HomeMy WebLinkAboutResolution 2006-167 N.C.S. 09/18/2006 Resolution No. 2006-167 N.C.S.
of the City of Petaluma, California
RESOLUTION AUTHORIZING THE CITY MANAGER
TO APPROVE MODIFICATION AND RENEWAL OF THE
TOW FRANCHISE AGREEMENT AND INCREASE
THE ADMINISTRATIVE TOW FEE FROM $105.00 TO $140.00
WHEREAS, California Vehicle Code Section 12110(b) provides that a public entity may
require a fee in connection with the award of a franchise for towing vehicles on behalf of that
public entity, provided the fee does not exceed the amount necessary to reimburse the public
entity for its actual and reasonable costs incurred in connection with the towing program; and,
WItEREAS, changes to the Tow Franchise Agreement to modify the codified language
approved on August 4, 2003 must be adopted by resolution by the City Council; and,
WHEREAS, the modifications listed below are minor in nature and were agreed upon by
all parties to snake implementation effortless:
1. Old -Definitions Section 1 on page 1, the weight of the Class A tow truck is specified
as 10,000.
New -Weight classification change to 14,500 as the 10,000 lb classification is a one
ton truck and therefore underweight to tow regular vehicles.
2. Old -Definitions on page 2, quarter year meaning four three month periods.
New -Monthly-this deals with the billing cycle. The franchise operators actually
requested the change to monthly billing for ease of checking the billing.
3. Old -Allowed for 25 minutes in sections 4 and 5 of section 2(c) with an understood 5
minute grace period.
New -Changed to a 30 minute response time with no grace period.
4. Old -Allowed for bundling on Sweeps only.
New -Allows for bundling on Traffic accidents and removal multiple vehicles from
private property.
5. Old -Provision 3 in (f) (3) specifies a 25 minute response time with an understood 5
minute grace period.
New -Changed to a 30 minute response time with no grace period.
Resolution No. 200E-167 N.C.S. Page 1
6. Old -Provision 3 in (H) required submission of impound disposition sheets.
New -requires companies to maintain the information, not submit to PD.
7. Old -Section 4, provision (b)(1), the 30 day payment requirement in the codified
agreement is changed to:
New -billing will take place within 10 days of the end of the month.
8. Old -Section 4, provision (D), billing in the codified agreement is quarterly.
New -billing is changed to monthly
9. Old -Section 9, provision (B), meet and confer language to review TFA after 90 days
was eliminated.
New -language eliminated as it was designed to be a 90 day review and adjust
changes as needed and already codified in a previous Agenda Bill.
10. Old -Section 9, provision (o), the contractor contact has not been included.
New -This will be included on the individual contracts as they are signed by each
vendor.
WHEREAS, the City Council wishes to increase the Administrative tow fee to $140.00.
NOW, THEREFORE, BE IT RESOLVED, that the City Manager is hereby authorized
to execute the amended language to the Tow Franchise Agreement, a copy of which is attached
hereto and incorporated as Exhibit A.
Under the power and authority conferred upon this Council by the Charter of said City.
REFERENCE: I hereby certify the foregoing Resolution was introduced and adopted by the Approved to
Council of the City of Petaluma at a Regular meeting on the 18`~ day of September, ~ form
2006, by the following vote:~'_~~
City Attor
AYES: Mayor Glass, Harris, Healy, Vice Mayor Nau, O'Brien, Torliatt
NOES: None
ABSENT: None
ABSTAIN: None
,
( /
ATTEST:
City Clerk ayor
Resolution No. 2006-167 N.C.S. Page 2
EXHIBIT A TO RESOLUTION 2006-167 N.C.S.
CITY OF PETALUMA POLICE DEPARTMENT
ROTATION TOW LIST FRANCHISE AGREEMENT
This Agreement is entered into on between the CITY OF PETALUMA, a
municipal corporation and a charter city ("City"), and, ("Contractor")
(collectively "Parties").
RECITALS
WHEREAS, Contractor has applied to provide towing and storage service in connection with the
City's Rotation Tow Lists;
WHEREAS, Contractor has the necessary expertise, equipment and skill to provide tow services in
response to calls generated from the City's Rotation Tow Lists as set forth in this Agreement;
WHEREAS, the City is authorized to award a franchise for such towing services pursuant to
California Vehicle Code section 121 10, as may be amended from time to time, and pursuant to
the City Charter;
NOW THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged, the Parties agree as follows:
SECTION 1 -DEFINITIONS
"Bundling" means the practice of removing several vehicles from an area, as in the conducting
of a special project or sweep, and storing them as a group, generally near the area they were
removed from, until they can be transported to the Contractor's storage area.
"Communications Center" means the Petaluma Police Department's Communications Center.
"City-generated tows" means the towing of vehicles in response to calls generated from the
Rotation Tow Lists included under Section 2B of this Agreement.
"City Manager" means the City Manager of the City of Petaluma, or his or her designee.
"Class 'A' Tow Truck" means a tow truck which has a manufacturer's GVWR of at least 14,500
lbs.
"Class `B' Tow Truck" means a tow truck which has a manufacturer's GVWR of at least 19,501 lbs.
"Class `C' Tow Truck" means a tow truck which has a manufacturer's GVWR of at least 33,000
lbs. and is equipped with air brakes capable of providing and maintaining continuous air to a
towed vehicle.
"Class 'D' Tow Truck" means a tow truck which has a manufacture's GVWR of at least 50,000 lbs.
and is equipped with air brakes and capable of providing and maintaining continuous air to a
towed vehicle.
"Police Department" means the Police Department of the City of Petaluma.
"Police Special Services" means a response to a call generated from the Police Special Services
Rotation Tow List.
Resolution No. 2006-167 N.C.S. Page 3
"Monthly" means the end of each month.
"Service Calls" means calls generated from the Regular Rotation Tow List for vehicle assistance,
including lockouts, jump starts, tire changes and fuelirig.
"Sweeps" means police operations expected to result in a need to tow four (4) cars or more or
special operations for which Contractor will be required to leave the city limits of Petaluma if a
tow is requested.
SECTION 2 -SCOPE OF SERVICES
A. Contractor agrees to provide, in response to calls generated from the City's Rotation
Tow lists (as set forth herein, in subsection B), towing and storage of vehicles, and related
services as set forth herein. The City places no maximum on the number of City-
generated tows that Contractor may be required to provide in any time period. There
shall be no obligation upon City to provide Contractor with a minimum number of City-
generated tows during any time period.
B. Rotation Tow Lists.
1. Calls generated from the Police Special Services Rotation Tow List include, but
are not limited to, vehicles impounded for evidence or criminal investigation, or
tow services for City vehicles. Tow services for City vehicles include, but are not
limited to, towing, jump-starts, and flat fire repair. Contractor will be available for
Special Service Rotation calls 24 hours a day, 7 days a week.
2. Calls generated from the Regular Rotation Tow List include, but are not limited to,
storage of vehicles, disabled vehicles, traffic hazards, traffic collisions, vehicles
parked over 72 hours, Service Calls, or other tow services not covered under any
other list.. Contractor will be available for Regular Rotation calls 24 hours a day, 7
days a week.
3. Calls generated from the Abandoned and Junk Vehicle Rotation Tow List include,
but are not limited to, vehicles towed pursuant to California Vehicle Code section
22669(d). Contractor will be available for Abandoned and Junk Rotation calls
Monday through Friday, 8:OOam to 5:OOpm, except holidays or under special
circumstances.
4. Calls generated from the STOP Vehicle Forfeiture/30 Day Impound Rotation List
are limited to vehicles impounded pursuant to the California Vehicle Code for a
30-day impound. Contractor will be available for STOP-30 Day Impound Rotation
calls 24 hours a day, 7 days a week.
C. Requests for Service and Response Standards.
1. Contractor will be notified of a request for rotation tow services via telephone
from the Communications Center. Communications personnel will attempt
telephone contact one time, allowing the phone to ring at least six (b) complete
rings. If after the sixth ring there is no answer, the next contractor on the list will be
called.
2. If Contractor fails to answer the telephone, or answers but declines to provide the
requested services, the next contractor on the list will be called. If the next
contractor called is available, that call will not constitute that responding
contractor's next call on the Rotation Tow List. Instead, the responding contractor
will be indicated on the list over Contractor's name.. The responding contractor
will then maintain its original position on the list as next on rotation. Responding to
Resolution Na 2005-167 N.C.S. Page 4
a Service Call will not alter a contractor's position on the Regular Rotation Tow
List.
3. Contractor inquiries to the Communications Center shall be limited to urgent and
justified circumstances, and not inquiries as to Contractor's place on any Rotation
Tow List. However, if Contractor will be unavailable for an extended period of
time, Contractor shall contact the Communications Center in advance to
provide information regarding the time during which Contractor will be
unavailable.
4. Contractor shall arrive at the site at which the vehicle to be towed is located
within twenty-five (30) minutes of receiving a telephone request from the
Communications Center. Contractor will advise the Communications Center if, at
the time of receiving a request for services from the Communications Center,
Contractor anticipates it will be unable to respond within twenty-five (30) minutes.
5. If Contractor fails to arrive at the site at which the vehicle to be towed is located
within twenty-five (30) minutes, or if Contractor passes on a tow without good
cause as determined by the City, the City shall have the right to have the vehicle
towed by another Contractor. Repeated failure to meet the response standards
set forth above shall constitute a material breach of this Agreement.
D. Standards of Service.
l . Contractor warrants that all of its tow truck drivers are qualified, competent,
properly trained and licensed to provide services pursuant to this Agreement.
2. Contractor shall provide City with a list of all tow truck drivers employed by or
under contract with Contractor, and shall provide City with an updated list within
seven (7) days of any change in driver status. The list shall include the following
information for each driver:
a. Name;
b. Date of birth;
c. California Driver's License number and classification;
d. Medical certificate;
e. Job title or description;
f. Current home address and telephone number; and
g. Types of trucks driver is trained and licensed to operate.
3. All of Contractor's officers, agents, or employees who engage in performance of
this Agreement with City on behalf of Contractor shall be neat in appearance
and courteous to the public and to City employees.
4. Contractor shall supply its tow truck drivers with shirts upon which the name of the
driver has been stitched on the left pocket or a pin-on name tag to be affixed to
the left hand pocket. The shirt or name tag must be worn by the driver at all times
when the driver is towing vehicles or interacting with the public or City pursuant to
this Agreement.
Resolution No. 2006-167 N.C.S. Page 5
5. While providing services pursuant to this Agreement, Contractor and Contractor's
employees or subcontractors shall not engage in misconduct, including, but not
limited to the following acts of misconduct:
a. Rude or offensive behavior;
b. Selective service or refusal to provide service;
c. Racial discrimination;
d. Sexual harassment or sexual discrimination;
e. Unsafe or unlawful driving; and
f. Exhibiting any objective symptoms of alcohol or drug use, including, but
not limited to, arriving at a tow scene with alcohol on the breath.
Any tow truck driver who arrives at a tow scene with alcohol on his or her breath
shall submit to a preliminary alcohol screening test upon demand of the Police
Department.
6. Contractor shall take prompt and appropriate steps to resolve any third party
complaints arising from or related to services provided pursuant to this
Agreement. Contractor shall provide each such complainant with a Customer
Complaint form (provided by City), and shall fully cooperate with City's
investigation of and attempts to resolve complaints.
7. The following documents, printed in a minimum of 12-point type, shall be posted
by Contractor at each storage facility in a conspicuous location, easily visible to
the public:
a. Name and address of Contractor's insurance broker handling the
insurance coverage required pursuant to this Agreement;
b. Schedule of all approved towing, storage and additional charges as
specified in this Agreement; and
c. A notice explaining the procedure by which unclaimed vehicles are sold
at public auction, including the locations of such auctions and
publications in which such auctions are advertised, and stating that all in
attendance at such auction shall have an equal opportunity to bid.
8. In the event Contractor discovers that a vehicle which has been towed has a
Vehicle Identification Number (VIN) which is different that the VIN showing on the
CHP Form 180, the Contractor will notify the Police Department Traffic Division
within twenty-four (24) hours of the time of such discovery.
9. Multiple vehicle tows (bundling) are permitted only during traffic collisions or
removal of multiple vehicles from private property.
10. Failure to comply with any of the Standards of Service set forth in this Subsection
may be treated as a material breach of this Agreement.
Resolution No. 2006-167 N.C.S. Page 6
E. Required Equipment.
1. Contractor shall maintain a minimum of three tow trucks with wheel lifts or two
trucks with wheel lifts and one car carrier to be available for City-generated tows.
The trucks must be staffed appropriately and stored at locations sufficient to allow
for the mandatory response time. The trucks must have a means of
communicating with the Contractor's dispatch center, preferably via 2-way
radio. At least one truck must be equipped with the means of towing ball-type
trailers.
2. Contractor shall comply with all California Vehicle Code requirements pertaining
to the operation and maintenance of its tow trucks and operation of its business.
3. All of Contractor's tow trucks shall be identifiable with signs ;n compliance with
Vehicle Code Section 27907, with the additional requirement that such signs be
displayed on the right and left doors of each tow truck.
4. All tow trucks shall be equipped at all times with the Required Equipment listed in
Section 3 of Attachment C of the current California Highway Patrol Tow Service
Agreement (CHP 234), a copy of which is on file at the Police Department.
F. Storage Facilities.
1. All vehicles stored pursuant to this Agreement must be stored within Petaluma city
limits. Contractor shall maintain a storage lot or lots for purposes of storing vehicles
towed pursuant to this Agreement which meets the following requirements:
a. The lot shall include a level area large enough to store at least thirty (30)
automobiles with at least two (2) feet of clearance between the sides of
all vehicles, and at least one-foot of clearance between the front or rear
end of any vehicle and the front or rear end of another vehicle.
b. The lot shall be enclosed by fencing that complies with all applicable City
ordinances and regulations including applicable zoning regulations and
permits;
c. The lot shall be available twenty-four (24) hours a day, seven (7) days a
week including holidays for storage of vehicles towed pursuant to this
Agreement; and
d. The lot shall be maintained so as to be reasonably secure from intrusion by
unwanted persons and adequately lighted.
2. Contractor shall also maintain sheltered storage on at least one of its storage lots
capable of storing at least five (5) vehicles.
3. Contractor shall maintain. an office at its primary storage lot; staffed twenty-four
(24) hours a day, seven (7) days a week including holidays by at least one
employee, or have an employee available who can arrive at the office within
twenty-five (30) minutes of a City or citizen request. Contractor shall provide a
phone number that is answered twenty-four (24) hours a day and shall display
that number in a prominent place.
4. Contractor shall maintain a security system sufficient to protect the office and the
vehicles stored pursuant to this Agreement.
Resolution No. 2006-167 N.C.S. Page 7
5. Contractor shdll be .responsible for the protection of each City-impounded
vehicle in its possession until such vehicle has been released to its owner, or
disposed of through legal process, and shall be responsible for safeguarding all
articles left in the impounded vehicle. Contractor shall comply with police
regulations regarding the inventory or removal of property found in police-stored
or impounded vehicles.
6. All of Contractor's storage facilities shall have valid land use and other regulatory
permits, as may be required by law.
7. All of Contractor's storage facilities shall be operated and maintained in
compliance with all applicable environmental laws and regulations.
G. Inspections/Compliance.
1. City reserves the right to inspect all of Contractor's tow trucks and storage
facilities used pursuant to this Agreement to ensure compliance with this
Agreement and all applicable laws and regulations. Contractor shall fully
cooperate with such inspections, which shall take place during normal business
hours without prior notice.
2. Evidence of Contractor's failure to maintain its tow trucks and storage facilities in
compliance with this Agreement and all applicable laws and regulations. shall be
cause for immediate suspension or termination of this Agreement at the City's
discretion.
H. Vehicle Releases.
1. Stored or impounded vehicles shall not be released unless Contractor is
presented with a written release authorized by the City. Upon receiving such a
release during normal business hours, Contractor shall grant the release and
provide for, at no additional compensation, all services and equipment
necessary to release the vehicle or property taken from the vehicle owner
pursuant to this Agreement.
2. Contractor may charge the vehicle owner a "Gate fee" as set forth in this
Agreement, for release requests received on weekends and City holidays, or after
5:00 p.m. but before 8:00 a.m. on business days.
3. Contractor shall complete a Vehicle Impound Disposition Sheet (provided by
City) for each vehicle released from impound, and shall maintain the completed
Vehicle Impound Disposition Sheets.
4. In the event an owner of an impounded vehicle surrenders title to the vehicle to
Contractor, Contractor shall be entitled to immediately dispose of the vehicle.
I. Lien Sales.
Contractor will comply with the lien sale provisions set forth in Vehicle Code Section
22851, and Civil Code Sections 3068.1 to 3074, inclusive. Contractor is responsible for
forwarding any excess lien sale proceeds in accordance with state law.
Resolution No. 2006-167 N.C.S. Page 8
SECTION 3 -TOWING AND STORAGE CHARGES
A. The maximum rates which Contractor may charge for the towing and storage of a
vehicle pursuant to this Agreement are set forth in Exhibit A, attached hereto and
incorporated herein. Contractor shall not charge for moving a vehicle from one of
Contractor's lots to another. Contractor shall not conspire, or attempt to conspire, or
commit any other act of collusion with any towing contractor for purposes of unfairly
setting charges.
B. Abandoned Vehicles
City will compensate Contractor at the rate of $50.00 per vehicle for each abandoned
vehicle towed pursuant to California Vehicle Code Section 22669, from the Abandoned
and Junk Rotation Tow List.
C. The City shall .not charge contractor(s) for tows pursuant to sections 22651(k) and (o) of
the vehicle code.
SECTION 4 -FRANCHISE FEE
A. Fee. Contractor shall pay the City a franchise fee as follows:
1. $75.00 per vehicle towed pursuant to the STOP Vehicle Forfeiture/30 Day
Impound List; and
2. $20.00 per vehicle for all other tows pursuant to this Agreement, except for tows
pursuant to the Police Special Services Rotation Tow List and the Abandoned and
Junk Vehicle Rotation Tow List.
B. Payment Requirements.
1. Franchise bill to provided to the contractor(s) within 10 days of the end of each
month. Franchise fee payments shall be due and payable within ten (10) days of
receipt of the bill.
2. Franchise fee payments pursuant to this Agreement shall be in addition to any
other license fees, business license tax, or other fees or taxes required by the City.
3. Each franchise fee payment shall be accompanied by a statement, verified by
Contractor, showing in such form and detail as the City's Finance Director may
require the facts material to determining the amount of the quarterly franchise
fee.
C. Records. Contractor shall at all times maintain accurate and complete records of each
City-generated tow, which shall contain the following information:
1. Name and address, if available, of the person whose vehicle was towed;
2. Vehicle identification number, license plate number, make, year, and model of
towed vehicle;
3. Date and time request for tow was received;
Resolution No. 2006-167 N.C.S. Page 9
4. Identify reason for tow by applicable Rotation Tow List, e.g., Police Special
Services, Regular, Abandoned and Junk Vehicle, or STOP Vehicle Forfeiture/30
Day Impound;
5. Date and time of vehicle release;
b. Name of person to whom vehicle was released; and
7. All of Contractor's fees and charges for tow, including, but not limited to, fees for
towing, storage, gate fees, repair, and lien sale proceeds including the date such
fees, charges or proceeds were received.
D. Contractor shall provide City with the information required to be recorded under
subsection C, above, upon request along with the monthly franchise fee payment.
SECTION 5 -TERMINATION
The City shall have the right to terminate this Agreement without cause, upon thirty (30) days
written notice of termination. City may immediately terminate or suspend this Agreement for
cause upon written notice to Contractor. Cause for termination includes, but is not limited to,
any material breach of this Agreement; failure to comply with applicable laws and regulations;
and unacceptable, repeated and/or unresolved third party complaints. In the event of
termination, Contractor shall deliver to the City within thirty (30) days of the date of termination
copies of all reports, documents, and other work performed by Contractor under this
Agreement. Contractor shall pay City any outstanding franchise fee within. 30 (thirty) days of the
effective date of termination.
SECTION b -INDEMNIFICATION
Contractor shall defend with counsel acceptable to the City, indemnify and hold harmless to
the full extent permitted by law, the City, its City Council, officers, employees volunteers and
agents from and against any and all claims, losses, liabilities, or costs (including, without
limitation, costs and fees of litigation) of every nature arising out of or in connection with
Contractor's work performed under this Agreement or its failure to comply with any of its
obligations contained in this Agreement, except such loss or damage which was caused by the
sole negligence or willful misconduct of City.
SECTION 7 -INSURANCE REQUIREMENTS
A. Contractor and any subcontractor shall not commence work under this Agreement until
Contractor and any subcontractor shall have obtained all insurance required under this
section and such insurance shall have been approved by the City Attorney as to form
and carrier and'the City's Risk Manager as to sufficiency. All requirements herein
provided shall appear either in the body of the insurance policies or as endorsements
and shall specifically bind the insurance carrier.
B. Contractor shall maintain the following minimum levels of insurance for the duration of
this Agreement from an insurance carrier with a current A.M. Best's rating of no less than
A:VII:
1. Minimum Level of Financial Responsibility (as required by California Vehicle Code
§34631.5) -Bodily injury and property damage with a combined single limit of not
less than $750,000 for Class A tow trucks. The combined limits for Classes B, C, and
D shall not be less than $1,000,000. These minimum standards are to include non-
owned and hired auto coverage.
2. Uninsured Motorist -Legal State of California minimum, combined single limit.
Resolution No. 2006-167 N.C.S. Page 10
3. On-Hook Coverage -Insuring the vehicle in tow with limits based on the size of the
tow truck as follows:
a. Class A tow truck ................................$25,000
b. Class B tow truck .................................$50,000
c. Class C tow truck ................................$100,000
d. Class D tow truck ...............................$100,000
4. Garage Liability -Includes premises and operations. Coverage for bodily injury
and property damage with a combined single limit of not less than $500,000.
5. Garage Keeper's Liability -Shall be the same minimum as on-hook coverage for
vehicles in the care, custody, and control of the operator in the storage yard.
b. Workers' Compensation Insurance -Legal State of California minimum
requirements.
C. Any deductibles or self-insured retentions must be declared to and approved by the City.
At the option of the City, either the insurer shall reduce or eliminate such deductibles or
self-insured retentions as respects the City, its officers, officials, employees, and
volunteers; or the Contractor shall procure a bond guaranteeing payment of losses and
related investigations, claim administration. and defense expenses.
D. The required policies are to contain, or be endorsed to contain the following provisions:
1. The City, its officers, officials, employees, agents and volunteers are to be
covered as insureds as respects: liability arising out of activities performed by or
on behalf of the Contractor; products and completed operations of the
Contractor; premises owned, occupied or used by the Contractor; or
automobiles owned, leased, hired or borrowed by the Contractor. The coverage
shall contain no special limitations on the scope of protection afforded to the
City, its officers, officials, employees, agents or volunteers.
2. For any claims related to this Agreement, the Contractor's insurance coverage
shall be primary insurance as respects the City, its officers, officials, employees,
agents and volunteers. Any insurance or self-insurance maintained by the City, its
officers, officials, employees, agents or volunteers shall be excess of the
Contractor's insurance and shall not contribute with it.
3. Any failure to comply with reporting or other provisions of the policies including
breaches of warranties shall not affect coverage provided to the City, its officers,
officials, employees, agents or volunteers.
4. The Contractor's insurance shall apply separately to each insured against whom
claim is made or suit is brought except, with respect to the limits of the insurer's
liability.
5. Each insurance policy required by this clause shall be endorsed to state that
coverage shall not be suspended, voided, canceled by either party, reduced in
coverage or in limits except after thirty (30) days' prior written notice by certified
mail, return receipt requested, has been given to the City.
Resolution No. 2006-167 N.C.S. Page 11
SECTION 8 - OWNERSHIP OF MATERIALS
All reports, documents or other materials developed or discovered by Contractor in the
performance of this Agreement or any other person engaged directly or indirectly by Contractor
to perform Contractor's services are the City's property without restriction ~r limitation upon their
use; Contractor may use such reports, documents and other materials related to the conduct of
its business.
A. Contractor shall keep complete records and accounts of all gross annual receipts, and
the basis on which such gross annual receipts are derived from operations pursuant to
the Agreement. Such records and accounts shall be maintained for a period of at least
three (3) years. In the event of a claim or request by the City the contractor will keep the
related records until such claim of the City shall have been fully ascertained and paid. In
all cases, the Contractor will keep relevant records for a longer period when required by
law. The records and accounts, required herein shall be kept separate from any other
operations conducted by Contractor.
B. Contractor's records and accounts shall include, but not be limited to: bank books,
duplicate bank deposit slips, bank statements, and checks; true copies of all tax reports
and returns made to the United States of America, the State of California, the County of
Sonoma, the City of Petaluma, and any board, agency, or commission thereof pursuant
to law; and all such other papers, documents, and files as are required in the ordinary
course of such business, or which demonstrate performance pursuant to the Agreement.
C. Any records and accounts required to be maintained pursuant to this Agreement shall
be made available for inspection or audit at any time during regular business hours upon
written request by the City Attorney, the City Auditor or the City Manager. Copies of such
documents shall be .provided City for inspection at City Hall when it is practical to do so;
except that the City shall examine true copies of any tax reports and returns at
Contractor's place of business. Otherwise, unless an alternative is mutually agreed upon,
the records shall be available at Contractor's address indicated for receipt of notices in
the Agreement.
D. If the City should have an audit made for any payment period, and the City-generated
tows and associated franchise payments due to the City cumulatively shown by
Contractor's statements for any such period should be found to be understated by more
than three percent (3%), the Contractor shall pay to the City the full cost of such audit.
E. Where the City has reason to believe that such records and accounts may be lost or
discarded due to dissolution, disbandment, abandonment, or termination of
Contractor's business, the City may, by written request by any of the above-named
officers, require that custody of the records be transferred to the. City and that the
records and documents be maintained in City Hall. Access to such documents shall be
granted to any party authorized by Contractor, its representatives, or its successor-in-
interest.
SECTION 9 -GENERAL PROVISIONS
A. Effective Date. This Agreement is effective as of 2006.
B. Term. The term of this Agreement is from , 2006 to ,
2009, inclusive, subject to early termination pursuant to section 5.
C. Non-exclusive franchise. The City reserves the right to enter into anon-exclusive franchise
agreement with an additional tow service provider at any time that the City, in its sole
discretion, determines this would be in the best interest of the City.
Resolution No. 2006-167 N.C.S. Page 12
D. Integration. This Agreement and all Exhibits attached hereto and incorporated by
reference herein, contain all of the agreements, representations anti understandings of
the Parties, and supersede and replace any previous understandings, commitments, or
agreements, whether oral or written.
E. Severability. Should any provision or part of this Agreement be found to be invalid or
unenforceable, only that particular provision or part shall be inoperative, and all
remaining provisions and parts of this Agreement shall continue in full force and effect
and remain binding on the parties.
F. Waiver. The Contractor agrees that the City's waiver of any breach or violation of any
provision of this Agreement shall not be deemed to be a waiver of any other provision or
a waiver of any subsequent breach or violation of the same or any other provision. The
City's acceptance of the performance of any of Contractor's services will not be a
waiver of any provision of this Agreement..
G. Independent Contractor. It is understood and agreed that in the performance of this
Agreement, Contractor (including its employees and agents) is acting in the capacity of
an independent contractor, and not as an agent or employee of the City. Contractor
has full control over the means and methods of performing said services, and is solely
responsible for its acts and omissions, including the acts and omissions of its employees
and agents.
H. Compliance with Laws. Contractor shall comply with all applicable laws, ordinances,
codes and regulations of the federal, state and local governments, including without
limitation, any and all laws specified elsewhere in this Agreement. Non-compliance shall
constitute a material breach of this Agreement.
I. Conflict of Interest. Contractor shall avoid all conflicts of interest or the appearance of
conflicts of interest in performance of this Agreement.
J. Nondiscrimination. Contractor shall not discriminate in the provision of service or in the
employment of persons engaged in the performance of this Agreement on account of
race, color, national origin, ancestry, religion, gender, marital status, sexual orientation,
age, physical or mental disability in violation of any applicable local, state or federal
laws.
K. Confidential Information. All data, documents, discussions or other information
developed or received by or for Contractor in performance of this Agreement are
confidential and must not disclosed to any person except as authorized by the City, or as
required by law.
L. Assignability. The parties agree that the expertise and experience of Contractor are
material considerations for this Agreement. Unless specifically authorized by this
Agreement, Contractor may not assign the performance of any obligation or interest
under this Agreement without the prior written consent of the City. Any attempt by
Contractor to assign this Agreement, in violation of this Section, will be voidable at the
City's sole option.
M. Subcontractors. Contractor must obtain the City's prior written consent for
subcontracting any services pursuant to this Agreement. Contractor shall ensure that
Contractor's subcontractor(s) comply with this Agreement by requiring any or all of
Contractor's subcontractor(s) to sign an agreement with Contractor requiring
compliance with this Agreement.
Resolution No. 2006-167 N.C.S. Page 13
N. Governing Law and Venue. This Agreement shall be construed and its performance
enforced under California law. Any litigation between the parties arising from this
Agreement shall be venued in the Superior Court of California in the County of Sonoma.
O. Notices.
1. All notices and other communications required or permitted to be given under
this Agreement must be in writing and must be personally served, or mailed,
postage prepaid via U.S. Mail, or sent via courier service, addressed to the
respective parties as follows:
To City: City Clerk
City of Petaluma
P. O. Box 61
Petaluma, CA 94593
AND
Traffic Division Sergeant
Petaluma Police Department
969 Petaluma Blvd. North
Petaluma, Ca. 95942
To Contractor: [Contractor Contact Name]
[Company Name]
[Address]
[City, State ZIP Code]
2. Notice will be effective on the date personally delivered or .f sent by courier
service, on the date of receipt. If mailed, notice will be effective three (3) days
after deposit in the mail.
3. The parties may change their respective addresses in accordance with the
provisions of this section.
P. Headings. The headings of the sections and exhibits of this Agreement are inserted for
convenience only. They do not constitute part of this Agreement and are not to be used
in its construction.
SECTION 10 -ACKNOWLEDGEMENT AND WAIVER
By executing this Agreement, Contractor agrees to all of the terms and conditions set forth
herein, and acknowledges that this Agreement and each of the terms and conditions herein,
including the franchise fee, constitutes a proper exercise of the City's police power under the
City's Charter and pursuant to California law, including, but not limited to, the provisions of the
California Vehicle Code. Contractor further acknowledges that Contractor has had the
opportunity to have this Agreement reviewed by Contractor's legal counsel, and that
Contractor has freely entered into this Agreement. Contractor hereby waives any right to
challenge any part of this Agreement or the procedures by which this Agreement, including the
franchise fee, is adopted and implemented by City. Contractor's initials, affixed below, indicate
that Contractor has read, understood and agreed to this provision of the F,greement.
Contractor's initials:
Resolution No. 2006-167 N.C.S. Page 14
WHEREFORE, City hereby awards Contractor anon-exclusive franchise to provide towing and
storage services, pursuant to California Vehicle Code section 121 10 and the Petaluma City
Charter, in accordance with the terms and conditions set forth herein.
CITY OF PETALUMA CONTRACTOR
By
City Manager Name
ATTEST:
Title
City Clerk
Address
APPROVED AS TO FORM:
City State Zip
City Attorney
Taxpayer LD. Number
APPROVED:
Petaluma Business Tax Certificate Number
Department Director
APPROVED:
Risk Manager
APPROVED:
Administrative Services Director
Resolution No. 2006-167 N.C.S. Page 15
EXHIBIT A TO TOW FRANCHISE AGREEMENT
TOWING AND STORAGE CHARGES
The maximum rates which Contractor may charge for the towing and storage of a vehicle
pursuant to this Agreement are as follows:
Tow
Storage (Outside)
Storage (Inside)
Gate Fee
Service Call ..(per hour) $
Police Special Services $
When a vehicle owner presents an authorized release and requests release of a vehicle within
twenty-four (24) hours from the time the vehicle was towed, the Contractor may not charge the
vehicle owner for more than one day's storage in addition to any other applicable charges.
Evidence of overcharging customers shall be cause for immediate suspension or termination of
this Agreement at the City's discretion. Evidence of overcharging shall include, but not be
limited to, attempts to charge for equipment or services which were neither requested nor
required, such as charging for dispatching more than one tow truck in response to a call, when
only one tow truck has been requested or required.
Resolution No. 2006-167 N.C.S. Page 16