad Seward Depot, the
Page 1 of 9
downtown business district and the Seward small boat harbor in Seward,
Alaska as further described in the RFP issued by the City of Seward on
March 28, 2018.
2.0 TERM OF AGREEMENT. This Agreement shall take effect upon execution. This
Agreement shall remain in full force and effect until the Project has been
completed and further, until all claims and disputes have been concluded. The
work is considered complete when the City has received and found acceptable
the finished product of all work described in 4.0 Scope of Services or changes
thereto. This date is not necessarily the Completion Date as described in 5.0
Completion Date. This Agreement may be amended only in writing and upon
compliance with all applicable statutes, ordinances, and regulations.
3.0 FEES.
2018 Seasonal Transportation Services $ 226,507
2019 Seasonal Transportation Services $ 135,904
Fees to be paid pursuant to schedule in Contractors' accepted price proposal,
said fees will be paid 30 days after approval of contract.
4.0 SCOPE OF SERVICES, The City and Contractor have agreed upon a scope of
work described in the Contractor's proposal, in response to the RFP issued by
City dated March 28, 2018, to provide professional services based on approved
standards and instructions as specifically described in the same RFP.
This Scope of Services can only be changed in writing pursuant to Section 26.0
of this Agreement.
5.0 SCHEDULE FOR COMPLETION. The schedule for completion for all services
described herein shall be as follows:
Beginning approximately May 17, 2018 and running the entire 2018 and 2019
tourist season, concluding at the end of the tourist season 2019 cruise ship
schedule, or other date agreed to by both parties pursuant to section 26.2 of this
agreement.
6.0 PERSONNEL/ORGANIZATION
6.1 Key Personnel. Work and services provided by the Contractor will be
performed by: Seward City Tours, LLC Jonah Swiderski.
6.2 Changes in Key Personnel. The Contractor shall give the City reasonable
advance notice of any necessary substitution or change of key personnel
and shall submit justification therefore in sufficient detail to permit the City
to evaluate the impact of such substitution on this Agreement. No
substitutions or other changes shall be made without the written consent
of the City.
Page 2 of 9
7.0 STANDARD OF PERFORMANCE. The Contractor agrees to provide all
required professional services to complete the project and any additions or
changes thereto. The Contractor accepts the relationship of trust and confidence
established between it and the City by this Agreement. The Contractor
covenants with the City to furnish its best skill and judgment, and to further the
interest of the City at all times through efficient business administration and
management. The Contractor shall provide all services in a competent manner.
It is understood that some of the services to be rendered hereunder require
professional judgment and skill. In those cases, the Contractor agrees to adhere
to the standards of the applicable profession.
8.0 TIMELINESS OF PERFORMANCE. Time is of the essence in this Agreement.
Contractor's failure to meet any such deadlines or required performance may
adversely imperil other contractual obligations of the City. If the Contractor fails
to deliver the services by May 17, 2018, Contractor shall pay as liquidated
damages and not as penalty $ 500 per day for each day after May 17, 2018 the
services are not delivered.
9.0 COMPLIANCE WITH LAWS. The Contractor shall be familiar with and at all
times comply with and observe all applicable federal, state and local laws,
ordinances, rules, regulations, and executive orders, all applicable safety orders,
all orders or decrees of administrative agencies, courts, or other legally
constituted authorities having jurisdiction or authority over the Contractor, the
City, or the service which may be in effect now or during performance of the
services. Contractor shall have a Seward and State of Alaska Business License.
10.0 INDEMNITY. The Contractor shall indemnify, defend, and hold and save the
City, its officers, agents and employees harmless from any claims or liability of
any nature or kind including costs and expenses (including attorneys' fees), for or
on account of any and all legal actions or claims of any character whatsoever
alleged to have resulted from injuries or damages sustained by any person or
persons or property (including contract rights or intangible assets) and arising
from, or in connection with, performance of this Agreement, and caused in whole
or in part by any negligent act or omission of the Contractor; provided, however,
that this paragraph shall not be construed so as to require indemnification of the
City from such claims, damages, losses, or expenses caused by or resulting from
the negligence of the City.
11.0 INSURANCE. The Contractor understands that no City insurance coverage,
including Workers' Compensation, is extended to the Contractor. The Contractor
shall at all times maintain adequate (commercially reasonable coverage levels)
insurance covering Workers' Compensation, general commercial liability,
automobile liability, and property damage including a contractual liability
endorsement covering the liability created or assumed under this Agreement.
The Contractor shall not commence work under this Agreement or any work on
Page 3 of 9
any phase of the Project until the Contractor provides the City with certificates of
insurance evidencing that all required insurance has been obtained. These
insurance policies and any extension or renewals thereof must contain the
following provisions or endorsements:
a. City is named as an additional insured for all liability coverages,
b. City will be given thirty (30) days prior notice of cancellation or material
alteration of any of the insurance policies,
c. Insurer waives all rights of subrogation against City of Seward and its
employees or elected officials,
d. Any deductibles or exclusions in coverage will be assumed by the
Contractor, for account of, and at the sole risk of the Contractor.
The minimum amounts for each type of insurance shall be no less than the following:
a. Commercial General Liability Insurance on an "occurrence basis" with
limits of liability not less than $ 5 Million per occurrence and $ 5 Million
aggregate combined single limit, personal injury, bodily injury and
property damage,
b. Motor Vehicle Liability Insurance for all owned, hired and non -owned
vehicles, including no-fault coverage with limits of liability not less than
$5,000,000 per occurrence combined with single limit Bodily Injury and
Property Damage,
c. Workers Compensation as required by Alaska law, AS 23.30.045 and
regulations adopted thereunder.
Upon request, Contractor shall permit the City to examine any of the insurance
policies specified herein.
The minimum amount and types of insurance provided by the contractor shall be
subject to revision at the City's request in order to provide continuously
throughout the term of the Agreement a level of protection consistent with good
business practice and accepted standard of the industry.
12.0 GOVERNING LAW. The laws of Alaska will determine the interpretation,
performance and enforcement of this Agreement.
13.0 OWNERSHIP OF WORK PRODUCTS. Payment to the Contractor for services
hereunder include full compensation for all work products and other materials
produced by the Contractor and its subcontractors pertaining to this Agreement.
Page 4 of 9
The originals of all material prepared or developed by the Contractor or its employees,
agents, or representatives hereunder, including documents, drawings, designs,
calculations, maps, sketches, notes, reports, data, models, computer tapes, and
samples shall become the property of the City when prepared, whether delivered or not,
and shall, together with any materials furnished the Contractor and its employees,
agents, or representatives by the City hereunder, be delivered to the City upon request
and, upon termination or completion of this Agreement. Materials previously created
and copyrighted by the Contractor included in this project will remain property of the
Contractor. Copies will be made available to the City upon request. Materials
purchased from and copyrighted by third parties are not included in this provision.
14.0 PATENTS, TRADEMARKS, AND COPYRIGHTS. The Contractor agrees to
defend, indemnify, and save the City harmless from and against any and all
claims, costs, royalties, damages and expenses of any kind of nature whatsoever
(including attorneys' fees) which may arise out of or result from or be reasonably
incurred in contesting any claim that the methods, processes, or acts employed
by the Contractor or its employees in connection with the performance of
services hereunder infringes or contributes to the infringement of any letter
patent, trademark, or copyright. In case such methods, processes, or acts are in
suit held to constitute infringement and use is enjoined, the Contractor, within
reasonable time and at its own expense, will either secure a suspension of the
injunction by procuring for the City a license or otherwise, or replace such
method, process, etc., with one of equal efficiency.
15.0 NONWAIVER. No failure of the City or Contractor to insist upon the strict perfor-
mance by the other of any of the terms of this Agreement or to exercise any right
or remedy herein conferred shall constitute a waiver or relinquishment to any
extent of its rights to rely upon such terms or rights on any future occasion. Each
and every term, right, or remedy of this Agreement shall continue in full force and
effect.
16.0 SAFETY/PERFORMANCE. The Contractor shall perform the work in a safe and
workmanlike manner. The Contractor shall comply with all federal and state
statues, ordinances, orders, rules, and regulations pertaining to the protection of
workers and the public from injury or damage, and shall take all other reasonable
precautions to protect workers and the public from injury or damage.
17.0 SUSPENSION OR TERMINATION.
17.1 Fault Termination or Suspension. This Agreement may be terminated by
either party upon ten (10) days written notice if the other party fails
substantially to perform in accordance with its terms. If the City terminates
this Agreement it will pay the Contractor a sum equal to the percentage of
work completed and accepted by the City that can be substantiated by the
Contractor and the City, offset by any amounts owed to the City.
Page 5 of 9
However, within the ten (10) day Notice of Intent to terminate the party in
default shall be given an opportunity to present a plan to correct its failure.
17.2 Convenience Suspension or Termination. The City may at any time
terminate or suspend this Agreement for any reason including its own
needs or convenience. In the event of a convenience termination or
suspension for more than six (6) months, the Contractor will be
compensated for authorized services and authorized expenditures
performed to the date of receipt of written notice of termination or
suspension. No fee or other compensation for the uncompleted portion of
the services will be paid, except for already incurred indirect costs which
the Contractor can establish and which would have been compensated
but because of the termination or suspension would have to be absorbed
by the Contractor without further compensation.
17.3 Activities Subsequent to Receipt of Notice of Termination or Suspension.
Immediately upon receipt of a Notice of Termination or suspension and
except as otherwise directed by the City or its Representative, the
Contractor shall:
a. stop work performed under this Agreement on the date and to the
extent specified in the Notice; and
b. transfer title to the City (to the extent that title has not already been
transferred) and deliver in the manner, at the times, and to the extent
directed by the City's representative, work in progress, completed
work, supplies, and other material produced as a part of, or acquired in
respect of the performance of the work terminated or suspended by the
Notice.
18.0 EQUAL EMPLOYMENT OPPORTUNITY. The Contractor shall not discriminate
against any employee or applicant for employment because of race, religion,
color, national origin, or because of age, physical handicap, sex, marital status,
change in marital status, pregnancy, or parenthood when the reasonable
demands of the position do not require distinction on the basis of age, physical
handicap, sex, marital status, changes in marital status, pregnancy, or
parenthood. The Contractor shall take affirmative action required by law to
ensure that applicants are employed and that employees are treated during
employment without regard to their race, color, religion, national origin, ancestry,
age, or marital status.
19.0 NO ASSIGNMENT OR DELEGATION. The Contractor may not assign,
subcontract or delegate this Agreement, or any part of it, or any right to any of
the money to be paid under it without written consent of the Contracting Officer.
20.0 INDEPENDENT CONTRACTOR. The Contractor shall be an independent
Page 6 of 9
contractor in the performance of the work under this Agreement, and shall not be
an employee or agent of the City.
21.0 PAYMENT OF TAXES. As a condition of performance of this Agreement, the
Contractor shall pay all federal, state and local taxes incurred by the Contractor
and shall require their payment by any other persons in the performance of this
Agreement.
22.0 PRECEDENCE AND DIVISIBILITY. The provisions of this Agreement shall fully
govern the services performed by the Contractor. If any term, condition, or
provision of this Agreement is declared void or unenforceable, or limited in its
application or effect, such event shall not affect any other provisions hereof and
all other provisions shall remain fully enforceable.
23.0 ENTIRE AGREEMENT. This Agreement contains the entire agreement between
the parties as to the services to be rendered by the Contractor. All previous or
concurrent agreements, representations, warranties, promises, and conditions
relating to the subject matter of this Agreement are superseded by this
Agreement.
24.0 COMPLETION OF WORK, TERM OF AGREEMENT. The Contractor shall
perform all work in a timely fashion, and in accordance with the schedules
included in this Agreement and Exhibits.
25.0 CLAIMS AND DISPUTES. Venue for all claims and disputes under this
Agreement, if not otherwise resolved by the parties, shall be in the appropriate
Alaska State court in Anchorage, Alaska.
26.0 CHANGES IN SCOPE OF WORK.
26.1 General. No claim for additional services not specifically provided in this
Agreement will be allowed, nor may the Contractor do any work or furnish
any materials not covered by the Agreement unless the work or material is
ordered in writing by the Contracting Officer. Preparation of Change
Orders and design changes, due to errors and/or omissions by the
Contractor, will be done at the sole expense of the Contractor.
26.2 Changes in Scope of Work. The City or its representative may, at any
time, by a written Change Order delivered to the Contractor, make
changes to the scope of work, or authorize additional work outside the
scope of work, or the schedule for completion.
26.3 Compensation to the Contractor. If any Change Order for which
compensation is allowed under this Article causes an increase or
decrease in the estimated cost of, or time required for, the performance of
any part of the work under this Agreement, or if such change otherwise
Page 7 of 9
affects other provisions of this Agreement, an equitable adjustment will be
negotiated. Such an adjustment may be:
a. in the estimated cost or completion schedule, or both;
b. in the amount of fee to be paid; and
c. in such other provisions of the Agreement as may be affected, and the
Agreement shall be modified in writing accordingly.
26.4 Any claim by the Contractor for adjustment under this section must be
asserted within fifteen (15) days from the day of receipt by the Contractor
of the notification of change; provided, however, that the City or its
representative, deciding that the facts justify such action, may receive and
act upon any such claim asserted at any time prior to final payment under
this Agreement. Failure to agree to any adjustment shall be a dispute
within the meaning of Section 25.0 of this Agreement.
27.0 LIMITATION OF FUNDS,
27.1 At no time will any provision of this Agreement make the City or its
representative liable for payment for performance of work under this
Agreement in excess of the amount that has been appropriated by the City
Council and obligated for expenditure for purposes of this Agreement.
27.2 Change orders issued pursuant to Section 26 of this Agreement shall not
be considered an authorization to the Contractor to exceed the amount
allotted in the absence of a statement in the change order, or other
modification increasing the amount allotted.
27.3 Nothing in this Section shall affect the right of the City under Section 17 to
terminate this Agreement.
28.0 PRIOR WORK. For the purposes of this Agreement, work done at the request of
the City or its representative before execution of this Agreement shall be deemed
to be work done after its execution and shall be subject to all the conditions
contained herein.
29.0 NOTICES. Any notices, bills, invoices, or reports required by the Agreement
shall be sufficient if sent by the parties in the United States mail, postage paid, to
the address noted below:
City of Seward
City Manager
PO Box 167
Seward, Alaska 99664-0167
Seward City Tours, LLC
Jonah Swiderski
PO Box 2031
Seward, Alaska 99664-2031
Page 8 of 9
IN WITNESS WHEREOF, the parties have executed this Agreement.
City of Seward
Seward City Tours, LLC
By: Jim Hunt By: Jonah Swiderski
Title: City Manager Title: Owner
Date: Date:
ATTEST:
Brenda Ballou, MMC
City Clerk
(City Seal)
Page 9 of 9