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HomeMy WebLinkAboutRES2023-066 Seward City Tours Contract Sponsored by: Regis CITY OF SEWARD, ALASKA RESOLUTION 2023-066 A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF SEWARD, ALASKA, AUTHORIZING THE CITY MANAGER TO ENTER INTO A CONTRACT WITH SEWARD CITY TOURS FOR THE OPERATION OF THE SEASONAL SHUTTLE TRANSPORTATION SERVICES FOR THE 2024, 2025, AND 2026 SEASONS, IN A TOTAL AMOUNT NOT TO EXCEED $827,280.00, AND APPROPRIATING FUNDS WHEREAS,in 2010 Seward began providing a shuttle bus service between the cruise ship terminal, the harbor, and downtown Seward; and WHEREAS, the service has proved beneficial to the economic wellbeing of our community and is valued by the cruise ship industry; and WHEREAS, in accordance with Seward City Code 6.10.310 the City of Seward released a request for proposals on March 7,2023,to include all the cost associated with providing services; and WHEREAS, Seward City Tours was the successful proposer; and WHEREAS, this resolution approves a contract between the City of Seward and Seward City Tours with a duration of 3 years with the option of two, 3-year extensions; and WHEREAS, the shuttle service is funded from the Commercial Passenger Vessel Excise Tax receipts and this use is an appropriate use of funds; and WHEREAS, the Summer Shuttle is a great benefit, not only to cruise ship passengers, but also to local businesses, seasonal workers, and Seward residents. 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 for the 2024, 2025, and 2026 seasons, with the option of two (2), three-year extensions. Section 2. The Seward City Council hereby appropriates the amount of$827,280 to be transferred from the commercial passenger vessel proceeds fund account no. 11113-0000-3071- 0000-30051 to the Bus Transportation Contracted Services Account no. 30051-0000-7009. CITY OF SEWARD, ALASKA RESOLUTION 2023-066 Section 3. This resolution shall take effect immediately upon adoption. PASSED AND APPROVED by the City Council of the City of Seward,Alaska,this 22nd day of May, 2023. THE CITY OF SEWARD, ALASKA Sue McClure, Mayor AYES: Osenga, DeMoss, Calhoon, Wells, Finch, Barnwell, McClure NOES: None ABSENT: None ABSTAIN: None ATTEST: Kris Peck Deputy City Clerk (City Seal) ,,.,rOFwSE`y*,. ° SEAL ' • - • 'ss.t16Et *NI?'Q' �; •'�.; OF A\F'S.%'s City Council Agenda Statement a Meeting Date: May 22, 2023 t! To: City Council From: Norm Regis, Acting City Manager Subject: Resolution 2023-066: Authorizing The City Manager To Enter Into A Contract With Seward City Tours For The Operation Of The Seasonal Shuttle Transportation Services For The 2024, 2025, And 2026 Seasons, In A Total Amount Not To Exceed $827,280, And Appropriating Funds Background and justification: Since 2010, the City of Seward has contracted out the Seasonal Summer Transportation shuttle service. It primarily benefits cruise ship passengers but also benefits independent travelers, seasonal workers, and Seward residents. The service has been paid for with Commercial Passenger Vessel Excise Tax receipts (CPV funds). In accordance with City Code, the City put out a Request for proposals on March 7, 2023, for the operation of summer shuttle transportation services for the 2024, 2025, and 2026 seasons. There were three inquiries for information but only one respondent to the RFP. The evaluation committee reviewed the proposal and deemed the proposal criteria were met. The draft contract is attached. Financial details have been included below. The length of this contract would be 3 years with the option of two 3-year extensions. 3-year contract total is $827,280.00. (If broken down on a year-by-year basis, this would be $275,760 per year). Payment Terms: 25%of total proposal price ($206,820) due Oct 1, 2023 (Invoiced 30 days prior). The remaining balance ($620,460) to be billed in four installments ($51,705.00/payment) during operating months (June, July, August, September) of each contract year (2024, 2025, 2026). If additional hours are required, or the cruise ship schedule has unexpected changes, additional charges will be incurred at a rate of $80/hr. Seward City Tours Reasons for a deposit prior to contract commencement: Guarantee of service in order to hire drivers - we can,nay them a stipend if for some unforeseen reason the contract gets canceled unexpectedly-Drivers are paid$22 27hr we have to pay this to get appropriate level ofprofessiona/ism here. $11, 520 is payroll for two weeks that we would have to cover if the city pulled the contract due to various reasons like sudden change in funding. Maintenance and repairs prior to the season. In 6 years of operation, we have not had 151 one day of disrupted service. This is largely due to extensive maintenance on the vehicles prior to the season beginning. In 2022 we spent$70K on repairs and maintenance on the fleet, on average maintenance during the winter is 20K We are committed to adding an ADA vehicle to the fleet for this contract This way all vehicles regularly servicing the Free Shuttle Contract will be ADA vehicles Inventory is extremely limited and if we find the right vehicle, we will have to move on it before the start of the season. Currently buses of a comparable quality of the current fleet is approximately$55-65K, inventory is extremely limited so if we see a vehicle come up, we have to take advantage right away. For 2024 we will be updating our service to have the current QR code show guests in real time where the buses are - this is something the shuttle service has never been able to provide to riders during the summer months. We do not require an app download to do this Development of the software and program require months of work prior to launch to ensure functionality. Payment for these developments will come from the funds provided by the down payment-Development has to start in the fall of2023 so that it is ready by early spring 2024 and we can test and trial before the season starts The total cost will be close to$75K and it is something that will remain with the city even after our contract ends whether that is 3 years from now or 9 years This is a huge upfront cost but will be minimal to maintain since it is not an App, and the Software can directed to whomever takes over the free shuttle if and when SewardCityTours is no longer providing service. Our winters are spent actively improving our fleet and services Service contracts for the Free Shuttle are greatly improved when we are able to have additional funds from an upcoming contract to help facilitate these improvements Comprehensive and Strategic Plan Consistency Information This legislation is consistent with (citation listed): Comprehensive Plan: 3.4.1 Provide safe and efficient vehicular transportation facilities that meet the needs of the community. Strategic Plan: Other: Certification of Funds Total amount of funds listed in this $ 827,280 legislation: This legislation (✓): Creates revenue in the amount of: $ x Creates expenditure in amount of: $ 827,280 Creates a savings in the amount of: $ Has no fiscal impact Funds are (✓): 0 Budgeted Line 11113-0000-3710-0000-30051, 30051-0000-70009 152 item(s): x Not budgeted Not applicable Fund Balance Information Affected Fund (✓): General SMIC Electric Wastewater Boat Harbor Parking F1 Water F1 Healthcare Motor Pool X Other CPV Note: amounts are unaudited Fund Balance/Net position — restricted $ KPB CPV Funds - $228,865 SOA CPV Funds — $1,749,188 Finance Director Signature: Attorney Review x Yes Attorney Sam Severin Signature: Not Comments: applicable Administration Recommendation x Approve Resolution Other: 153 PROPOSAL OFFERING FORM In compliance with this Request for Proposal, the undersigned acknowledges that 1 have read and understand all the conditions imposed herein and offer and agree to furnish the services in accordance with the information furnished below. Name of Firm: �` �� Address: au City: C'�t State: Telephone: D~7 .2-3 l— �� - 7 '� Federal ID: C JV r d77S--77 State D.- Name: Signature: Title: Date: City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 7 of 18 155 J` G PO BOX 2031 Seward, AK 99664 P. 907-231-5773 CSeward("Pi1 ours Mar 18, 2023 SewardCity7ours, LLC (SCT) would like to thank the City of Seward for the opportunity to bid for the 2024-2026 Seasonal Transportation Services Contract. After reviewing the bid documents, SCT has a firm understanding of the scope of work involved with providing safe, efficient, and enjoyable transportation services for the 2024-2026 tourist and cruise ship seasons. Jonah Swiderski has been a resident of Seward since he was a child and has seen first hand how important free shuttle transportation is to our visitors and to our local businesses who rely on the increased foot traffic created by the shuttle service in both the harbor and the down-town business center. SCT currently holds the Seasonal Transportation Services Contract and has diligently worked to improve the service wherever possible. This has been accomplished by working with city officials, listening to the feedback of riders (both local and visitors), as well as adjusting services in season to provide the best possible experience. As SCT goes into its sixth year operating the current contract we are confident that, if awarded, we can continue to provide the same level of service for the 2024-2026 seasons. Jonah Swiderski SewardCityTours,LLC 1 156 ���111 fl1jF PO BOX 2031 Seward, AK �- 99664 P. 907-231-5773 05ewara U/';)iiy c'Jours Proposal Package Part 1 Experience SewardCityTours has been in operation since 2017 and has evolved from a dedicated tour company into a transportation company that includes tours and transportation throughout southcentral Alaska. The owner, Jonah Swiderski, and Operations Manager, Yen Ly, have over 30 years of experience in the tourism industry and have been partnered in the development of SCT from its inception. The coming 2023 season will be the sixth and final year of the existing contract. SCT buses will operate for 3500 hours in the upcoming season. Operating pre, during, and post covid has given us experience far beyond that of simply providing transportation services to the community. SCT has successfully adapted to changing conditions and schedule challenges over the years. With five years of proven successful operation of the shuttle service, SCT has the knowledge and infrastructure to continue providing transportation services to the Clty of Seward. Safety Record Information All SCT fleet vehicles used for the Seasonal Transportation Services Contract meet Department of Transportation and Federal Motor Carrier Safety Administration requirements including daily pre-trip inspections, regular maintenance, and annual DOT inspections. For the past five years SCT has operated the Seasonal Transportation Services Contract for the City of Seward. During those five years we have roughly 13,500 hours of vehicle operations without a single reportable incident. The level of experience and skill set required from SCT drivers coupled with pre-season training allows SCT to mitigate the risk of incident during the operating season. 2 157 ��111111�„ PO BOX 2031 Seward, AK - 99664 R 907-231-5773 C�ewaGrd k6?Ity Jours Age, Quality, Condition Capacity, ADA Cutaway shuttle buses will be used for transportation. Designed for the transportation of passengers and built on medium duty truck chassis, these buses are designed for tours and sightseeing with large viewing windows and climate controlled interiors, Riders will enjoy not only a safe but comfortable ride in a well equipped vehicle. All vehicles have rear luggage storage or have luggage racks inside the primary cabin. Luggage space is designed to accommodate oversized luggage as well as standard luggage and personal bags. SCT limits the storage of luggage onboard to when the rider is being transported on our vehicles and must be removed upon reaching their destination. Luggage storage during the arrival and departure of cruise ships, trains, coach services etc. is the responsibility of each individual rider and not SCT. Currently the age and capacity of vehicles that are in rotation are as follows: Model Year Capacity ADA Compliant Ford F-550 2013 24 pax or 17 pax + 2 Yes ADA pax Ford F-550 2015 24 pax or 17 pax + 2 Yes ADA pax Ford E-450 2012 24 pax No Ford E-450 2012 24 pax No 3 158 PO BOX 2031 4 Seward, AK - 99664 „n� , P. 907-231-5773 �eward CAit ours Customer Service SCT was started in 2017 and initially offered historical city tours as well as comprehensive orientations of Seward, AK. The business model emphasizes customer service as a part of a complete Seward experience. Great satisfaction begins with the first greeting of each guest and continues by providing a clean, safe, comfortable vehicle and driver/guide who is both knowledgeable and friendly. SCT extends this same effort to provide customer satisfaction to our riders on the shuttle. For visitors of Seward to enjoy their trip they should expect the same effort for their simple local transportation needs. SCT hires locally when possible as the knowledge and experience of locals is invaluable to meeting our customer service goals. When hiring out of state, SCT finds individuals who are excited to be in Alaska and eager to learn about Seward and the surrounding area so that they can be a resource to summer riders who are eager to explore Seward. Ongoing Emprovements While not required or specified in the request for proposal, SCT has made additional efforts to improve the transportation service. SCT leases space in the Dale Lindsey Cruise Ship Terminal and has a physical booth that we keep manned during busy cruise ship days. The booth provides information about the shuttle service and answers questions. SCT has also improved the signage down at the cruise ship terminal to help guide and limit confusion during busy embarkation and disembarkation. This is an area that needs additional signage and SCT is continually working with Alaska Railroad terminal staff on this subject. 4 159 i PO BOX 2031 Seward, AK 99664 �'�� ��\ P. 907-231-5773 OSeward City Jours SCT intends to add a third ADA compliant vehicle to the fleet so that all vehicles in the shuttle rotation are able to offer this service. We intend to provide this additional vehicle before the end of the three year contract. Finally, SCT is currently working with mixed media companies to develop an online site/app that will allow riders to see where vehicles are in real time. Currently in the discovery phase, SCT is providing the necessary information and funding to begin this project with the hopes that riders will be able to scan a QR code at any of the shuttle stops and be able to better identify where the next shuttle is in relation to the existing stop. The list of additional features are endless and cost reliant but could include identifying which vehicles are ADA compliant, what the expected wait time is in minutes and seconds, and points of interest in relation to each individual stop. State License # 1051729 State Corporate Entity # 10055230 KPB Tax# 203193 EIN # 82-10575777 5 160 jmnk City of Seward Business License 4„ PO BOX 167, Seward, AK 99664 i No. ABL-348 ISSUED: November 29, 2022 EXPIRES: December 31, 2023 • LICENSE: SewardCityTours, LLC PO Box 2031ly Seward,AK 99664 s 1 '`ffr PHYSICAL LOCATION: Site Specific BUSINESS TYPE: Other Sightseeing bus tours THIS LICENSE MUST BE POSTED IN A CONSPICUOUS PLACE AT THE LOCATION. THIS LICENSE IS NOT TRANSFERRABLE OR ASSIGNABLE. ISSUED BY THE OFFICE OF THE CITY CLERK 907-224-4046 161 0) C'4 k 43) § j J 2 } E CL 0 .> . ❑ / S ./ f 0 -0 m =_ _ 2 C% \ ƒ o °3 0 UJ f co / / � / \ .\ \ 7 e \ 6 \ / \ $ � / 2 ƒ o k ƒ / g 6 '§ cn o % ± CL \ # \ ) � } / w c = a « & S E —0 # % ® \ 7 0 / / 7 w / t E O § / 2 0 \ 0 A \ ° a \ ° _ 3 \ ) ƒ 0 C) \ % 2 \ c \ © k ® E [ / \ \ _ \ $ ® c) co / \ 3 / @ / b E 0 0 / f / f / \u 0 E yE k / % \ \ m2 \ \ o @ g n » E E -0 \ ƒ a $ ® E \ ® n S ± j 0 k k / 0 ± � # 2 — Jo % ic E \ 0 § � S7 SE o » \ k \ / 10< E .� o < [ s \ Q n E .g E 2 0 2 � \ o eo e :tf O � « ,\ 162 If SINGLE MEMBER LLC AUTHORIZATION RESOLUTION 1,Jonah Swiderski, certify that I am the Sole Member of SewardCityTours,a Limited Liability Company ("LLC") organized under the laws of Alaska,Tax identification Number 82-1057577, and that the resolutions on this document are true and correct copy of resolutions adopted at a meeting of the Sole Member of the LLC held on March 18, 2023. BE IT RESOLVED THAT, said LLC desires that the undersigned Sole Member of the LLC is authorized to: (1) Enter into a contract for the purposes providing transportation services to the City of Seward. (2) Endorse any legal documents pertaining to SewardCityTours, LLC. BE IT RESOLVED THAT,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 LLC hereby certifies that he is the only individual with significant responsibility for managing the LLC and he has provided necessary information to the City of Seward. BE IT RESOLVED THAT, this resolution shall continue to have effect until express written notice or its rescission or modification has been received by the City of Seward.Any revocation, modification or replacement of a resolution must be accompanied by documentation satisfactory to the City of Seward, establishing the authority for the change. BE IT RESOLVED THAT, should the LLC change entity form or ownership, the undersigned shall prompt notify the City of Seward in writing. Signature: Name: lonah Swiderski Title: Owner Dated: March 18, 2023 163 Non-Collusion Affidavit The undersigned Respondent, having fully informed themselves regarding the accuracy of the statements made herein certifies that: (1) the Respondent developed the proposal independently and submitted it without collusion with, and without any agreement, understanding, or planned common course of action with any other entity designed to limit independent bidding or competition,and (2) the Respondent, its employees and agents have not communicated the contents of the proposal to any person not an employee or agent of the Respondent and will not communicate the proposal to any such person prior to the official opening of the proposal. The undersigned Respondent further certifies that this statement is executed for the purpose of inducing the City of Seward to consider the proposal and make an award in accordance therewith. i. L - o LLB. PL9 64 'b3I f iA'A_" iV k Name Propos -/Firm Business4re Title Date Prirntcd Name of Title Person Subscribed and sworn to me this day of _2U Non-Collusion AffidavitRFP-Seasonal Transportation Services February 21, 2022 164 SEWALLC-02 KDENISON A`O�RO CERTIFICATE OF LIABILITY INSURANCE [f3/2 (MMIDDIYYYYI 1/2023 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER.THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S),AUTHORIZED REPRESENTATIVE OR PRODUCER,AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED,the policy(ies)must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy,certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME; Hub International Northwest LLC PHONE FAX 480 W.Tudor Road (Arc,No,Ext):(907)258-6240 (Arc,No): Suite 100 A DRIES :Now.Anchoragepolicy@hubinternational.com Anchorage,AK 99503 INSURERS AFFORDING COVERAGE NAIC# INSURER A:Northfield Insurance Company 27987 INSURED INSURER B:National Interstate Insurance Co 32620 Seward City Tours,LLC INSURER C:Markel Insurance Company 38970 PO Box 2031 INSURER D Seward,AK 99664 INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES.LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR ADDL SUBR POLICY EFF I POLICY EXP LTR TYPE OF INSURANCE IN POLICY NUMBER MM1DDfYYYYI I(MMIDDNYYYI LIMITS A. I X COMMERCIAL GENERAL LIABILITY I EACH OCCURRENCE $ 1,000,000 CLAIMS-MADE X OCCUR .WS521367 6124/2022 5/24/2023 DAMAGE TO RENTED 100,000 X PREMI E Ea occurrence $ MED EXP(Any one person) $ 6,000 i PERSONAL&ADV INJURY $ 1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 X- POLICY n JE � LOC PRODUCTS-COMPIOP AGG $ 2,000,000 OTHER: $ B AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT 5,000,000 .. Ea accident $ ANY AUTO ALF5450129-02 5/24/2022 5124/2023 BODILY INJURY Perperson) $ OWNED SCHEDULED AUTOS ONLY X AUTOS yA�J p BODILY INJURY Per accident $ AUTOS ONLY AUTOS ONLY PPeOraocldentDAMAGE $ $ UMBRELLA LIAB OCCUR y EACH OCCURRENCE $ EXCESS LIAO CLAIMS-MADE AGGREGATE $ DED " RETENTION$ �i $ C WORKERS COMPENSATION X PERSTA OR H Y "AND EMPLOYERS'LIABILITY - 1,000,000 ANY PROPRIETORIPARTNERIFXFCUFI I'IVE ❑ MWC014972004 5/23/2022 5/23/2023 E.L.EACH ACCIDENT $ % CERIMEMBEREXCLUDED? NIA (Mandatory in NH) E.L.DISEASE-EA EMPLOYEE $ 1,000,000 If yes,describe under 1,000,000 DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ i DESCRIPTION OF OPERATIONS r LOCATIONS/VEHICLES (ACORD 101,Additional Remarks Schedule,may be attached if more space is requiredl City of Seward is listed as Additional Insured with regards to the General Liability policy CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Seward THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. PO Box 167 Seward,AK 99664 AUL THORIZED REPRESENTATIVE ACORD 25(2016103) ©1988.2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD Proposal Price Company Name: SewardCityTours, LLC. Street Address: 32981 Myrtlewood Circle Seward, AK 99664 Mailing Address: PO BOX 2031 Seward, AK 99664 Telephone: 907-231-5773 Project Name: Seasonal Transportation Services Contract Total Proposal Price: $827,280.00 The above Proposal Price includes the following: -All services described in the bid packet based on the provided cruise ship schedule. If additional hours are required, or the cruise ship schedule has unexpected changes, additional charges will be incurred at a rate of $80/hr. -Payment terms: 25% of total Proposal Price ($206,820.00) due thirty days after the execution of contract with the City of Seward. The remaining balance ($620,460) to be billed in four installments ($51,705.00/payment) during operating months (June, July, August, September) of each contract year (2024,2025,2026). Company Name SewardCityTo_-urs,_LLC Title Owner Printed Name Jonah Swiderski Date March 18, 2023 Signature 4ZXVA_' 166 a� REQUEST FOR PROPOSAL SEASONAL TRANSPORTATION SERVICES FOR CRUISE SHIP PASSENGERS March 7, 2023 City of Seward PO BOX 167 Seward,Alaska 99664 Contracting Officer Jason Bickling, Community Development Director Phone: 907-224-4048 abicklingkcityofseward.net Announcement: February 21,2023 Solicitation of RFP: March 7,2023 Last Day to Submit Questions/Clarifications: March 14,2023 @ 3:OOpm Proposals Due: March 21,2023 @ 3:OOpm City Clerk's Office Public Opening: March 21,2023 @ 3:OOpm City Clerk's Office Proposal Evaluation March 23,2023 @ 1:OOpm Seward City Council Chambers 167 Table of Contents ADVERTISEMENT FOR PROPOSALS 1 PROJECT OVERVIEW 2 PROPOSAL INSTRUCTIONS 4 - SIGNATURE REQUIREMENTS - MODIFICATION AND WITHDRAWAL OF PROPOSAL - ALASKA HIRE - CORRECTIONS - AWARD OF CONTRACT - DISQUALIFICATIONS OF PROPOSALS - REJECTION OF PROPOSALS - CONTRACT AND WARRANTY - SUBMITTING MORE THAN ONE PROPOSAL - DEFAULTING PROPOSAL - PROPOSAL ERROR AND OMISSIONS - ANTICIPATED SCHEDULE PROPOSAL OFFERING FORM 6 TERMS AND CONDITIONS 2.1 INDEMNIFICATION 7 2.2 LICENSES 7 2.3 NEWS RELEASE 7 2.4 DISPOSITION OF PROPOSALS 7 2.5 INSURANCE REQUIREMENTS 7 2.6 SIGNING 8 2.7 CHANGES IN SCOPE 9 2.8 CANCELLATION OF THE AWARD 9 2.9 CONFIRMATION 9 2.10 EXAMINATION OF CONTRACT DOCUMENTS 9 2.11 EXAMINATION OF TRANSIT ROUTE AND TERMINAL SITES 10 2.12 EXAMINATION OF RIDERSHIP AND CRUISESHIP SCHEDULES 10 2.13 CONFIDENTIALITY 10 168 2.14 PROPOSAL FORMAT AND CONTENT 10 2.15 QUESTIONS RECEIVED PRIOR TO OPENNG PROPOSALS 11 2.16 ADDENDA 11 2.17 PROPOSER QUALIFICATIONS/SUBMITTAL REQUIREMENTS 11 2.18 PROPOSAL EVALUATION CRITERIA 12 2.19 SELECTION PROCESS 13 2.20 BID BOND 13 2.21 CLAIMS AND DISPUTES 14 Appendix Documents A. Shuttle Maps B. 2022 Cruise Ship Dockings(Actual) C. 2023 Cruise Ship Dockings(unconfirmed and incomplete) D. SAMPLE Professional Services Agreement E. ADA Standards F. Non-Collusion Affidavit 169 PUBLIC NOTICE Request for Proposals City of Seward, Seward Alaska The City of Seward,Alaska requests proposals for A SEASONAL TRANSPORTATION SERVICES CONTRACT DESCRIPTION OF WORK: The City of Seward is requesting proposals from qualified proposers to provide transportation services to cruise ship passengers, other visitors and the public,between the Seward Cruise Ship Port, the Alaska Railroad Seward Depot,the downtown business district,and the Seward Boat Harbor during the 2024-2026 summer tourism seasons (Cruise Ship Schedule TBA: early May—late Sept). Proposal requirements may be examined and are available beginning March 7, 2023 by contacting Community Development Director Jason Bickling at 907-224-4048 or abicklingkcityofseward.net. Sealed written responses must be delivered in person or by courier service to the City Clerk's Office. Proposals must be received no later than 3:00 p.m. on March 21, 2023. The public opening will be at 3:00 pm on March 21, 2023 in Council Chambers. Late proposals will not be accepted. Faxed or electronically submitted proposals will not be accepted. All questions relating to the proposal process should be directed to the Community Development Office at (907)224-4048 or abicklingkcityofseward.net. Each envelope shall be clearly marked with: "RFP FOR A SEASONAL TRANSPORTATION CONTRACT." Sealed proposals must be received prior to 3:00pm ON MARCH 21,2023. The selection of a qualified contractor will be at the sole discretion of the City of Seward,and the City reserves the right to reject any and all proposals or not to award a contract if deemed in the best interest of the City. This solicitation does not commit the City of Seward to pay any cost incurred in the preparation of the proposal or to award any contract. Dated this 215t day of February,2023 Jason Bickling, Community Development Director Posted 2/21/2023 Post Office City Hall Harbormaster Office Library Seward Journal 02/21/2023 170 PROJECT OVERVIEW The City of Seward intends to continue to provide seasonal transportation system for passengers of cruise ships and other visitors to the City of Seward between the Dale Lindsey Cruise Ship Terminal,the Alaska Railroad Depot, and city commercial districts for the 2024-2026 Cruise Ship Seasons (from mid-May through the end of September with the possibility of additional days for outlying late ship days).The length of this contract would be 3 years with the option of two 3-year extensions. This project is intended to facilitate the flow of visitors around the City of Seward during the 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. Transportation shall be by bus, shuttle, trolley, carriage,or other similar transportation vehicle (hereinafter"coach" or"coaches"). Three components comprise the transportation services: the base transportation route, the secondary transportation route, and ground support. The base transportation route shall start at the Seward Cruise Ship Port and follow a loop through the city that includes stops at the Alaska Railroad depot, Seward Military Resort, Seward Chamber of Commerce, Kawabe Park,the Alaska Sea Life Center,the downtown business district,Seward Boat Harbor,and returns to the Seward Cruise Ship Port.The transit route shall be as follows:beginning at Port Avenue Dale Lindsey Cruise Ship Terminal travel west, stop at the Alaska Railroad Depot, turn right from the Depot traveling west to turn right(north)on Third Avenue to make the farthest north stop at the Seward Military Resort on Dimond Ave,rejoining Third Avenue traveling south to the Seward Chamber of Commerce Visitor Center, then south along Third Avenue and turning left onto Port Avenue,then right on Fourth Avenue,then right on C Street,then left onto Third Avenue traveling south to Adams Street,turn left onto Adams Street, stop at Kawabe Park bus stop,traveling east on Adams Street turn right onto Forth Avenue and travel south one block and turn right onto Washington Street,then left on Third Avenue to end,turn left on Railway Avenue traveling east and stop at the Alaska SeaLife Center bus loading area, continue following Ballaine Boulevard,turn right on Fourth Avenue,stop at the City Harbormaster's Office bus loading area,continue north on Fourth Avenue, turn right on Port Avenue and end at the Dale Lindsey Cruise Ship Terminal. A map of the base transportation route is attached as Appendix A. The City reserves the right to make modifications to the stops as needed. The base transportation route schedule shall be from 8:00 a.m.until 7:00 p.m.on cruise ship days and 10:00 a.m. to 7:00 p.m. on non-cruise ship days and will run approximately every half-hour, seven days a week for the period stated above.(2022 Cruise Ship Dockings Appendix B;Tentative 2023 Cruise Ship Dockings Appendix C) Two transportation vehicles shall be required to be in operation at all times when a cruise ship is in the harbor, with at least one vehicle being ADA compliant (ADA Standards 49 CFR 38.21-29 Appendix E).Three or four vehicles may be needed if two or more cruise ships are in the harbor. Only one transportation vehicle shall be required to be in operation when there are no cruise ships in the harbor. Passengers shall be picked up and dropped off at pre-determined, designated areas along the transit route set forth above. Coach drivers must abide by City of Seward traffic patterns and obey traffic laws at all times. Stops at undesignated areas,"whistle stops" and any stops in traffic lanes are prohibited. City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 2 of 17 171 The supplemental transportation route consists of round trips between the Dale Lindsay Terminal and the Alaska Railroad Depot, and shall run from 8:00 AM until 10:00 AM and from 11:00 AM until 12:00 noon on days when cruise ships are docked at the Terminal. A single vehicle covers this route, and must have passenger and luggage capacity. The 8:00 AM -10:00 AM period is a peak demand time when most passengers are disembarking, and 11:00 AM-12:00 PM is a peak demand time as the Alaska Railroad Coastal Classic arrives and disembarks passengers.On high passenger count days an additional vehicle will be need to cover this route;on lower count days one of the two vehicles specified in the base transportation route may perform this function. High passenger count days are days where ships carrying more than two thousand passengers are docked. The third component is ground support.This service requires one person at the Dale Lindsay Terminal from 8:00 AM until 10:00 AM on high passenger count days. This person will coordinate with shuttle drivers, organize and direct passengers to the correct bus embarkation area according to their destination,and work with the terminal operator to minimize passenger waiting times and traffic congestion. The City recognizes that customer demand, cruise ship schedule changes and contractor experience will dictate potential in-season amendments to the schedule and route. Deviation from the proposed designated pick-up, drop-off areas and transit routes shall be permitted only with prior approval from the Contracting Officer. The successful proposer shall provide a sufficient number of coaches to meet demand and ensure the efficient movement of passengers without undue delay, skilled drivers with proper certification and necessary licenses necessary to fill the required schedules of operation, all fuel, supplies, and all other personnel considered necessary to meet and fulfill the terms of the Contract. The successful proposer will be responsible for the maintenance and care of each vehicle provided. The service provider will be responsible for working with the Contracting Officer to determine the best route to fit the schedule for operation, the needs of passengers, and fulfilling the daily ridership reports to City administration. City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 3 of 17 172 PROPOSAL INSTRUCTIONS Signature Requirements.All proposals must be signed. A proposal may be signed by an agent only if she or he is an officer of a corporation or LLC authorized to sign contracts on its behalf, a member of a partnership,or is properly authorized by a power of attorney or equivalent document.The name and title of the individual(s) signing the proposal must be clearly shown immediately below the signature. By signing the proposal, a proposer certifies that he/she or it is in compliance with: a)the laws of the State of Alaska; b) the applicable portion of the Federal Civil Rights Act of 1964; c) the Equal Employment Opportunity Act; d)the Americans with Disabilities Act of 1990; and e) all terms and conditions set forth in this RFP; and that the proposal submitted was analyzed, computed, and decided independently, without collusion, under penalty of perjury; and that the offer will remain open and valid for at least 60 (sixty)days from the date of opening of proposals. Modification/Withdrawal of Proposals. A responding proposer may withdraw a proposal at any time prior to the deadline for submitting proposals by delivering to the City written notification of its withdrawal, signed by the principal or an authorized representative of the proposer.The same responding proposer may submit a new proposal prior to the deadline for submitting proposals. Modifications offered in any other manner, oral or written will not be accepted or considered. A submitted proposal cannot be changed or withdrawn after the deadline for submission,except for modifications requested by the City of Seward. Alaska Hire. The selected proposer shall exercise positive efforts to hire Alaskan residents to the extent reasonably practicable. Corrections. The submitted proposal may not contain any erasures, interlineations or other corrections unless each such correction is suitably authenticated by affixing in the margin immediately opposite the correction,the signature of the person or persons signing the proposal. Award of Contract. The award of the Contract, if made by the City of Seward, will be made to the qualified,responsive,and responsible proposer submitting the successful proposal.The City of Seward will determine in its own discretion whether a proposer is responsive,responsible, and qualified to perform the Contract,and which proposal is in the best interest of the City of Seward, and will determine whether it is in the best interests of the City to accept a proposal.This proposal will be selected in accordance with these Instructions and Seward City Code Title 6 (Purchasing, Contracts and Professional Services). Disqualification of Proposers.The proposer shall submit non-collusion affidavits to the City from and by the proposer and all Subcontractors and Suppliers at time of submitting the proposal. If there is reason to believe that collusion exists among the proposers or between a proposer and another person or entity,none of the proposals of participants in such collusion will be considered. Rejection of Proposals. The City of Seward reserves the right in its sole and absolute discretion to reject any or all proposals,waive any informalities or irregularities in the procurement process, and/or not make an award if the City of Seward deems such action to be in the best interest of the City of Seward. City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 4 of 17 173 The City of Seward also reserves the right to reject any proposal which is non-responsive, incomplete, obscure, or irregular; any proposal which omits a price on any one or more items for which prices are required; any proposal in which unit prices are unbalanced in the sole opinion and discretion of the City of Seward; and any proposal from proposers who have previously failed to perform properly or to timely complete contracts of any nature. Contract and Warranty.A sample contract which the successful proposer shall be required to execute is included in the Contract Documents and must be carefully examined by the proposer prior to submitting a proposal. The Contract shall be executed in duplicate originals. Proposers Interested in Submitting More Than One Proposal. No person, firm, or corporation shall submit more than one proposal for the same work. A person or business entity that has submitted a "sub- proposal" to a proposer,or that has quoted prices or materials to a proposer,is not thereby disqualified from submitting a"sub-proposal" or quoting prices to other proposers or from submitting a prime proposal. Defaulting Proposer. If any proposer whose proposal is accepted, fails neglects or refuses to furnish the required worker's compensation and or other insurance certificates or policies,or to execute the Contract in a timely manner, such proposer shall not be awarded the Contract, and or shall be declared in default. The City may then utilize the selection criteria defined in the Contract Documents to select another successful responsive proposer and deliver a notice of acceptance of proposal to an alternate proposer. Proposer's Errors and Omissions. A proposer's claim of error in its proposal will not be considered by the City unless such claim is made to the City in writing within twenty-four(24) hours after the deadline for submitting proposals, together with all supporting evidence of the claim, including cost breakdown sheets. Relief may be granted only at the City's discretion, and in such event only for clerical errors. ANTICIPATED PROJECT SCHEDULE MILESTONES Announcement: February 21,2023 Solicitation of RFP: March 7,2023 Last Day to Submit Questions/Clarifications: March 14,2023 @ 3:00pm Proposals Due: March 21,2023 @ 3:00pm City Clerk's Office Proposal Evaluation March 23,2023 @ 1:00pm Seward City Council Chambers City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 5 of 17 174 PROPOSAL OFFERING FORM In compliance with this Request for Proposal, the undersigned acknowledges that I have read and understand all the conditions imposed herein and offer and agree to furnish the services in accordance with the information furnished below. Name of Firm: Address: City: State: Telephone: Federal ID: State D: Name: Signature: Title: Date: City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 6 of 17 175 Section 2 TERMS AND CONDITIONS By submitting a proposal, Contractor agrees to the following terms: 2.1 Liability and Indemnification To the fullest extent permitted by law, the Contractor shall defend, indemnify and hold harmless the City, its officers, and employees from and against any and all loss, expense, damage, claim, demand,judgment,fine,charge,lien,liability, action,cause of action, or proceedings of any kind whatsoever (whether arising on account of damage to or loss of property, or personal injury, emotional distress or death) arising directly or indirectly in connection with the performance or activities of the Contractor hereunder, whether the same arises before or after completion of the Contractor's operations or expiration of this Agreement or Contract, except for damage, loss or injury resulting solely from the City's gross negligence or willful misconduct. 2.2 Licenses The successful Contractor shall have and maintain all required local, state and federal licenses, including a valid State of Alaska Business License,meet all local, state, and federal codes, and if a Corporation or Limited Liability Company, must be registered in Alaska. In addition, the Contractor must provide a Kenai Peninsula Borough Tax Compliance Certificate prior to the issuance of the Notice to Proceed. A City of Seward Business License is required prior to award of contract. 2.3 News Release News releases pertaining to the award resulting from the RFP shall not be made without prior written approval of the City of Seward. 2.4 Disposition of Proposals All materials submitted in response to this RFP become the property of the City of Seward and will become public record after the evaluation process is completed and an award decision made. Responses to this RFP will not be open for public review until the City of Seward decides to pursue a contract and that contract is awarded. 2.5 Insurance Requirements. The following are minimum standards. I . Workers' Compensation Insurance: A. Statutory Compensation Coverage B. Coverage B Employers Liability with limits of not less than: • $100,000 Bodily Injury by Disease per Employee City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 7 of 17 176 • $500,000 Bodily Injury by Disease Aggregate • $100,000 Bodily Injury by Accident 2. Automobile Liability Insurance: A. Minimum Limits of Liability: • $1,000,000 Limit B. Coverages: • Owned Automobile,if any • Non-Owned Automobile • Hired Automobile 3. General Liability Insurance: A. Minimum Limits of Liability: • $1,000,000—Per Occurrence • $1,000,000—Annual Aggregate • $1,000,000—Annual Aggregate applying to Products/Completed Operations B. Coverages: • Premises and Operations Bodily Injury and Property Damage • Personal&Advertising Injury • Blanket Contractual • Products and Completed Operations Named as Additional Insured: The City of Seward and its employees. The additional insurance coverage is limited to insured claims arising out of the Contractor's negligence or the negligence of those for whom the Contractor is responsible, excluding coverage for the Additional Insureds' separate or independent negligence. The Contractor shall procure and maintain during the life of this Agreement, Commercial General Liability Insurance on an "occurrence basis" with limits of liability not less than $ 2 Million per occurrence and $2 Million aggregate combined single limit, personal injury,bodily injury and property damage. Contractor's policy(ies) shall be primary insurance to any other valid and collectible insurance available to the Owner and all Insured Parties with respect to any claim arising out of this contract. The Contractor will provide Owner and all Insured Parties with thirty (30) days advance written notice of cancellations,non-renewals or deduction in limits or coverage or other material change. Contractor is responsible for payment of insurance deductibles. If Contractor is self-insured, a Certification of Self-Insurance must be attached. 2.6 Signing No agreement shall be binding upon the City until the Contract has been completely signed by the successful Contractor and, following approval by the City Council and the City Manager. Failure City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 8 of 17 177 to sign and return the required Contract, together with all proof of insurance and documentation required by the Contract in a timely manner,may be just and sufficient cause for the cancellation of the award. The City may require execution of a form verifying the signatory's authority to execute the document. 2.7 Changes in Scope The Owner may at any time, by written order, make changes within the general scope of this Contract in the work and service to be performed.If any such changes cause an increase or decrease in the Contractor's cost of,or the time required for,the performance of this Agreement,an equitable adjustment shall be made, and the Contract modified in writing accordingly. If the Owner and Contractor fail to agree upon this adjustment to be made, the Owner reserves the right to solicit bids from other vendors for the performance of the additional work. 2.8 Cancellation of the Award The City reserves the right to cancel the award at any time before the contract has been fully signed by all parties. 2.9 Confirmation Any proposer who desires confirmation that its proposal has been received by the City Clerk shall submit with its proposal a separate acknowledgement of receipt for the City Clerk to initial and stamp with the date and time received, and shall print or type the name,position and telephone or fax number of the person who will accept, at the proposer's expense, a faxed or emailed confirmation of receipts. The City will not confirm receipt of a proposal in any other manner. 2.10 Examination of Contract Documents It shall be the responsibility of the proposer to prepare its proposal consistent with the City of Seward Agreement for Season Transportation Services for Cruise Ship Passengers RFP. The proposer,whether individual,joint venture,corporation or LLC, should carefully examine the Agreement. Concerns about possible ambiguities,contradictions or defects in the form of contract,must be made in writing and received by the Contracting Officer at least seven(7)days before the deadline for submitting proposals. This will allow time to issue any necessary amendments. It will also help prevent the opening of a defective solicitation and exposure of a proposer's bid. Protests based on any omission or error,or on the content of the solicitation,will not be allowed if these defects have not been brought to the attention of the Contracting Officer, in writing, at least seven(7)days before the deadline for submitting proposals. The proposer should become fully aware of the nature of the work and the conditions likely to be encountered in performing the work. If a Proposer finds a discrepancy,error,or omission in this document they are instructed to contact the Contracting Officer listed on the cover page,who will send written clarification to all prospective Proposers and posted on the City of Seward website. All City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 9 of 17 178 questions must be submitted to the Contracting Officer in writing via e-mail: jbickling@cityofseward.net,by the deadline listed on the cover page of this document. All answers will be issued in writing. 2.11 Examination of the Transit Route and Terminal Sites The proposer shall be responsible for examining the site of the proposed transportation route and terminal sites to fully investigate and acquaint himself or herself with all conditions relating to the work and labor, so that she or he may fully understand the full circumstances, accessibility, difficulties,and other conditions and restrictions pertaining to the execution of the work under this Contract. There is no pre-proposal conference or site(s)visit with City personnel planned. 2.12 Evaluation of Ridership and Cruise Ship Schedules It shall be the responsibility of the proposer to familiarize himself or herself with the Seward summer tourism industry and Seward cruise ship schedule for the summer 2024 season so that she or he may fully understand the full ridership needs pertaining to the execution of the work under this Contract.A copy of the summer 2022 cruise ship dockings is attached as Appendix B.A copy of the tentative summer 2023 (Incomplete and Unconfirmed) cruise ship schedule is attached as Appendix C.A 2024—2026 cruise ship schedule is not available,but the successful proposer will be expected to provide service for the entire cruise ship season. 2.13 Confidentiality Confidentiality of Proposals is governed by Seward City Code § 6.10.330.The City cannot assure that the contents will not inadvertently become public or be disclosed to other proposers prior to issuance of a Notice of Intent to Award.If the proposer includes proprietary information,it should be packaged separately in a sealed envelope marked as"Proprietary Information." If requested,the proposer shall defend the proprietary nature and non-release of such marked material. After the Notice of Intent to Award of the contract has been issued, all proposals will become public information. Regardless,the bid amounts will be public information. 2.14 Proposal Format and Content Proposals must be prepared in a clear and concise manner, describing, and demonstrating the proposer's ability to satisfy the requirements of this RFP. Emphasis should be concentrated on: 1. Conformance to the RFP instructions. 2. Responsiveness to the RFP requirements. 3. Completeness and clarity of content. City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 10 of 17 179 2.15 Questions Received Prior to Opening of Proposals All questions must be in writing and directed to the Community Development Director. The request must be received no less than seven(7)days prior to the deadline for submitting proposals (March 14,2023)no later than 3:00pm,requesting an interpretation or correction.The Community Development Director will determine if an addendum is required.A return email and contact name and number must be identified and included on all written questions. All questions from prospective proposers, and the corresponding responses,will be emailed to all who have asked to be placed on the bidder's list. 2.16 Addenda No oral change or oral interpretation of any provision contained in this RFP is valid whether issued during a conference or in other contexts or circumstances,unless confirmed in a written addendum. Written addenda will be issued when changes, clarifications or amendments to the proposal documents are deemed necessary by the Contracting Officer. If an amendment is issued,it will be in the form of an addendum and provided to all parties who were sent a copy of the RFP. The City will issue addenda by email.The City will take all reasonable measures to ensure that all recipients of RFP's receive addenda;however,potential proposers shall be responsible for ensuring they have, by the time of proposing,received all addenda.Respondents shall be required to confirm in writing, that they have received all addenda,when submitting their proposals.The City of Seward will not be responsible for any explanations or interpretation of the contract in any form except written Addenda. 2.17 PROPOSER QUALIFICATIONS AND PROPOSAL SUBMITTAL REQUIREMENTS To achieve a uniform review process and obtain the maximum degree of comparability, it is required that both Part One and Part Two of the proposals be organized in the manner specified. Proposals shall not exceed twenty-five (25) pages in length, excluding letter of transmittal, title page,index,letters of reference,resumes and table of contents or dividers. One page is defined as one side of a single-lined typed 8 x I V piece of paper. All proposals shall contain the following information: Proposal Package (Part One): 1.Detailed information pertaining to Section 2.18. 2.Valid Alaska business license number,expiration date,type of business 3. A City of Seward business license (available on the City's website) and Kenai Peninsula Borough registration to collect sales tax is required at the time of executing a contract with the City. 4. Corporate or LLC resolution authorizing the signature of commitment to the proposal. 5. Non-Collusion Affidavit(Appendix Document F) City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 11 of 17 180 Proposal Documents(Part Two): 1. The total proposal price. 2.Acknowledgement of addenda-if any. The Proposal Package and the Proposal Information shall be submitted in separate sealed envelopes clearly marked as "Proposal-Part One" and "Part Two. 2.18 PROPOSAL EVALUATION CRITERIA Evaluation and scoring of the proposals will be performed by a group of individuals representing the City of Seward. The City of Seward reserves the right to request oral interviews. The proposer with the highest total combined score may be invited to enter into final negotiations with the City of Seward for the purpose of the contract award. Proposals from proposers deemed responsible according to the factors set forth in Seward City Code section 6.10.135 will be graded according to the following criteria: Proposers will be graded according to the following criteria: Experience 30% Safety Record Information 10% Equipment Spec: Age, Quality, Condition, Capacity,ADA 20% Pricing Structure 30% Completeness of Application 10% A. Experience (30%) The proposer shall specifically cite their experience and operating history in the transportation industry. The proposer shall specifically cite any work of similar nature performed in the State of Alaska. The proposer shall provide evidence of personnel trained and experienced in commercial transportation services and having at least 2 (two)years' experience in the transportation and/or tourism industry. B. Safety (10%) Evidence of appropriate training and licenses are required, and safety records for the past three years will be considered. C. Equipment Spec:Age, Quality,Condition,Capacity,ADA (20%)The proposal shall include a detailed description of all vehicles and equipment necessary for providing the transportation services, specifying the vehicle year,make and model, and condition. The proposal shall describe maximum passenger capacity for each vehicle, and whether the vehicle meets ADA accessibility standards. The City desires to welcome all individuals and reduce barriers. A description should City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 12 of 17 181 be provided to discuss vehicle ability to carry or store luggage. Passengers should be able to bring their luggage aboard the vehicle or be offered an alternative means to transport their luggage between the Dale Lindsey Cruise Ship terminal and Alaska Railroad Depot. Additionally, if necessary, the successful proposer will need to provide a mechanism to store passenger luggage during arrival and departure intervals. The information provided shall disclose any corporate branding plans and/or plans to promote affiliated and/or unaffiliated businesses through advertising inside and outside of the vehicle. Describe how the vehicle will be marked and any wraps,themes and other descriptive, decorative or artistic features of the coaches used to clearly identify for the public the transportation service being provided. D. Proposal Price (30%) Price will be evaluated separately from the information in the Proposal Qualification Package.The proposal price shall be provided in a separate,sealed envelope labeled, "Proposal Information." Each proposer shall submit a proposal price that includes the total cost to complete the entire scope of the project. E. Completeness of Application (10%) The proposal will be complete and directions followed. 2.19 SELECTION PROCESS Each evaluator will add the point-values to arrive at a total score for each responsible proposer. The total score which each evaluator awards to a proposer will be added together to arrive at a total combined score (the sum of total scores by all evaluators) for each proposer. The City of Seward will make the final decision in its sole and absolute discretion as to selection of the Contractor.The City reserves the right to terminate negotiations with any proposer should the City of Seward decide it is in the City's best interest to do so. The City of Seward also reserves the right to reject any and all proposals 2.20 BID BOND Bids shall be accompanied by a bid bond from a surety company selected by the bidder,which is legally authorized to do business in the State of Alaska in the amount of$10,000. In lieu of a bid bond, a bidder may furnish a certified check or cash escrow in the face amount required for the bond. Such bid bond shall be submitted with the understanding that (1) it shall guarantee that the bidder will not withdraw his bid for 60 days following the opening of bids, and (2) if its bid is accepted,it will enter into the Contract with the City.Bid bonds will be returned to all bidders after the City and the selected bidder have executed the contract and the Payment and Performance Bond has been delivered to the City. City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 13 of 17 182 2.21 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. APPENDIX DOCUMENTS A. Transportation Route Map/Locations of stops on Route B. 2022 Cruise Ship Schedule C. 2023 Cruise Ship Schedule (not confirmed—additional trips pending) D. Sample Professional Services Agreement E. ADA standards 49 CFR 38.21-39 F. Non-Collusion Affidavit City of Seward Instructions to Proposer Transportation Services for Cruise Ship Passengers Page 14 of 17 183 Payment Funding Dates Adjusted: 25% Down Payment of$206, 820 for 2023 -2026 Contract %2 due 30 days after approval - $103,410 %2 due October 1, 2023 - $103,410 Invoiced 30 days prior Reasons for deposit prior to contract commencement: • Guarantee of service in order to hire drivers -we can pay them a stipend if for some unforeseen reason the contract gets canceled unexpectedly • Maintenance and repairs prior to the season. In 6 years of operation we have not had one day of disrupted service. This is largely due to extensive maintenance on the vehicles prior to the season beginning. In 2022 we spent$70K on repairs and maintenance on the fleet • We are committed to adding an ADA vehicle to the fleet for this contract. This way all vehicles regularly servicing the Free Shuttle Contract will be ADA vehicles. Inventory is extremely limited and if we find the right vehicle we will have to move on it before the start of the season. • For 2024 we will be updating our service to have the current QR code show guests in real time where the buses are - this is something the shuttle service has never been able to provide to riders during the summer months. We do not require an app download to do this. Development of the software and program require months of work prior to launch to ensure functionality. Payment for these developments will come from the funds provided by the down payment Our winters are spent actively improving our fleet and services. Service contracts for the Free Shuttle are greatly improved when we are able have additional funds from an upcoming contract to help facilitate these improvements. 184 Professional Services Agreement with Seward City Tours, LLC for Seasonal Transportation Services and Related Services This AGREEMENT, made and entered into this th day of , 2023 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, a limited liability corporation authorized to do business in Alaska, with offices located at 32981 Myrtlewood Circle, Seward, Alaska, 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 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 A — Seward City Tours, LLC proposal Exhibit B — City's request for proposals dated March 7, 2023 (collectively, "RFP"). 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 all mean the City of Seward, Alaska. 1.4 "Contracting Officer" shall mean Assistant City Manager, and include any successor or authorized representative. Page 1 of 10 185 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 downtown business district and the Seward boat harbor in Seward, Alaska as further described in the RFP issued by the City of Seward on March 7, 2023. 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. 3 year contract total is $827,280.00 ($275,760 per year) Payment Terms: 25% of total proposal price ($206,820) due October 1, 2023. The remaining balance ($620,460) to be billed in four installments ($51,705.00/payment) during operating months (June, July, August, September) of each contract year (2024, 2025, 2026). If additional hours are required, or the cruise ship schedule has unexpected changes, additional charges will be incurred at a rate of $801hr. 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 7, 2023 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 early May 2024, and running the entire 2024, 2025, and 2026 tourist seasons (May 1 —September 30), concluding at the end of the tourist season 2026 cruise ship schedule, or other date agreed to by both parties pursuant to section 26.2 of this agreement. Page 2 of 10 186 6.0 PERSONNEL/ORGANIZATION 6.1 Key Personnel. Work and services provided by the Contractor will be performed by: Jonah Swiderski and Yen Ly 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. 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 required 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 the first cruise ship docking, 2024, Contractor shall pay as liquidated damages and not as penalty $ 500 per day for each day after the first cruise ship docking, 2024 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 Page 3 of 10 187 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, are extended to the Contractor while completing the terms of this Agreement. The Contractor shall carry adequate (commercially reasonable coverage levels) insurance covering Workers' Compensation, general commercial liability, automobile liability, professional 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 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 an additional insured thereunder as respects liability arising out of or from the work performed by Contractor of City of Seward. The Contractor shall procure and maintain during the life of this Agreement, Commercial General Liability Insurance on an "occurrence basis" with limits of liability not less than $ 2 Million per occurrence and $ 2 Million aggregate combined single limit, personal injury, bodily injury and property damage. b. Contractor shall procure and maintain during the life of this Agreement Professional Liability- Errors and Omissions Insurance on an "occurrence basis" with limits of liability not less than $1,000,000 per occurrence. c. Contractor shall procure and maintain during the life of this agreement, Motor Vehicle Liability Insurance, including no-fault coverage with limits of liability not less than $1,000,000 per occurrence combined with single limit Bodily Injury and Property Damage. d. Insurer waives all rights of subrogation against City of Seward and its employees or elected officials. e. The insurance coverage is primary to any comparable liability insurance carried by the City of Seward. f. The following shall be Additionally Insureds, The City of Seward, including all elected and appointed officials, commissioners and employees. Page 4 of 10 188 g. City will be given thirty (30) days prior notice of cancellation or material alteration of any of the insurance policies specified in the certificate. Upon request, Contractor shall permit the City to examine any of the insurance policies specified herein. 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 amount and types of insurance provided by the contractor shall be as set forth in the RFP issued by the City on March 7, 2023, 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. 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. Page 5 of 10 189 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. 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 Page 6 of 10 190 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 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, Page 7 of 10 191 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 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 Page 8 of 10 192 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 30.0 PERSONAL GUARANTEE. The proposal was submitted by, and this contract is with, Seward City Tours, LLC. By submission of the Single Member LLC Authorization Resolution, Jonah Swiderski warranted that he had authority to bind the limited liability company. In consideration for the initial payment, prior to performance, of $206,820, by initialing this paragraph and signing below, Mr. Swiderski personally guarantees performance of this contract and bears responsibility for breach of the Agreement. Mr. Swiderski knowingly waives any common law or statutory defense that Seward City Tours, LLC, is the only responsible party in the event of breach and agrees to be personally liable for any debt or damages due to the City in the event of breach. The personal guarantee survives any dissolution or other change to the limited liability company and any assignment or transfer of this contract, unless the City expressly agrees, in writing, to release, amend or alter the personal guarantee. Initial Date ( � �. �, 0�)_3 IN WITNESS ZEREOF, the parties have executed this Agreement. City of Seward Seward City Tours, LC By: Norm Regis By: nah rski Title: Interim City Manager T' e: Owner Date: Date: kT-,� 021 2uz ATTEST: Brenda Ballou, MMC City Clerk Page 9 of 10 193