Ordinance No. 7,577951214 -1
ORDINANCE NO. 7577
AN ORDINANCE AUTHORIZING AND DIRECTING THE CITY MANAGER
TO EXECUTE AND THE CITY CLERK TO ATTEST TO A CONTRACT
WITH JOY HART, DOING BUSINESS AS RED TOP CAB COMPANY AND
SAFEWAY CAB COMPANY; AND PROVIDING FOR THE EFFECTIVE DATE
THEREOF.
BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF BAYTOWN,
TEXAS:
Section 1: That the City Council of the City of Baytown,
Texas, hereby authorizes and directs the City Manager and City
Clerk of the City of Baytown to execute and attest to a contract
with Joy Hart, doing business as Red Top Cab Company and Safeway
Cab Company. A copy of said contract is attached hereto, marked
Exhibit "A," and made a part hereof for all intents and purposes.
Section 2: This ordinance shall take effect immediately from
and after its passage by the City Council of the City of Baytown.
INTRODUCED, READ and PASSED by the affirmative vote of the
City Council of the City of Baytown this the 14th day of December,
1995.
/!�&(' 46��
PETE C. AL O, Mayor
ATTEST:
e? 1-40,
EILEEN P. HALL, City Clerk
APPROVED AS TO FORM:
- q4z::2n� Z -
CIO RAMIREZ/ SR. ty Attorney
legallcou "c it /december 112- 14- 95awdCO NTRACTS tax i
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SENIOR CITIZEN TAXI PROGRAM AGREEMENT
THE STATE OF TEXAS §
COUNTY OF HARRIS §
This CONTRACT AND AGREEMENT is made and entered into on this day of
1995, by and between the CITY OF BAYTOWN, a municipal
corporation located in Harris and Chambers Counties, Texas, hereinafter called "City," and JOY
HART, doing business as RED TOP CAB COMPANY and SAFEWAY CAB COMPANY of
Baytown, Harris County Texas, hereinafter called "Contractor."
I. DEFINITIONS
As used in this Agreement, the following words and phrases are defined to mean:
City: means and refers to the City of Baytown, Texas, and all attendant boards,
agencies, commissions and related bodies, along with their respective
officers, agents and employees.
City Manager: means the City Manager of the City of Baytown or his designated
representative.
Contractor: means Red Top Cab Company and Safeway Cab Company, its volunteers,
officers, directors, agents, employees and assigns.
Representative of
the Contractor: means Joy Hart, or her duly designated representative.
Program: means the Senior Citizen Taxi Program, which provides low income senior
citizens eight (8) free -fare or half -fare rides per month.
Smoke -free Cab: means a taxicab operated by the Contractor in which no person has:
1. carried or held a lighted pipe, cigar or cigarette of any kind or any
other lighted smoking equipment or device;
2. Lighted a pipe, cigar or cigarette of any kind or any other smoking
equipment or device; and
Senior Citizen Taxi Proeram Agreement, Page I
OHIBIT I
3. Emitted or exhaled the smoke of a pipe, cigar or cigarette of any kind
or any other smoking equipment or device.
In order to constitute as a Smoke -free Cab if the
taxicab has not been maintained as such, the
Contractor must fully clean the taxicab so that no odor
of smoke persists.
Taxicab or Cab: means every automobile or self - propelled vehicle used for transportation of
a passenger for hire over the public streets of the City of Baytown,
irrespective of whether or not the operations extend beyond the city limits,
at rates for distance traveled, wait time, or for both, or at rates per hour,
whereby such vehicle is routed to a destination under the direction of the
passenger or person hiring the same.
II. CONTRACTOR'S OBLIGATIONS
Contractor covenants and agrees to furnish transportation service for elderly and
hand icapped/disabled persons by operating its taxicabs in compliance with the following
requirements:
Contractor shall make its taxicabs and drivers available twenty -four (24) hours a day
for the transportation of the elderly and handicapped /disabled persons.
2. Contractor agrees that the taxicabs will be maintained at all times in accordance with
the requirements of Chapter 29 of the Code of Ordinances of the City.
3. Contractor agrees that in the execution of the Contractor's duties under this
Agreement, the Contractor will utilize only Smoke -free Cabs, which have a plaque,
containing the words "No Smoking Allowed," posted in a place which is visible to
all passengers and potential passengers.
4. Contractor agrees that the taxicabs will be operated at all times in accordance with
the requirements of the state and federal laws and applicable ordinances of the City.
5. Contractor agrees that it shall have sufficient personnel to man and shall man a
telephone in order make its services available to persons involved in the Program at
all times. Contractor agrees that it will maintain a dispatch office which will receive
telephone calls and requests for services and at which place a dispatcher shall control
the movements of the taxicabs to points of request for taxicab service. The
Contractor's number shall be listed in the local phone books under the name of the
Senior Citizen Taxi Program Agreement, Page 2
• Company. If such number is changed for any reason, Contractor shall immediately
inform the City and the participants of the Program of the new number. Calls
received pursuant to this Program shall be treated as any other fare and shall receive
no preference or disfavor.
6. Contractor shall provide an updated list of taxicabs and drivers used in the
performance of the Contractor's duties pursuant to this Agreement on March 15, June
15, September 15, and December 15 of each year in which this Agreement is in full
force and effect.
7. Contractor hereby understands and agrees that Contractor will respond within
twenty -five (25) minutes for at least ninety percent (90 %) of calls each month. Such
time shall be measured from the time the call is placed until the time the passenger
is picked up. Such times shall be recorded on each individual ride ticket. No
payment will be received for tickets submitted without this required information.
Furthermore, such information must be kept by the Contractor in each driver's daily
manifest, which shall be subject to inspection by the City as hereinbelow provided.
III. COMPENSATION
As full compensation to the Contractor for operation of the above - referenced transportation
services, the City agrees to reimburse the Contractor for the fares which would have been charged
to the passengers if such passengers were not participating in the Program. The City shall only be
responsible for those services actually performed at a rate which complies with Chapter 29 of the
Code of Ordinances of the City of Baytown.
Contractor will send an invoice and individual ride tickets along with other billing
information and substantiating documentation to the City twice each month indicating the amount
allegedly due. All forms, documentation and reports required herein shall be in a form and format
approved by the City. The City shall make the payment which the City deems in its sole discretion
is appropriate within thirty (30) days of the later of the receipt of the invoice or the performance of
the services performed.
IV. TERM
This contract shall be in effect and shall continue for an initial term commencing on the date
this contract is executed by the City and terminating on September 30, 1996, unless sooner
terminated under the provisions of this Agreement. At the City's sole option, the contract may be
renewed for two (2) twelve (12) month periods.
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Senior Citizen Taxi Program Agreement, Page 3
• Additionally, the Contractor understands and agrees that, upon the City's written request, the
Agreement may be extended for a period of time not to exceed two (2) months after the expiration
of the initial term or any renewal thereof for the same compensation as the initial term or the renewal
period immediately preceding the extension. Nothing contained herein, however, shall obligate the
City during the extension period to renew and /or relet an agreement for collection services with the
Contractor.
V. ACCESS TO CONTRACTOR'S RECORDS AND FINANCIAL INFORMATION
The City shall have the right through its agents and employees to audit and examine at all
reasonable times, the Contractor's books, manifests, and financial and operational records which
may be reasonably required by the City in order to enforce the terms of this Agreement or to evaluate
the Contractor's performance. Financial records will be maintained with such adequacy so as to
allow identification of the source of all revenue and expenditures related to this Agreement. The
Contractor shall make copies of information as and when requested by the City at no additional
charge to the City.
VI. INDEMNIFICATION AND ASSUMPTION OF LIABILITY
The Contractor agrees to and shall indemnify, hold harmless, and defend the City, its officers
agents and employees, from and against any and all claims, losses, damages, causes of action, suits
and liability of every kind, including all expenses of litigation, court costs, and attorneys' fees, for
injury to or death of any person, or for any and all damages arising out of or in connection with the
work done by the Contractor pursuant to this Agreement, the conduct or management of the
Contractor's business or activities, or from any act or omission by the Contractor, where such
injuries, death or damages are caused by the sole or joint negligence of the City and any other person
or entity. It is the expressed intention of the parties hereto, both the Contractor and the City, that the
indemnity provided for in this paragraph is indemnity by the Contractor to indemnify, protect and
defend the City from the consequences of the City's own negligence, whether that negligence is the
sole or a concurring cause of the resulting injury, death or damage. Furthermore the indemnity
provided for in this paragraph shall have no application to any claim, loss, damage, cause of action,
suit and liability where the injury, death or damage results from the sole negligence of the City
unmixed with the fault of any other person or entity. In the event that any action or proceeding is
brought against the City by reason of any of the above, the Contractor further agrees and covenants
to defend the action or proceeding by legal counsel acceptable to the City.
Contractor hereby assumes all liability and responsibility for injuries, claims or suits for
damages to persons or property of whatever kind or character, whether real or asserted occurring
during the term of this agreement, arising out of or by reason of the operation of the transportation
of elderly and handicapped /disabled persons and all other operations arising under or otherwise
incident to the provisions of this contract.
• Senior Citizen Taxi Proaram Acrecmcnt, Page 4
0 VII. INSURANCE
The Contractor agrees to carry Personal Liability and Property Damage Insurance covering
its operations and agrees to furnish the City, upon request, proof of minimum liability coverage of
at least the amount required by the State of Texas for proof of financial responsibility.
VIII. TERMINATION
The City, besides all other rights or remedies it may have, shall have the right to terminate
this Agreement with or without cause upon ten (10) days' written notice from the City Manager to
the Contractor of the City's election to do so. Furthermore, the City may immediately and without
notice terminate this Agreement if the Contractor breaches this Agreement. A breach of this
Agreement shall include, but not be limited to, the following:
(a) failing to pay insurance premiums, liens, claims or other charges;
(b) failing to pay any payments due the City, State or Federal Government from the
Contractor or its principals, including, but not limited to, any taxes, fees,
assessments, liens, or any payments identified in this Agreement;
(c) the institution of voluntary or involuntary bankruptcy proceeding against the
Contractor;
(d) the dissolution of the Contractor;
(e) the violation of any provision of this Agreement; and/or
(f) the abandonment of the Agreement or any portion thereof and discontinuance of the
Contractor's services or any portion thereof.
Upon delivery of any notice of termination required herein, the Contractor shall discontinue
all services in connection with the performance of the Agreement and shall proceed to cancel
promptly existing reservations for transportation services insofar as such requests are chargeable
to the City pursuant to this Agreement. Within ten (10) days after receipt of the notice of
termination, the Contractor shall submit a final statement showing in detail the services satisfactorily
performed and all other appropriate documentation required herein for payment of services.
IX. NOTICE
All notices required to be given hereunder shall be given in writing either by telecopier,
overnight, or facsimile transmission, certified or registered mail at the respective addresses of the
parties set forth herein or at such other address as may be designated in writing by either party.
Notice given by mail shall be deemed given three (3) days after the date of mailing thereof to the
following addresses:
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Senior Citizen Taxi Program Agreement, Page 5
Contractor
Joy Hart
Red Top Cab Company and Safeway Cab Company
320 West Defee Avenue
Baytown, Texas 77520
CITY
City of Baytown
Attn: City Manager
P.O. Box 424
Baytown, TX 77522
X. TIME OF THE ESSENCE
Both the Contractor and the City acknowledge that time is of the essence in this Agreement.
XI. INDEPENDENT CONTRACTOR
It is mutually understood and agreed that nothing in this Agreement is intended or shall be
construed as in any way creating or establishing the relationship of partners, co- partners, or joint
venturers between the parties hereto, or as constituting the Contractor as an agent, employee or
representative of the City for any purposes or in any manner whatsoever. The relationship of the
Contractor to the City shall be that of an independent contractor.
XII. COMPLIANCE WITH RULES AND REGULATIONS
The Contractor shall comply with all rules, regulations, and laws of the United States of
America, the State of Texas, and al I laws, regulations, and ordinances of the City of Baytown as they
now exist or may hereafter be enacted or amended.
XIII. SALE OF INTEREST
The Contractor may not sell, transfer or assign all or part interest in its rights or obligations
under this Agreement to another party or parties without the prior express written approval of the
City Manager of such sale or assignment, nor shall Contractor assign any monies due or to become
due to it hereunder without the previous consent of the City Manager. The City may require any
records or financial statements necessary in its opinion to ensure such sale or assignment will be in
the best interest of the City; however, the City hereby reserves the right to withhold its consent for
any reason or no reason whatsoever.
0 Senior Citimn_ ixi Program Agreement, Page 6
XIV. NON - WAIVER
Failure of either party hereto to insist on the strict performance of any of the agreements
herein or to exercise any rights or remedies accruing thereunder upon default or failure of
performance shall not be considered a waiver of the right to insist on and to enforce by an
appropriate remedy, strict compliance with any other obligation hereunder to exercise any right or
remedy occurring as a result of any future default or failure of performance.
XV. GOVERNING LAW
This Agreement shall in all respects be interpreted and construed in accordance with and
governed by the laws of the State of Texas and the City, regardless of the place of its execution or
performance. The place of making and the place of performance for all purposes shall be Baytown,
Harris County, Texas.
XVI. SEVERABILITY
All parties agree that should any provision of this Agreement be determined to be invalid or
unenforceable, such determination shall not affect any other term of this Agreement, which shall
continue in full force and effect.
XVII. VENUE
This Agreement shalt in all respects be interpreted and construed in accordance with and
governed by the laws of the State of Texas and the City, regardless of the place of its execution or
performance. The place of making and the place of performance for all purposes shall be Baytown,
Harris County, Texas.
XVIII. NO RIGHT TO ARBITRATION
Notwithstanding anything to the contrary contained in this Agreement, the City and the
Contractor hereby agree that no claim or dispute between the City and the Contractor arising out of
or relating to this Agreement shall be decided by any arbitration proceeding, including, without
limitation, any proceeding under the Federal Arbitration Act (9 U.S.C. Sections 1 -14), or any
applicable State arbitration statute, including, but not limited to, the Texas General Arbitration Act,
provided that in the event that the City is subjected to an arbitration proceeding notwithstanding this
provision, the Contractor consents to be joined in the arbitration proceeding if the Contractor's
presence is required or requested by the City of complete relief to be recorded in the arbitration
proceeding.
0 Senior Citizen Taxi Pro gram Agreement, Page 7
0 XIX. MISCELLANEOUS PROVISIONS
This Agreement shall not bestow any rights upon any third party, but rather, shall bind and
benefit the Contractor and the City only.
This Agreement contains all the agreements of the parties relating to the subject matter hereof
and is the full and final expression of the agreement between the parties. This Agreement shall not
be amended or modified without the express written consent of both parties hereto.
XX. AUTHORITY
The officers executing this Agreement on behalf of the parties hereby represent that such
officers have full authority to execute this Agreement and to bind the party he /she represents.
IN WITNESS WHEREOF, the parties hereto have executed this Agreement in multiple
copies, each of which shall be deemed to be an original, but all of which shall constitute but one and
the same Agreement on the day of , 1995, the date of execution by
the City Manager of the City of Baytown.
JOY HART, DOING BUSINESS AS
RED TOP CAB COMPANY and
SAFEWAY CAB COMPANY
Signature
Printed Name
President
Title
CITY OF BAYTOWN:
BOBBY ROUNTREE, City Manager
0
Senior Citizen Taxi Pro;ram Acreement, Page 8
0 ATTEST:
EILEEN P. HALL, City Clerk
APPROVED AS TO FORM:
IGNACIO RAMIREZ, SR., City Attorney
STATE OF TEXAS
COUNTY OF HARRIS
Before me on this day personally appeared Joy Hart, in her capacity as President of Red Top
Cab Company and Safeway Cab Company, on behalf of such corporation, known to me to be the
person whose name is subscribed to the foregoing instrument and acknowledged to me that she
executed the same for the purposes and consideration therein expressed.
SUBSCRIBED AND SWORN before me this
bArksN xi.red
Senior Citizen Taxi Program Agreement, Page 9
day of , 1995.
Notary Public in and for the State of Texas