SIXTH AMENDMENT TO CONTRACTOR SERVICES AGREEMENT
This Sixth Amendment to Contractor Services Agreement (“Sixth Amendment”) is made and entered into as of July 1, 2023 by and between the City of Diamond Bar, California, a municipal corporation (“City”), and Network Paratransit Systems (“Contractor”), with reference to the following:
RECITALS
A. The City entered into that certain Contractor Services Agreement dated March 17, 2015 (“Original Agreement”) with American Cab Co., LLC, dba Yellow Cab (“American Cab”), which is incorporated herein by reference.
B. The City and American Cab entered into the First Amendment on July 1, 2018 (“First Amendment”) which is incorporated herein by reference.
C. The Original Agreement, as amended by the First Amendment was assigned and amended by that Assignment and Amendment of Contractor Services Agreement between the City and Contractor effective October 22, 2018 which is incorporated herein by reference (the “Assignment”).
D. The City and Contractor entered into that Second Amendment to Contract Services Agreement on July 1, 2019, extending the term of their agreement and compensation thereunder (“Second Amendment”), which is incorporated herein by reference.
E. The City and Contractor entered into that Third Amendment to Contract Services Agreement on July 1, 2020, extending the term of their agreement and compensation thereunder (“Third Amendment”), which is incorporated herein by reference.
F. The City and Contractor entered into that Fourth Amendment to Contract Services Agreement on July 1, 2021, extending the term of their agreement and compensation thereunder (“Fourth Amendment”), which is incorporated herein by reference.
G. The City and Contractor entered into that Fifth Amendment to Contract Services Agreement on July 1, 2022, extending the term of their agreement and compensation thereunder (“Fifth Amendment”). The Fifth Amendment, Fourth Amendment, Third Amendment, Second Amendment, the Assignment, First Amendment and Original Agreement collectively are referred to herein as the “Agreement”.
H. The City and the Contractor desire to amend the Agreement as provided herein.
I. Due to the endemic nature of COVID-19 and public health guidance, Contractor’s ridership has diminished and Contractor has incurred additional costs 2 implementing safety measures such as additional cleaning and sanitizing of its vehicles and provision of personal protective equipment to drivers to mitigate the spread of the infectious diseases, which require an additional adjustment in compensation.
NOW, THEREFORE, the parties hereby agree as follows:
1. Defined Terms. Except as otherwise defined herein, all capitalized terms used herein shall have the meanings set forth for such terms in the Original Agreement.
2. Term. The Term of the Original Agreement, as amended was from July 1, 2015, to June 30, 2023. The Original Agreement provides that upon mutual agreement and upon successful demonstration of exemplary contract performance, the parties may extend the Agreement beyond the two annual extensions. This Sixth Amendment extends the Term from July 1, 2023 (“Effective Date”) up to and including June 30, 2024.
3. Compensation. The total not-to-exceed amount for the term of this Sixth Amendment shall be $300,000 subject to the rates identified in the attached Exhibit “A”, which is incorporated herein by reference. These rates shall take effect on the Effective Date. Contractor acknowledges and agrees that it shall not be entitled to any compensation above this amount unless it receives prior approval of City’s City Council and the Agreement is amended in writing. Contractor shall be responsible for notifying the City if the not to exceed amount will be exceeded prior to the expiration of the Term; provided that in no event shall Contractor be required to provide services which costs thereof are in excess of the not to exceed amount.
4. Integration. This Sixth Amendment and all attachments hereto integrate all of the terms and conditions mentioned herein, and supersede all negotiations with respect hereto. This Sixth Amendment amends, as set forth herein, the Agreement and except as specifically amended hereby, the Agreement shall remain in full force and effect. To the extent that there is any conflict or inconsistency between the terms and provisions of this Sixth Amendment and the terms and provisions of the Agreement, the terms and provisions of this Sixth Amendment shall control.
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EXHIBIT A
As of the Effective Date of the Sixth Amendment the Following Pricing Shall Apply:
1. Flag Drop per trip: $3.00.
2. Per Mile: $3.15.
3. Wheelchairs: additional $5.00 per trip.
4. Administrative/Vehicle Sanitization: $2,500 per month.