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HomeMy WebLinkAboutFIRST VEHICLE SERVICES INC FLEET MAINTENANCE SERVICES FOR AGREEMENT FLEET MAINTENANCE SERVICES FOR AUGUSTA, GEORGIA WITH FIRST VEHICLE SERVICES INC. 705 Central Avenue # 300 Cincinnati, Ohio 45202 AUGUSTA FLEET MAINTENANCE AGREEMENT TABLE OF CONTENTS AGREEMENT PAGE 1. AGREEMENT TERM AND TERMINATION 7 2. DESCRIPTION OF SERVICES 7 3. DEFINITIONS 7 3.1 Contractor 7 3.2 Cost Target 7 3.3 Surety 7 3.4 Performance Bond 7 3.5 Fleet Manager 7 3.6 Fleet 8 3.7 Downtime 8 4. CONTRACTORS RELATIONSHIP TO AUGUSTA 8 4.1 Contractor as Independent Contractor 8 4.2 Subcontracting 8 4.3 Augusta Representative( s) 9 4.4 Inspection of Work 9 4.5 Severability 9 4.6 Termination 9 4.7 Open Records 10 5. PAYMENT METHOLOGY 10 5.1 Labor Costs 10 5.2 Parts/Supplies/Outside Services 10 5.3 Administrative Costs and Management Fees 10 5.3.1 Administrative Costs (Overhead Expenses) 10 5.4 Cost Incentives 10 5.5 Additional Costs 11 5.5.1 Capital Expenditures 11 5.5.2 Extra Work 11 5.5.3 Additional Reimbursable Items 11 5.6 Monthly Invoices II 6. ADJUSTMENT TO THE TARGET COST 12 6.1 Changes in the Size or Mix of the Fleet 12 6.2 Unusual Costs 13 6.3 Annual Adjustments 13 7. STAFFING PROVISIONS 13 7.1 General 13 7.2 Manning Changes 14 7.3 Contractor Benefits IS 2 AUGUSTA FLEET MAINTENANCE AGREEMENT 8. PERFORMANCE 15 8.1 Right to Require Performance 15 8.2 Bonds 15 8.2.1 Performance and Payment Bond 15 9. INSURANCE 16 9.1 Mandatory Insurance Requirements 16 9.2 Policy Cancellation 17 9.3 Certificate Holder 17 10. WORKING CONDITIONS 17 11. JOB SAFETY COMPLIANCE 18 12. ACCIDENT PROVISION 18 13. EQUAL OPPORTUNITY COMPLIANCE 18 14. DRUG-FREE WORKPLACE 18 15. FUNDING 18 16. MANNER OF PERFORMANCE 18 17. CONTROLLING LAW 19 18. VENUE 19 STATEMENT OF WORK 1. GENERAL REQUIREMENTS 20 2. INTENT 20 3. STATEMENT OF WORK 20 3.1 General 20 3.1.1 Augusta Personnel 20 3.1.2 Contractor Personnel 20 3.1.2.1 Project Manager 21 3.1.2.2 Management Staff 21 3.1.2.3 Maintenance Staff 21 3.1.3 Uniforms and Professional Attire 22 3.1.4 Footwear 23 3.1.5 Eye Protection 24 3.1.6 Department Guides and Position Descriptions 24 3.1.7 Disciplinary Actions 24 3.1.8 Staffing Changes 24 3 24 25 25 26 26 28 29 30 30 31 31 32 32 33 35 35 35 35 37 37 37 38 38 39 39 39 40 40 40 41 41 41 42 42 43 43 43 43 44 44 44 45 46 48 48 49 AUGUSTA FLEET MAINTENANCE AGREEMENT 3.2 Scope of Work 3.3 Facilities 3.3.1 Location 3.3.2 Utilities 3.3.3 Equipment 3.3.4 Inspection 3.3.5 Maintenance 3.3.6 Damages 3.3.7 Permits 3.4 Security 3.5 Hours of Service 3.5.1 Holidays 3.6 Safety 3.7 Waste 4. PREVENTIVE MAINTENANCE AND INSPECTIONS 4.1 Definition 4.2 Policy 4.2.1 Light Vehicles (including trucks below 1 Yz ton) 4.2.2 Trucks above 1 Yz ton and Buses 4.2.3 Hourly Inspections 4.2.4 Annual Inspections 4.3 Fleet Preventive Maintenance Assessment 4.4 Scheduling 4.5 Smog Inspections 4.6 Yearly and Annual Mandated Inspections 4.6.1 Mandated Annual Inspections 4.7 Oil Analysis 5. REPAIRS 5.1 Definition 5.1.1 Repair Service Intervals 5.1.2 Repair of Small Equipment 5.1.3 Assembly, Fabrication and Modifications 5.1.4 Maintenance Services Safety Inspections 5.1.5 Daily Backlog Reports 5.1.6 Customer Contact of Completed Repairs/Services 5.1.7 Completed Services Repair Orders 5.1.8 Emergency Support 5.1.9 Service Interruptions 5.1.10 Repair of Privately-Owned Vehicles and Equipment 5.2 Limitations 5.2.1 Repair Limitations 5.2.2 Replacement Limitations 5.3 Emergency Road Calls and Towing Services 5.4 Quick Fix Repairs 5.5 Warranty 5.6 Recalls 4 AUGUSTA FLEET MAINTENANCE AGREEMENT 5.7 Re-Repair (Comebacks) 50 5.8 Outside Repairs 50 5.9 Vehicle Preparation 51 5.9.1 Seasonal Equipment Preparation 51 5.9.2 New Vehicle Preparation 51 5.9.3 Vehicle Disposal Preparation 52 5.9.4 Auctions of Augusta Property 53 5.10 Accidents 53 5.11 Documenting Operator Abuse and Vandalism 54 5.12 Vehicle and Equipment Maintenance Benchmarks 55 5.12.1 Availability and Downtime Percentages 55 5.12.2 Re-repairs (comebacks) Percentages 57 6. VEHICULAR SERVICES 57 6.1 Car Wash Facility 57 6.2 Fuel 57 6.3 Department of Motor Vehicle Documentation 57 6.4 General Fleet Management Administration 58 6.5 Quality Assurance Representatives 58 6.6 Motor Pool 58 7. REPAIR PARTS 59 7.1 Parts Supply 59 7.2 Inventory 60 7.3 Parts Warranty 61 7.4 Core Charges 61 7.5 Cannibalized Parts 62 7.6 Tires 62 7.7 Tracked Vehicle Components 63 7.8 Vendor Invoice Payments 63 7.9 Re-Purchase on Contractor Active Inventory 64 8. REPORTING 64 8.1 Records 64 8.1.1 Fleet Record Management 65 8.1.2 MIS Capabilities 65 8.2 Files 65 8.3 Monthly Report 65 8.4 Annual Report 66 8.5 Contractor Alternative Reports 67 8.6 Quality Control Plan 67 8.6.1 Monitoring System 67 8.6.2 Inspection Records 67 8.7 Quality Assurance 67 8.7.1 Performance Meetings 67 8.7.2 Contract Discrepancy Reports 68 5 AUGUSTA FLEET MAINTENANCE AGREEMENT 9. OTHER SERVICES 68 9.1 Investigations 68 9.2 Clean Fuel Fleet Program Assistance 68 9.3 Vehicle/Equipment Purchases 69 9.4 Directed Work 69 10. PENAL TIES 70 11. ATTACHMENTS A TT ACHMENT A (Minimum Manning) 71 ATTACHMENT B (Penalties) 73 ATTACHMENT C (Drug Free Work Place Certificate) 74 6 7 AUGUSTA FLEET MAINTENANCE AGREEMENT AGREEMENT FOR FLEET MAINTENANCE SERVICES FOR AUGUSTA. GEORGIA This Agreement is made and entered into as of this 30Th day of December, 2005, by and between Augusta, Georgia, a political subdivision of the state of Georgia, (hereinafter referred to as "Augusta"), and First Vehicle Services Inc., 705 Central Avenue #300, Cincinnati, Ohio 45202. (hereinafter referred to as "Contractor"). Augusta and the Contractor, for the consideration stated herein, agree as follows: 1. AGREEMENT TERM AND TERMINATION The duration of the Agreement will be from January 1,2006, to December 31,2008 for a period of thirty-six (36) months. Further, this Agreement may be renewed, expanded and extended by mutual agreement in annual increments, provided that the funds for subject Agreement are available and an operating budget is approved by the Augusta-Richmond County Commission and that the Contractor has established a satisfactory record of performance. A letter of intend to terminate or extend the contract period will be provided by Augusta at least 60 days prior to the end of the contract period. 2. DESCRIPTION OF SERVICES: The Contractor shall provide fleet maintenance services to Augusta as set forth in the "Statement of Work" attached hereto and incorporated herein by reference. 3. DEFINITIONS: Where the following terms occur herein, the intent and meaning shall be as follows: 3.1 Contractor: Contractor shall mean First Vehicle Services Inc. 3.2 Cost Target: Cost Target shall mean the sum of$3,435,806.00 for the calendar year 2006, as adjusted, if applicable, pursuant to Section 6 hereof. 3.3 Surety: Surety shall mean the party who is bound with and for the Contractor to ensure the payment of all obligations and lawful debts pertaining to and for this Agreement. 3.4 Performance and Payment Bond: Performance and Payment Bond shall mean the security approved by Augusta and furnished by the Contractor as a guarantee that the Contractor will execute the work in accordance with the terms of this Agreement and will pay all lawful claims. 3.5 Fleet Manager: Fleet Manager shall mean the designated representative of Augusta with the authority to direct the Contractor in the daily performance of the 8 AUGUSTA FLEET MAINTENANCE AGREEMENT Agreement, but shall have no authority to direct the time, manner, or method of performance. 3.6 Fleet: Fleet shall mean all of the units listed in the equipment table of the RFP and provided in electronic format (excel spreadsheet) of the RFP, and units that may be added to or deleted from the Augusta fleet. 3.7 Downtime: Downtime shall mean the percentage of time a piece of equipment is unavailable for use due to a need for repair or preventive maintenance work. Downtime is calculated as follows: Number of hours unit is not available for use, divided by 24 hours per day Downtime begins when a unit is brought to the garage or upon receipt of notification that a unit requires towing (during normal business hours) to the garage for authorized repair work. Downtime ends when the department to which the unit is assigned is notified that the unit is available for service. Downtime does not include the time to make repairs necessary as result of vehicle abuse, accidents, warranty, vandalism, or Acts of God. 4. CONTRACTOR'S RELATIONSHIP TO AUGUSTA 4.1 Contractor as Independent Contractor: It is expressly agreed and understood that the Contractor is in all respects an Independent Contractor as to the work, and that the Contractor is in no respect an agent, servant or employee of Augusta or the Augusta-Richmond County Commission. This Agreement specifies the work to be done by the Contractor, but the time, manner, and method utilized to accomplish the work shall be the responsibility ofthe Contractor. 4.2 Subcontracting: Contractor may subcontract services to be performed hereunder with the prior approval of Augusta, which shall not unreasonably withhold approval. No such approval shall be construed as making Augusta a party of, or to, such subcontract, nor shall approval be construed as subjecting Augusta to liability of any kind to any Subcontractor. No subcontract shall, under any circumstances, relieve the Contractor of its liability and obligation under this Agreement; and despite such subcontracting Augusta shall deal through the Contractor, and Subcontractors will be dealt with as workmen and representatives of the Contractor. No right or obligation hereunder may in any way whatsoever be assigned or delegated to a third party without the express prior written consent of the other party hereto, such consent not to be unreasonably withheld, and any attempted assignment without such consent shall be considered null and void. Augusta and Contractor each binds itself, successors, assigns, and legal representatives of such party in respect to all covenants, agreements, and obligations contained herein. 9 AUGUSTA FLEET MAINTENANCE AGREEMENT Augusta encourages the Contractor to solicit participation from Minority Business Enterprises in providing supplies and/or services to Augusta. This desire on the part of Augusta is not intended to restrict or limit competitive bidding or to increase the cost of the work. Augusta supports a healthy free market system that seeks to include responsible businesses and provide ample opportunity for business growth and development. 4.3 Augusta Representative: Unless provided otherwise elsewhere in this Agreement, Augusta authorizes the Fleet Manager as the representative to act on behalf of Augusta on all matters relating to this Agreement and/or services being performed hereunder. The Fleet Manager shall decide all questions, which may arise as to the quantity, character and quality of services performed or to be performed pursuant to this Agreement. 4.4 Inspection of Work: The Contractor shall furnish Augusta's authorized representative with every reasonable opportunity to determine whether the work is performed in accordance with the requirements of the Agreement. Augusta may appoint qualified persons to inspect the Contractor's operations and equipment, and the Contractor shall permit the authorized representative(s) to make such inspections at a reasonable time and place. 4.5 Severability: If any term or position of this Agreement is found to be illegal and unenforceable, such terms shall be deemed stricken and the remainder of the Agreement shall remain in full force and effect. 4.6 Termination: This Agreement may be cancelled or terminated in whole or in part at any time without cause upon the giving of at least sixty (60) days written notice to the other party. Should either party fail to perform any of its obligations under this Agreement for a period of thirty (30) days after receipt of written notice of such failure, the non- defaulting party will have the right to terminate the Agreement immediately upon delivery of written notice to the defaulting party of its election to do so. The foregoing rights of termination are in addition to any other rights and remedies that such party may have. Verbal notification of a contract discrepancy will be made to the Contractor's Project Manager or designee as soon as a contract discrepancy is identified. The problem shall be immediately resolved by the Project Manager. The Fleet Manager shall determine whether a formal Contract Discrepancy Report shall be issued. If a Contract Discrepancy Report is issued, it will be AUGUSTA FLEET MAINTENANCE AGREEMENT mailed or hand delivered to the Project Manager. Upon receipt of a Contract Discrepancy Report, the Contractor is required to respond in writing to the Fleet Manager within the time period specified, acknowledging the reported discrepancy or presenting contrary evidence, and presenting a program for immediate correction of all failures of performance identified in the Contract Discrepancy Report. 4.7 Open Records: Contractor acknowledges that its books and records relating to this Agreement may open records pursuant to Georgia's Open Records Act (O.C.G.A. S 50-18-70, et seq.). Contractor covenants and agrees to comply with any lawful request made pursuant to the Open Records Act and shall notify Augusta of each such request and shall forward to the Fleet Manager any information furnished in response to such open records request. 5. PAYMENT METHODOLOGY: Augusta shall pay the Contractor in accordance with the procedures and schedules contained herein. 5.1 Labor Costs: Personnel costs will include wages, salaries, fringe benefits, payroll taxes, mechanic and management incentive programs costs and other direct costs. For Agreement purposes, the Contractor will charge an hourly labor rate agreed upon by the Contractor and the Fleet Manager. This rate will be used to calculate repair order labor cost. 5.2 Parts/Supplies/Outside Services: The Contractor will charge Augusta for parts, supplies and outside services as the items or services are used, as reflected in the Contractor's repair orders. No markup will be added to the Contractor's net costs for the items or services charged to Augusta. 5.3 Administrative Costs and Management Fees: Line items in the approved budget for administrative costs and management fees will be charged to Augusta for each accounting period on a pro rata basis. Management fees will not be subject to documentation in the monthly invoice. 5.3.1 Administrative Costs (Overhead Expenses): Overhead expenses will include such items as office supplies, uniforms, bonding costs, copying costs and insurance. All overhead expenses will be calculated as they are expected to be incurred monthly at the Contractor's net cost without any markup. The administrative costs will be detailed in a monthly detail report presented to the Fleet Manager. 5.4 Cost Incentives: In addition to the Contractor's cost and fee, the Contractor will receive 50 % percent of any aggregate annual savings for Augusta on the fixed price Cost Target (excluding Management Fees) for each fiscal year. 10 11 AUGUSTA FLEET MAINTENANCE AGREEMENT Aggregate annual savings shall be defined as the difference between a lower twelve (12) month actual cost to Augusta and the amount of the Cost Target as stated in Paragraph 3.2. Aggregate costs that exceed the Cost Target shall be borne totally by the Contractor. 5.5 Additional Costs: The additional costs items are described herein. 5.5.1 Capital Expenditures: Any and all capital expenditures of the Contractor for equipment or other capitalized items (i.e., computers, printers, engine analyzer), approved in writing by Augusta, in connection with the services and work to be provided by the Contractor hereunder, shall not be included in the approved Cost Target, but such expenditures may be depreciated over the term of the Agreement. Depreciation balances will be paid within 180 days if this contract is terminated for any reason. 5.5.2 Extra Work: Overtime and other Augusta approved labor and material cost incurred by the Contractor in performance of emergency or other directed work shall not be included in the approved target, pursuant to the terms of the Agreement. Augusta will not approve or reimburse the Contractor for overtime charges for work included in the Cost Target without prior approval of the Fleet Manager. Augusta will NOT approve or reimburse the Contractor for items related to transition or start-up costs, excepting those vehicles or equipment that were awaiting Fleet Manager decision to proceed with non-targeted repairs. The Contractor will accept Augusta's complete vehicle and equipment fleet "as-is" and there will be no reimbursement for major component failure during the term of the Agreement. Any justifiable parts that were on order for fixed cost repairs that arrive after the January 1, 2006 agreement startup will be the responsibility ofthe Contractor. 5.5.3 Additional Reimbursable Items: Costs incurred for unit repairs necessitated as a result of user abuse, vandalism and accident damage during the life of this Agreement will not be included in the computation of the cost of performance incentives, and will not be included in the approved Cost Target and will be directly reimbursable by Augusta to the Contractor. 5.6 Monthly Invoices: Payment to the Contractor will be made monthly in arrears at the rates specified in the Agreement, provided that the Contractor is not in default under any provision of the Agreement, and an accurate statement of payment due is submitted, with documentation attached supporting the statement of payment due. AUGUSTA FLEET MAINTENANCE AGREEMENT Augusta will accept invoices no more frequently than once per month for work performed during the previous month. Invoices will be submitted to the Fleet Manager. One invoice will be supplied for the actual costs of Repair Order parts and labor, Overhead and one-twelve (1/12) of the Management Fee for each month as included in the annual Cost Target, minus any adjustments for credits or penalties. A second invoice will be issued each month for actual charges for reimbursable items. Reimbursable items shall include, but not limited to the following: Directed Work such as Accidents, Operator Abuse, Vandalism and Fleet Manager Directed Work. Reimbursable items shall be individually delineated on the invoice as separate line items by category, with copies of the appropriate back-up invoices and Augusta authorization documents attached. The Contractor's invoice will be delivered to the Fleet Manager for review and processmg. The Contractor shall prepare verification data of any items questioned for the amount claimed and provide complete cooperation during such investigation of any areas in the invoice subject to question. Invoices shall be paid completely by Augusta and the processing of payment will be within thirty (30) working days after receipt ofthe Contractor's billing, and the payment authorization approval of the Fleet Manager. Payment authorization will be withheld pending receipt of required reports. The Contractor shall be liable for payment on thirty (30) days written notice after final ruling by Augusta of any liquidated damages or other offset authorized by the Agreement not deducted from any payment made by Augusta to the Contractor. Augusta may delay the last payment due hereunder up to 90 days after termination of this Agreement. 6. ADJUSTMENTS TO THE COST TARGET 6.1 Changes in the Size or Mix of the Fleet: The Cost Target shall be adjusted to correspond to increases or decreases of at least five (5%) percent in the "Out-of Warranty" fleet size on a prorated unit cost basis, utilizing a Augusta-established 12 AUGUSTA FLEET MAINTENANCE AGREEMENT Vehicle Equivalency Rate. For the purpose ofthis Agreement, "Out-of- Warranty" shall mean any vehicle outside the normal "whole equipment" warranty as provided by the equipment manufacturer upon the purchase of said equipment, or any extended warranty as so purchased by Augusta at the time of the original equipment purchase. Adjustments shall be made on a semi-annual basis, after review of the Fleet Manager and the approval of the Augusta Commission. 6.2 Unusual Costs: The Contractor may petition Augusta for an adjustment to the approved Cost Target at reasonable times based on unusual changes in the Contractor's cost of doing business. For purposes of this Section, "Unusual Changes" shall mean items not covered by this Agreement, which occur through no fault of the Contractor. The term shall not include price increases arising in the ordinary course of business. The amount of any adjustment pursuant to this paragraph shall be at the discretion of the Augusta-Richmond County Commission and shall be determined by mutual agreement. 6.3 Annual Adjustments: The Cost Target, including the Contractor's fee, shall be adjusted for any subsequent years of the Agreement in accordance with the Annual Meeting. During the Annual Meeting between Augusta and the Contractor, the Contractor's performance will be reviewed. Augusta will present a report card that includes Augusta's assessment of Contractor performance in the areas of fleet maintenance, operations, cost/performance, target incentives, and other issues. The meeting shall also include a review ofthe Contractor's cost of doing business and the Contractor will provide a detailed month by month cost of operations, by expense category in a spreadsheet format, prepared in accordance with generally accepted accounting principles. With the exception of labor, escalation of the Cost Target for the ensuing year shall not exceed the Bureau of Labor Statistics - Consumer Price Index (CPI) for all urban consumers in the Transportation Category for Atlanta, Georgia for the last twelve-month reporting period. Calculations by the Contractor with estimates of current quarters of the year will not be acceptable. Labor costs shall be negotiated separately. Changes to the Agreement resulting from the Annual Meeting shall be documented in an Agreement Amendment. 7. STAFFING PROVISIONS 7.1 General: The Contractor shall have the responsibility for selecting personnel to perform the services to be provided hereunder. No applicant with a record of arrest involving a crime of moral turpitude will be hired within two years of the date of that arrest. unless such person is found not guilty of such offense. No applicant. with a felony conviction will be hired or allowed to provide repair services to public safety equipment. The Contractor will submit a background 13 AUGUSTA FLEET MAINTENANCE AGREEMENT request to the Augusta Sheriff s Department for a Criminal History Records Check on each employee prior to hiring. The contractor may use a reputable investigative agency for back ground checks in lieu of the Sheriffs Office but must obtain approval from the Fleet Manager in writing. All Contractor employees who operate, or reasonably might be expected to operate, any vehicle of the fleet, either for road test, transportation, or for any other purpose, shall have a valid driver's license, with proper endorsements. The Contractor will review driver's license semi-annually and dismiss any employee who fails this requirement. The Fleet Manager will be provided a list of all employee driver license classifications and endorsements within 15 days of the semi-annual inspection. The Contractor will make performance evaluations on all employees hired during a 90-day probationary period. Evaluations will be done at 30, 60 and 90 days of the hire date, regardless of employee. Annual performance evaluations will be performed prior to any performance increases considered by the Contractor. The Contractor will provide employees pay for work performed every week, two weeks or bi-monthly. In no case will the employee receive a paycheck later than three weeks after their date of hire. Augusta reserves the right to request the dismissal of any Contractor employee whose performance or actions are considered detrimental to the program or to Augusta as determined by the Fleet Manager. 7.2 Manning Changes: The Contractors' General Manager, Managers and Supervisors shall have proven technical and managerial experience in the field of light vehicle; law enforcement, fire suppression and heavy equipment fleet maintenance and management. Nominee(s) for General Manager, Managers and Supervisors shall be presented to Augusta for specific approval. All personnel employed by the current fleet contractor as of December 31, 2005, that are offered and accept positions with the Contractor, shall have 90 days of minimum employment from January 1,2006 provided their performance meets the goals and expectations established by the Contractor for Agreement satisfaction. In the event that the Contractor has open targeted position(s) for a period in excess of 60 days, the Contractor will credit the Cost Target of the open position(s) against the monthly fixed-target invoice(s) until the position(s) are filled. The base rate will be used. In all cases, there shall be no disruption in the level of services to Augusta. 14 15 AUGUSTA FLEET MAINTENANCE AGREEMENT 7.3 Contractor Benefits: The Contractor shall have sole responsibility for determining and providing health and other related benefits for the Contractor employees. The Contractor will provide benefits, to include, but not limited to: Health Benefits (Medical, Dental, Vision), Life Insurance, Accident Insurance, Sick Leave and Vacation. Employee benefit costs will be included as part of the Cost Target. The Contractor will recognize years of service with predecessor contractors for calculation of accrued vacation benefits for those eligible employees that are carried over into this Agreement. Employee welfare items, such as flowers, parties or donations, are the sole responsibility of the Contractor and are not to be considered in the Cost Target. The Contractor will abide by the ethical standards of Augusta and will not allow nor accept gifts or monies from vendors to assist in providing benefits to employees. 8. PERFORMANCE 8.1 Right to Require Performance: Augusta's failure at any time to require performance of any provisions thereofby the Contractor shall in no way affect the right of Augusta thereafter to enforce same; nor shall any waiver by Augusta of any breach of any provision hereof be taken or held to be waiver of any succeeding breach of such provision or as a waiver of any provision itself. 8.2 Bonds: 8.2.1 Performance and Payment Bond: The Contractor shall also furnish a Performance and Payment Bond executed by a Surety Company duly authorized to do business in the State of Georgia, in an amount equal to at least one hundred-ten percent (110%) ofthe annual Cost Target, as security for the faithful performance of the Agreement. Said bond shall be in full force and effect during the term of this agreement and shall be issued on an annual basis. No Agreement shall exist until the Augusta-Richmond County Commission receives a duly executed Performance Bond made payable to the Augusta- Richmond County Commission. The Performance and Payment Bond shall be conditioned upon the following: If the Contractor: 1. Performs this Agreement between the Contractor and Augusta for the Statement of Work at the times and in the manner prescribed in this Agreement, and AUGUSTA FLEET MAINTENANCE AGREEMENT 2. Promptly makes payments to all claimants supplying the Contractor with goods, labor, materials, or supplies, used directly or indirectly by the Contractor in the prosecution of and providing the Statement of Work specified in this Agreement, and 3. Pays Augusta all losses, damages, expenses, costs and attorneys fees including appellate proceedings in accordance with this Agreement, Augusta sustains because of default by the Contractor under this Agreement, and 4. Provides all labor and materials as specified in the Statement of Work under this Agreement in the time specified in this Agreement and such labor and materials are accepted by Augusta as provided for in this Agreement, then the Performance Bond and Payment Bond are released; otherwise, they remain in full force. To the extent provided for in this Agreement, if the Contractor shall be and is declared to be in default under this Agreement, and Augusta has performed it's obligations hereunder, the funds available under the Performance Bond and Payment Bond may be immediately claimed in their entirety and used by Augusta as needed to remedy the default, or may be used to: 1. Complete this Agreement in accordance with its terms and conditions; or 2. Obtain a proposal(s) for performing this Agreement in accordance with its terms and conditions, and, at Augusta's option, arrange for a Agreement between such proposer(s) and Augusta and make sufficient funds available as work progresses (whether or not there is a default or succession of defaults under any agreement(s) or contract(s) for completion of performance initiated under this paragraph) to pay the cost of completion less the balance of this Agreement price. It will be the responsibility of the Contractor to deliver the proper documentation to the Fleet Manager annually. 9. INSURANCE 9.1 Mandatory Insurance Requirements: Prior to the commencement of the Agreement, the Contractor shall obtain and keep in full force and effect until the termination of the Agreement, the following insurance with an insurance 16 Employers' Liability with a minimum of$I,OOO,OOO combined single limit. AUGUSTA FLEET MAINTENANCE AGREEMENT company licensed and qualified to do business in the State of Georgia, as evidenced by a Certificate ofInsurance and/or certified copies of the insurance policy(ies ). 1. Worker Compensation - Statutory minimum limits 2. Commercial General Liability: Minimum $2,000,000 combined single limit of Bodily Injury and Property Damage per occurrence including the following coverage: a. Contractual liability b. Premises and Operations c. Independent Contractors d. Completed Operations and Product Liability e. Personal Injury 3. Automobile Liability: Minimum $1,000,000 combined single limit of Bodily Injury and Property; Damage per occurrence including the following: a. Owned automobiles b. Hired automobiles c. Non-owned automobiles 4. Garage Keepers Legal Liability: Minimum Limits - $1,000,000 per occurrence 5. Additional Insured: Augusta, Georgia, the Augusta-Richmond County Commission, its officers, employees and elected officials, shall be named as an additional insured on all liability policies. All policies shall be occurrence policies. It will be the responsibility of the Contractor to deliver the proper documentation to the Augusta Fleet Manager annually. 9.2 Policy Cancellation: Sixty (60) days written notice of cancellation or of any material change in the policy( cies) is required. 9.3 Certificate Holder: Augusta-Richmond County Commission. 10. WORKING CONDITIONS: In the performance of the Agreement, the Contractor shall adopt working conditions, and other employment policies which meet the approval of Augusta, provided, however, that the Contractor will not be required to violate any applicable federal or State statutory provisions. 17 AUGUSTA FLEET MAINTENANCE AGREEMENT 11. JOB SAFETY COMPLIANCE: It shall be the responsibility of the Contractor to comply with all the provisions applicable to the Occupational Safety and Health Act as enforced by the U.S. Department of Labor and to require all employees to comply with this law and all regulatory State or local laws affecting job safety. It shall be the Contractor's responsibility to maintain throughout the term of this Agreement a safety and accident prevention program, which meets the requirements of Federal, State and local codes and all other authorities having jurisdiction over this work. Contractor will notify Augusta of any non-compliance issues that are directly related to Augusta-owned facilities and equipment. At a minimum, the Contractor will provide a comprehensive written Safety Program, and a safety training program for maintenance facility employees. A copy of the Safety Program will be provided to the Fleet Manager for review and approval prior to Augusta's acceptance ofthe plan. 12. ACCIDENT PROVISION: In the event of any personal injury accident in connection with the Agreement, the Fleet Manager and the Risk Management Department shall be notified within 12 hours and given all known facts regarding the accident. 13. EQUAL OPPORTUNITY COMPLIANCE: Augusta and the Contractor for the purpose of this Agreement) are subject to the requirements of Executive Order 11246, Section 202, Equal Opportunity; Executive Order 11625; Section 402 of the Vietnam Era Veterans Readjustment Act of 1972, as amended; Section 503 of the Rehabilitation Act of 1973, as amended; and related rules and regulations ofthe Department of Labor and the Office of Federal Contract Compliance Programs. 14. DRUG FREE WORKPLACE CERTIFICATION: The Contractor will comply with Volume 49, Code of Federal Regulations Part 382 and 49 CFR 40 setting forth requirements as to employees classified as "Safety Sensitive" for all of its employees performing services under this Agreement (which includes, but is not limited to, mechanics maintaining vehicles requiring a Commercial Driver's License (CDL) to operate. The cost of the drug and alcohol testing is the responsibility of the Contractor. An annual report will be submitted to Risk Management on the last working day of January. 15. FUNDING: The obligation of Augusta for payment to the Contractor is limited to the availability of funds appropriated in a current fiscal period, and continuation of the Agreement into a subsequent fiscal period is subject to appropriation of funds, unless authorized by law. 16. MANNER OF PERFORMANCE: The Contractor agrees to perform its duties and obligations under this Agreement in a professional manner and in accordance with all 18 AUGUSTA FLEET MAINTENANCE AGREEMENT applicable local, federal and state laws, rules and regulations. The Contractor shall strive to provide the services provided for in this Agreement with employees that are trained, experienced, certified (ASE), and licensed in all areas encompassed within their designated duties. The Contractor will furnish any and all documentation, certification, authorization, license, permit, or registration currently required by applicable laws or rules and regulations. The Contractor further certifies that they and their employees are now in and will maintain good standing with such governmental agencies and that they and their employees will keep all license, permits, registration, authorization, or certification (ASE) required by applicable laws or regulations in full force and effect during the term of this Agreement. Failure of the Contractor to comply with this section shall constitute a material breach of this Agreement. 17. CONTROLLING LAW: The substantive law of Georgia shall govern the validity of this Agreement, its interpretation and performance, and any other claims related to it. 18. VENUE: All claims, disputes and other matters in question between Augusta and the Contractor arising out of or relating to this Agreement, or beach thereof, shall be decided in the Superior Court of Richmond County, Georgia. The Contractor, by executing this Agreement, specifically consents to jurisdiction and venue in Richmond County and waives any right to contest the venue in the Superior Court of Richmond County, Georgia. IN WITNESS WHEREOF Augusta, Georgia, acting by and through the Augusta-Richmond County Commission and the Contractor have affixed their signatures as ofthe dates indicated below. AUGUSTA, GEORGIA Attest: By: Name: Title: Mayor Date: FIRST VEHICLE SERVICES Attest: By: Name: Title: Date: 19 20 AUGUSTA FLEET MAINTENANCE AGREEMENT STATEMENT OF WORK 1. GENERAL REQUIREMENTS The Contractor shall use its best efforts to maintain and repair the Augusta fleet of over 2,400 vehicles and pieces of equipment to support all aspects of Augusta. 2. INTENT It is the intent for the Contractor to assume responsibility for management of fleet repair and maintenance operations and to perform preventive maintenance, and other related functions associated with the Augusta fleet. The goals of this agreement include: a. Improving the cost-effectiveness of the fleet. Reducing the overall fleet maintenance cost. b. Improving fleet availability. Insuring compliance with Federal, State, and local mandates governing fleet operations. c. Providing responsive maintenance costing through the implementation of the CCG Faster CIS Management Information System (MIS). d. Improving services offered to Augusta' departments utilizing fleet vehicles. Augusta will establish cost and performance standards for fleet maintenance with a system of liquidated damages to the Contractor for failure to meet these standards. Augusta desires a working relationship with the Contractor that provides a work environment consistent with Augusta's needs, therefore the penalty clause will only be used in the case of the Contractor's failure to perform at the discretion of the Fleet Manager. 3. STATEMENT OF WORK 3.1 General: The Contractor shall perform to the standards specified in this Agreement and must demonstrate the competence and experience required in providing fleet maintenance services for vehicle fleets containing over 2,000 vehicles and/or equipment. 3.1.1 Augusta Personnel: The Augusta Fleet Manager will have full authority to supervise the Contractor's performance in the daily operation of the Agreement and shall provide direction to Contractor in areas relating to Augusta's policy, information and procedural requirements. The Fleet Manager is not authorized to make any changes in the terms and conditions of the Agreement without the approval of the Augusta Administrator and the Augusta Commission. 3.1.2 Contractor Personnel: The Contractor will designate whom the following Contractor personnel will be: The Project Manager shall have a minimum of five (5) years experience in the management of fleet maintenance and services. The Project Manager must be able to fluently read, write, speak and understand English. AUGUSTA FLEET MAINTENANCE AGREEMENT 3.1.2.1 Project Manager: The Contractor shall provide a Project Manager who will liaise with Augusta's Fleet Manager and have full authority to act for the Contractor on all Agreement matters relating to the daily operation of the Agreement. The Project Manager or approved alternate shall be available between 8:00 a.m. and 5:00 p.m. Monday through Friday, except Augusta recognized holidays. The Fleet Manager will be notified in writing when the Project Manager will not be in the Augusta area and available to respond to Augusta's needs. Any changes in the Project Manager and designated alternate shall be subject to advance, written approval of the Fleet Manager. Such approval shall not be withheld unreasonably or for an unreasonable length of time. 3.1.2.2 Management Staff: The Contractor shall provide a management staff with the proper skills and training in providing the required fleet maintenance and management services. Continuous improvement in the capability of the management staff is the responsibility of the Contractor to ensure personnel stay abreast of ever-changing technology. The Contractor will maintain a training schedule for all management personnel. 3.1.2.2 Maintenance Staff: Contractor shall provide maintenance staff personnel with the proper skills and training in providing the required fleet maintenance services. Continuous improvement in the capability of the maintenance staff is the responsibility of the Contractor to ensure personnel stay abreast of ever-changing technology. The General Manager will provide a narrative report oftraining on a semi-annual basis to Fleet Management for review. The Contractor is required to maintain ASE certifications for maintenance personnel in the following categories. Automotive Repair Air Conditioning Recovery and Recycling 21 AUGUSTA FLEET MAINTENANCE AGREEMENT Advanced Engine Performance Medium & Heavy Truck Repair Medium & Heavy Truck Electrical Diesel Engine Performance Alternative Fuels Parts Specialist Within the first year of the Agreement, the Contractor will have 75 percent of all eligible mechanical positions certified in at least one of the proficiency tests in the categories listed above that best meets the mechanic's job assignment. The Contractor will provide a detailed monthly listing of all personnel that are ASE Certified to Fleet Management and will post all such certifications within clear view in each repair facility where the individuals are assigned. 22 The Contractor will become an ASE "Blue Seal of Excellence" facility within the first year of the Agreement for both light and heavy shops. 3.1.3 Uniforms and Professional Attire: The Contractor will ensure their employees maintain a professional appearance at all times while performing the requirements of the Agreement. All newly hired employees will have uniforms within a three week period from start date. The cost of required uniforms will be included in the Cost Target. Employee losses or negligence of uniforms and/or caps will not be covered under the Cost Target. MAINTENANCE PERSONNEL: The Contractor will ensure that all maintenance personnel, regardless of hire date, are required and will wear standard work uniforms at all times. Each employee will have an appropriate number of uniforms to ensure this requirement. Maintenance personnel are defined as mechanics, helpers, tire repairers, laborers and janitors. The standard dress for these positions will be cotton or polyester, dark blue pant, dark blue button-down-the-front shirt or blouse and a plain-design black belt. Use and wear of a baseball-style cap is optional and may be included in the Cost Target. All shirts and blouses will have the identification of the Contractor (logo) and the employee's first name. ASE Certification shoulder patches will be worn by all qualified individuals. The Contractor may choose to authorize short sleeves shirts to be worn in warmer conditions. Short pants or shorts will not be authorized regardless of the season. ADMINISTATIVE STAFF: The Contractor will ensure that all administrative personnel, regardless of hire date, are required and will wear professional uniforms at all times. Each employee will have an appropriate number of uniforms to ensure this requirement. AUGUSTA FLEET MAINTENANCE AGREEMENT Administrative personnel are defined as the quality or safety managers, parts managers, supervisors, and/or foremen. The standard dress for these positions will be cotton or polyester, dark blue pant, with a plain-design black belt. The color and style of the shirt will be agreed upon by the Fleet Manager and General Manager. Use and wear of a baseball-style cap is optional. All shirts and blouses will have the identification of the Contractor (logo) and the position or title of the employee. The employee's first name is optional. The Contractor may choose to authorize short sleeves shirts to be worn in warmer conditions. Short pants or shorts will not be authorized regardless of the season. ADMINISTRATIVE STAFF EXCEPTIONS: The General Manager will dress in appropriate professional attire, "corporate casual" dress as a minimum (collared knit shirt and slacks). The cost of the Project Manager's shirts may be included in the target cost ifthe logo is present.. If the General Manager deems it necessary to wear suits, the cost shall NOT be included in the Cost Target. The General Manager will direct appropriate professional attire for MIS personnel and special staff members. Personnel assigned to the Fleet Manager will be informed of appropriate attire while at Fleet Management, but the Quality Assurance personnel assigned to the repair facilities are required and will wear dark blue pants, white or light blue shirt or blouse and a plain-design black belt. 3.1.4 Footwear: The cost of required footwear will be included in the Cost Target. Employee losses or negligence of footwear will not be covered under the Cost Target. MAINTENANCE PERSONNEL: The Contractor will ensure that all maintenance personnel, regardless of hire date, wear safety-toe footwear at all times. Maintenance personnel are defined as mechanics, helpers, parts clerks, tire repairers, laborers and janitors. The safety-toe footwear can be shoes or boots and will be black in color. Gym style or sport-designed footwear is not authorized. ADMINISTATIVE STAFF: The Contractor will ensure that all administrative personnel, regardless of hire date, wear the proper footwear at all times. Administrative personnel are defined as the Project Manager, 23 AUGUSTA FLEET MAINTENANCE AGREEMENT operation manger, quality or safety managers, parts managers, supervisors, foremen and the general office staff. The operations manager, quality or safety managers, parts managers, supervisors and foremen will wear safety-toe footwear at all times. The safety-toe footwear can be shoes or boots and will be black in color. Gym style or sport-designed footwear is not authorized. 3.1.5 Eye Protection: The Contractor will ensure that all personnel wear appropriate eye protection in compliance with good shop practices and in compliance with OSHA requirements. These provisions will be included in the Contractors comprehensive safety manual. Eye protection must comply with OSHA standards for the type work being done. 3.1.6 Department Guides and Position Descriptions: The Contractor will prepare and maintain Departmental Guides, depicting the standards of operation for each task associated with proper fleet maintenance. The format for the guides will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. The Department Guides will be available for Fleet Management review within one hundred- twenty (120) days. The Contractor will prepare and maintain job position descriptions, depicting the work requirements expected for each grade and level of positions. The format for the guides will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. The job descriptions will be available for Fleet Management review within sixty (60) days. 24 3.1. 7 Disciplinary Actions: Where in the case that Fleet Management finds actions by Contractor personnel affecting Agreement performance, the Contractor shall take appropriate actions on employees and advise Fleet Manager of actions taken. 3.1.8 Staffing Changes: Contractor shall be responsible for removing and replacing any Contractor employee performing services hereunder, when reasonably requested to do so by Augusta. 3.2 Scope of Work: The Contractor shall provide preventive maintenance, proactive and reactive remedial repairs, mobile service, tire service, overhaul services, fleet in-processing and decommissioning, towing, fleet maintenance management, and such other associated services as may be required to assure the continuity of effective and economical operation of Augusta's vehicles and equipment. AUGUSTA FLEET MAINTENANCE AGREEMENT 25 The Contractor shall furnish all necessary supervision, labor, employee training, technical service manuals, parts, supplies and sub-contract work required to maintain the fleet in a state-of-repair and service consistent with generally accepted fleet practices and as defined in this Statement of Work. In addition, the Contractor shall provide and maintain a permanent, detailed, automated record system for each vehicle and vehicle category in order to provide a basis for optimum fleet management and provide detailed maintenance and operating information for Augusta. 3.3 Facilities: Notwithstanding anything to the contrary contained herein, the Contractor agrees to indemnify, defend and save harmless Augusta, and it's employees, agents, and servants from any claim, cause of action, or lawsuit brought against Augusta, or it's employees, agents, and servants as a result of Contractor operation or handling of the repair facilities, or transportation of the the equipment contained therein excepting pre-existing conditions. 3.3.1 Location: The following is a listing of the repair facilities by location and type of work performed at each site: 1568 Broad Street repair facility - 23 bays with 8 lifts for automobiles, light trucks-l ton and under, fire fighting equipment and small gas-powered equipment (all aspects of PM and repair services) 2027 Lumpkin Road - 2 bays for small gas-powered equipment (majority of work will be on grass cutting equipment) 2314 Tobacco Road - 15 bays with 2 lifts for all trucks over 1 ton, off-road equipment, trailers and tractor-mounted grass-cutting equipment (all aspects of PM and repair services) 402 Walton Way repair facility - 3 bays with 2 lifts for Sheriff Department administrative automobiles, patrol motorcycles and utility carts (majority of work will be PM services, quick-fix and light duty maintenance) Augusta Landfill Operations - only that equipment associated with waste disposal such as compactors, earth-hauling 6x6 trucks, excavators, elevating pans, scrapers, tracked dozers, water trailers and one water truck (all aspects of PM and repair services - heavy repairs will be done at the Solid Waste Facility as much as possible and is practical but coordinated through the Tobacco Road facility or sent to any out-source vendor. Equipment which is leased has its own maintenance repair plan and the Contractor should only perform preventive maintenance and directed work on this unit). AUGUSTA FLEET MAINTENANCE AGREEMENT The facilities will remain the property of Augusta. Augusta will lease to the Contractor the maintenance facilities listed above for a charge of $1.00 per year. The Contractor's first fixed-target monthly invoice each year will show a credit for the lease cost of each repair facility. The Contractor shall not use the facilities for work on vehicles or equipment not owned or leased by Augusta unless otherwise directed in writing by the Fleet Manager. The Contractor shall not use the facilities, which shall in any way conflict with any federal, state and/or local law, stature, ordinance, rule, order, regulation, or requirement, now in force or which may hereafter be enacted or promulgated. 3.3.2 Utilities: Augusta will supply natural gas, water and electricity services. Each facility will include an appropriate number of telephones on Augusta network. Any additional telephone requirements deemed necessary by the Contractor will be at the Contractor's expense and not included in the Cost Target. Only long distance telephone calls associated with the management and maintenance of equipment for Augusta are authorized. Augusta may require a telephone usage log to be compiled for all long distance calls and submitted monthly to the Fleet Manager to ensure compliance. The Contractor shall ensure cost efficient energy utilization by taking appropriate energy saving measures and managing the energy consumption of its work force. Such measures shall be reported quarterly to the Fleet Manager. The format for this report will be incorporated into the facilities inspection sheet. The Contractor will be responsible for all normal solid waste disposal services, ground keeping and snow removal for facilities associated with this contract. 3.3.3 Equipment: Augusta shall provide, under the aforementioned yearly lease rate, Augusta-owned fleet maintenance equipment (compressors, lifts, welders, etc.) and certain specialty garagJ maintenance tools located at the maintenance facilities. I I TOOLS: Fleet Management maintains an annual budget for the replacement or addition of necessary specialty t60ls and equipment with an acquisition cost of more than $100 as vehicle and equipment technological changes develop. The Contractor will assist the Fleet Manager in determining the tools required in the performance of maintenance mission and will submit requests for consideration. Specialty tools with an acquisition cost of less than $100 each will be the responsibility of the Contractor to purchase and are included in the Target Cost. The Contractor's decision to not purchase a specialty tool, and the resulting affect 26 AUGUSTA FLEET MAINTENANCE AGREEMENT of the decision causing increased delays in the repair of Augusta vehicles and equipment, could be cause for a Contract Discrepancy. None of the mechanical tools associated as "tools ofthe trade" for each type of mechanic assigned at the repair facilities will be provided by Augusta. COMMUNICATION EQUIPMENT: Augusta will provide the following radio base stations and portable radios to assist in communications with the user departments. Broad Street Repair Facility 1 each Base Station 6 each portable Radios Lumpkin Road Repair Facility 1 each Portable Radios Tobacco Road Repair Facility 1 each Base Station 5 each Portable Radios Walton Way Repair Facility 1 each Portable Radio Augusta Landfill Operations 1 each Portable Radio Augusta will furnish all maintenance requirements and will allow the Contractor to transfer the radios between work sites as required, provided the Fleet Manager approves and all required documentation is completed prior to such transfers. Augusta has no requirement to replace deflective equipment or to provide additional radios or base stations for the Contractor's use, unless deemed necessary by Fleet Management. OFFICE FURNISHINGS: Augusta will provide for general office furniture, but not non-fleet administrative computers, printers, fax machines or photocopiers. Additional office furniture requirements, beyond reasonable requirements and not currently available for issue by Augusta, will be at the Contractor's expense. VEHICLES AND EQUIPMENT: A limited number of specialty vehicles/equipment such as forklifts and work trucks will be supplied by Augusta. The Fleet Manager will have the authority to provide or remove equipment based on the needs of other Augusta departments. Augusta disclaims any and all express or implied warranties on the equipment, disclaims any implied warranty of merchantability of the equipment or the warranty of fitness for a particular purpose, and the Contractor agrees that the equipment is "as is" and "with all faults". 27 AUGUSTA FLEET MAINTENANCE AGREEMENT By supplying equipment to the Contractor, Augusta in no way accepts the responsibility for providing equipment on a continuing basis. When the equipment becomes uneconomical to repair, Augusta may not have replacement equipment or funds available and in no way does this limit the Contractor from performing to the Agreement requirements. The repair and maintenance upkeep of the above listed equipment will be charged as part of the total Cost Target for the fleet. The Contractor shall assume the risk of loss, damage, or destruction of any Augusta furnished vehicles, equipment and tools due to contractor's negligence. Liability for the injury, disability, and death of workers and other persons caused by the operation, handling, or transportation of the equipment during the Agreement period shall be the sole responsibility of the Contractor due to contractor's negligence. ADDED EQUIPMENT: All equipment added during the term of the Agreement, with the approval of the Fleet Manager prior to acquisition, will become the property of Augusta. Augusta approved replacement equipment/tools which are acquired by purchase or lease for the performance of services herein, which will be paid for by Augusta, shall be acquired after competitive bidding through the Contractor's purchasing agency with consideration to the policies and procedures of Augusta. The Fleet Manager will determine if the Contractor shall provide this service, or if the purchases will be made through Augusta Purchasing Department. 3.3.4 Inspection: Between the date of Agreement execution and the date that the Contractor actually takes over the facilities, a complete physical inventory of the office and shop equipment will be taken by representatives of Augusta and the Contractor to determine what the Contractor shall be responsible for. The inventory shall be repeated annually prior to the Annual Meeting. The physical facilities, office and shop equipment provided to the Contractor for the term of the Agreement will become the responsibility of the Contractor and will be returned to Augusta upon completion of the Agreement in the same condition they were provided to the Contractor, except for normal wear and tear. To the best of Augusta's knowledge, the repair facilities meet all local, State or Federal laws, but the Contractor's taking possession of the repair facilities shall be conclusive evidence of the Contractor's acceptance thereof in good, sanitary order, condition, repair, and with no defects of any sort. The Contractor hereby acknowledges that Augusta has made no representations or warranties regarding the condition of the facilities. 28 AUGUSTA FLEET MAINTENANCE AGREEMENT The Contractor will accept the facilities in their present state and condition and waives any and all demand upon Augusta for alterations, repairs, or improvements thereof excepting those items which do not meet local, State or Federal laws. Any cost to improve the facilities to meet said standard will be the responsibility of Augusta. The Contractor shall not hold Augusta liable for any latent defect in the repair facilities, nor shall Augusta be liable for injury to persons or property caused by fire, theft, heating, air-conditioning, or lighting apparatus, falling plaster, steam, gas, electricity, water, rain, or dampness, which may leak or flow from or through and part of the repair facilities, or from the pipes, appliances or plumbing work of same. There are no fuel storage tanks at the repair facilities, but a separate third-party- owned and maintained diesel fuel tank is located at Augusta Landfill. There are no known concerns or liabilities currently existing with the waste oil tanks at the repair facilities. The Contractor will ensure all signs, posters and pictures in the repair facilities are tasteful in design and in accordance with common business practice. Items depicting indifference or intolerance towards religions or ethic race, or depictions of male or female forms in inappropriate dress will not be tolerated. 3.3.5 Maintenance: The physical facilities will be maintained by Augusta including repairs, maintenance and/or renovations to the facility's structure, foundation, sidewalks, walls, floors, ceilings, doors, windows HV AC systems, plumbing, electrical fixtures, wiring, lifts, and compressors, unless such property is owned by the Contractor or such maintenance and repairs, caused in part or whole by an act, neglect, fault, or omission of the Contractor, its agents, servants, employees, or invitees. If defects, degraded conditions or needed repairs in any facility are found by the Contractor, after commencement of the Agreement, the Contractor will notify Fleet Management for execution of repairs by utilizing an established Augusta format. There shall be no liability to Augusta by reason of injury to or interference with the Contractor's business arising from the making of any repairs, alterations, or improvements in or to any portion of the repair facilities. Facility repair work will not to be included in the Cost Target. The Contractor shall maintain equipment used during the performance of the Agreement such as: compressors, lifts, welders, etc., to the required standards of the original equipment manufacturer (OEM), ANSI, OSHA and DOT. The Contractor shall be responsible for interior housekeeping such as general cleaning, including but not limited to sweeping, mopping, dusting, disposal of 29 AUGUSTA FLEET MAINTENANCE AGREEMENT accumulated waste materials and rubbish, minor plumbing (such as stopped-up toilet or sink), janitorial maintenance and supplies as required to maintain a safe environment. The Contractor will establish a Facility Review Condition Report for submittal to Fleet Management monthly. The Contractor will ensure that, adequate types of and quantities of fire extinguishers are located throughout each repair facility in accordance with accepted standards and will perform monthly quality checks to ensure the serviceability of each unit. The Contractor will be responsible for refilling all fire extinguishers in their assigned areas. The condition of all fire extinguishers will be reported on the monthly Facility Review Condition Report. The Contractor shall not make or allow to be made any alterations, additions, or improvements, to or upon the facilities, or any part thereof without first obtaining the prior written approval from Augusta. Any alterations, additions, or improvements to or upon the facilities which are applied to the real property in such a manner that removal would cause damage to said property, including, but not limited to, wall covering, paneling and built-in cabinet work, but excepting movable furniture and trade fixtures, shall at once become a part of the realty and belong to Augusta. All work performed by the Contractor shall conform to applicable local building codes. All other fixtures and/or personal property placed in the facilities by the Contractor shall be removed by the Contractor within ten working days after expiration, termination, or cancellation of the Agreement. In the event of the failure to so, title thereto shall vest in Augusta. All betterment's to the facilities shall become the property of Augusta upon termination of this Agreement. The Contractor shall use its best efforts to insure that Augusta repair facilities utilized by the Contractor receive zero (0) environmental or OSHA violations. This requirement applies to those conditions where the Contractor has failed to properly perform within established local, State or Federal standards or fails to notify Fleet Management of Augusta discrepancies and therefore creates a hazardous condition based on their negligence. 3.3.6 Damages: The Contractor shall be responsible for all damages to persons and/or property that occur as a result of the Contractor's fault or negligence in connection with the performance of work. 3.3.7 Permits: The Contractor shall, without additional expense to Augusta, obtain all local, State and Federal business and other licenses and permits required for the performance of work. A copy of all licenses and permits will be 30 AUGUSTA FLEET MAINTENANCE AGREEMENT displayed at each shop location and copies will be given to Fleet Management. The Contractor shall be required to maintain an Augusta Business License. 3.4 Security: The Contractor shall ensure the security and confidentiality of all facilities and documents provided by Augusta and all such measures must be approved by Augusta. The Contractor may change the locks on any or all the maintenance facilities and equipment leased for the duration of the Agreement. The Contractor shall provide properly tagged, duplicate keys to the Fleet Manager immediately after any change is made. The Contractor is responsible for vehicles and equipment accepted for service at the repair facilities. Although all of the maintenance facilities are fenced, responsibility entails ensuring reasonable steps are taken to secure vehicles and equipment from theft or vandalism, such as rolling up windows and locking doors. The Contractor must inspect all incoming vehicles for damage and/or missing equipment and the owning department must be immediately notified when discrepancies are found. The Contractor will notify Augusta Risk Management Department on all accident damage discovered. No accident repairs will be performed by the Contractor without the direct approval of Risk Management or the Fleet Manager. Incidents of theft or vandalism to Augusta vehicles and equipment left in the Contractor's care must be reported immediately to the Fleet Manager and the appropriate law enforcement personnel. The Contractor will ensure a sign-out log is maintained at each normal end-of- the-day exit of each repair facility and an appropriate Contractor employee will denote that the repair facility has been secured, by denoting their signature, the date and time of departure. The Contractor will be held liable for the replacement/repair of vehicles and equipment damaged while under the control of the Contractor if the loss is due to negligence or poor security measures by the Contractor. The Contractor will maintain an inventory listing of all employees' tools and equipment. The Contractor will be held liable for the replacement/repair of said tools and equipment damaged or stolen while under the control of the Contractor if the loss is due to negligence or poor security measures by the Contractor. Augusta will be held harmless of all claims due to theft, damage, fire, vandalism and/or acts of God. 3.5 Hours of Service: The Contractor using Augusta repair facilities shall be open and operating every scheduled workday. The Contractor may work on approved scheduled holidays, but must not expect delivery of vehicles scheduled for PM or other maintenance services. At a minimum, the Contractor shall receive maintenance and repair work requests during the hours from 7:00 A.M. to 4:00 31 AUGUSTA FLEET MAINTENANCE AGREEMENT P.M., Monday through Friday. Repair facilities may be required to adjust shop hours due to various Augusta departments making changes in their work hours for seasonal or climatic changes. The Contractor has the discretion over shop and shift hours as long as vehicle availability remains at acceptable levels and Fleet Management concurs. Changes to shop hours will not commence until Fleet Management has determined that adequate time has passed to notify all affected departments. Staffing at the Solid Waste Facility (Landfill) will be coordinated with the Solid Waste Facility Director. Any conflicts concerning staffing will be resolved by the Fleet Manager. The Fleet Manager and the Contractor shall determine if alternatives for additional shifts to support after-hours preventive maintenance and/or repair services, such as flexible hours on a second shift for the servicing of patrol cars. Augusta may require additional service hours in order to meet specific needs as situations occur. In addition, refer to Section 9.4, regarding emergency situations and Contractor responsibilities. Vehicles and equipment brought in to the repair services by user departments will be accepted for PM or repair services throughout the normal work hours, including Contractor's break or lunch periods. 3.5.1 Holidays: The Contractor will determine the appropriate number of holidays for employees, in such a manner as to provide maximum support to maintenance and repair services to Augusta. The Contractor will ensure that maintenance personnel for the Landfill operations will be available for support services during the normal Landfill working hours. The Landfill is not open on certain Augusta recognized holidays. New Year's Day Independence Day Thanksgiving Day Christmas Day The time allocated by the Contractor for the celebration of other types of events or holidays during regularly scheduled workdays, shall not reduce the reasonable level of service expected for by Augusta. Such events should take place during normal, established lunch hours. 3.6. Safety: The Contractor shall ensure that all employees comply with all regulatory State or local laws affecting job safety. The Contractor will provide a written Safety Program, a "Lock out/Tag out" Program, and a safety training 32 AUGUSTA FLEET MAINTENANCE AGREEMENT program for illLemployees. A copy ofthe Safety Program and "Lock out/Tag out" Program will be provided to the Fleet Manager for review and approval prior to Augusta's acceptance of the plan. Safety alerts, posters, signs or documents will be posted at each facility. The Contractor will work with Fleet Management to ensure that all areas of the repair facilities are evaluated to maximize accident prevention. A safety meeting will be held at each repair facility, at the minimum, monthly and a report shall be compiled listing the topic(s) discussed and the employees in attendance. The report will list the employee's names and each individual will be required to sign the document. A copy of the safety meetings will be provided to Fleet Management monthly. A master list of all safety topics discussed during the length of the Agreement will be compiled and the listing will indicate the attendance of each employee. Upon request, the Contractor will provide Fleet Management with a copy of the master listing all safety topics and personnel in attendance. 3.7 Waste: The Contractor shall be responsible for disposal of all trash and other wastes generated during the course of this Agreement. The Contractor shall hold Augusta Commission free of liability for all actions of the Contractor relating to waste disposal. The Contractor is responsible for good environmental management of all waste created to prevent pollution, encourage recycling and meet all laws and regulations pertaining to: Handling and disposal of asbestos brake and clutch pads Disposal and recycling of used antifreeze Disposal and recycling of used oil and filters Capture and reuse of refrigerant from air conditioners Use and disposal of solvents deemed hazardous Storage, recycling and disposal of used batteries Storage, recycling and disposal of used tires and inner tubes Compliance with storage tank laws Used products not classified as hazardous materials Utilize remanufactured parts as appropriate The Contractor shall be responsible for the disposal of all used tires, parts (scrap metal) and hazardous waste resulting from the maintenance of Augusta fleet, in accordance with all applicable Federal, State and local rules and regulations. SCRAP TIRES: Scrap tires will be placed into two (2) categories; used tires with no resale value and used tires with resale value. Used tires with no resale value will be properly disposed of. Used tires with resale will be sold to used tire 33 AUGUSTA FLEET MAINTENANCE AGREEMENT vendors and all revenues acquired from the disposal of Augusta property will be reimbursed to the Fleet Manager. Records shall be maintained on the sell of the used tires for review by the Fleet Manager as required. SCRAP METAL: All recyclable scrap metal will be sold to local scrap metal recyclers. It will be the Contractor's responsibility to arrange for storage bins to be located at each repair facility by the recycler and all revenues acquired from the disposal of Augusta property will be reimbursed to the Fleet Manager. Records shall be maintained on the sell of the scrap metal for review by the Fleet Manager as required. HAZARDOUS WASTE: The Contractor shall properly handle and maintain records on all hazardous chemicals and other hazardous waste created in the scope of this Agreement. The term "hazardous waste" as used in this Section, shall include, without limitation, flammables, explosives, radioactive materials, asbestos, polychlorinated biphenyls (PCBs), chemicals known to cause cancer or reproductive toxicity, pollutants, contaminants, hazardous or toxic substances or related materials, petroleum and petroleum products, and substances declared to be hazardous or toxic under any law or regulation in effect now or later enacted or promulgated by any applicable governmental authority. Augusta shall indemnify, defend and hold harmless First Vehicle Services, Inc., its employees, agents, predecessors, servants and parent from all fines, suits, procedures, claims and actions of every kind for any and all environmental hazards on the repair facility and related properties existing prior to January 1, 2003. The Contractor shall have their own EP A numbers and all records shall contain the materials origin, use, transportation, and ultimate distribution and disposal. All waste disposals shall be in accordance with current Augusta, State and Federal laws and EP A regulations. Failure to follow proper handling, storage, disposal and reporting procedures by the Contractor, their agents, servants or employees will be cause for the Contractor to absorb all fines and other associated costs resulting from the failure. The Contractor shall indemnify, defend, and hold harmless Augusta, its employees, agents, servants, and representatives from all fines, suits, procedures, claims, and actions of every kind and all costs, associated with such claims (including attorney's and consultants' fees) arising out of or in any way connected with any deposit, spill, discharge, or other release of hazardous substances that occurs during the term of this agreement at or from the repair facilities, or which arises at any time, from the Contractor's use or occupancy of the repair facilities, or from the Contractor's failure to provide all information, make all submissions, and take all actions required by all authorities under the laws and all other environmental laws. The Contractor's obligations 34 PMA - 3,000 miles, for vehicles over 75,000 miles, every 5,000 miles for vehicles with 74,999 miles ofless. 35 AUGUSTA FLEET MAINTENANCE AGREEMENT and liabilities under this Section shall survive the expiration or termination of this agreement. The Contractor shall provide training and management for employees working with and handling hazardous materials, in accordance with Augusta, State and Federal laws and EP A regulations. The Contractor will prepare a written Hazard Communication Program and provide a copy to the Fleet Manager within 30 days of startup. 4. PREVENTIVE MAINTENANCE 4.1 Definition: A Preventive Maintenance Inspection (PMI) program is a systematic approach to inspecting a vehicle at planned intervals. This scheduled maintenance is a planned servicing of equipment to maximize vehicle efficiency and to ensure compliance to the established standards set forth by equipment manufacturers and to meet Federal, State and local regulations. The primary goal of preventive maintenance is to maximize the equipment availability of the fleet by taking a proactive approach in minimizing unscheduled repairs. 4.2 Policy: The PMI program will be an active part of the computerized fleet MIS system and the PM schedules will be set up based on miles, hours, days, months, or any other required capturing periods to ensure services are performed at intervals that best fit each type of equipment. The following schedules will be established for all vehicles and equipment that are the responsibility of the Contractor. The PMI program shall be designed in accordance with recognized good fleet management practices and shall meet the terms and conditions necessary to comply with the original equipment manufacturer's (OEM) specifications, or stricter warranties and recommendations, but may be modified by the Fleet Manager. The Contractor shall be required to perform certain preventive maintenance services in the field, due to configuration and design of equipment, which precludes the equipment being removed from the work site. Although subject to change as required or suggested by the Contractor and approved by the Fleet Manager, the PMI schedule generally will be as follows: 4.2.1 Light Vehicles (including trucks below 1 ~ ton) A. Sheriff Patrol Automobiles AUGUSTA FLEET MAINTENANCE AGREEMENT PMB - 12,000 miles or 12 months, whichever comes first; service includes PMA plus transmission service, fuel filter change, repack wheel bearings and tire rotation. PMC - 24,000 miles or 24 months, whichever comes first; service includes PMA plus transmission service, fuel filter change, tire rotation, cooling system flush, air filter change and spark plug replacement. B. General Administrative Automobiles and trucks below 1 1'2 ton PMA - 5,000 miles or 6 months, whichever comes first. PMB - 10,000 miles or 12 months, whichever comes first; service includes PMA plus fuel filter change and tire rotation. PMC - 20,000 miles or 24 months, whichever comes first; service includes PMA & B plus repack wheel bearings, tire rotation, cooling system flush, air filter change and spark plug replacement. C. The typical services expected to be performed are as follows: 1. Road test vehicle and determine needed repairs Check drive train and engine performance. Check interior electrical and mechanical functions. Check A/C and heater performance. Check steering, suspension and braking performance. 2. Engine compartment service and inspection Change oil and filter. Check all fluid levels and fluid conditions. Inspect condition of air filter, breather elements and PCV fil ter. Check charging and cranking system, service battery, tray and cables as necessary. Inspect all hoses, belts, wiring and moving components. 3. Steering, suspension, brake and tire inspection and lubrication servIce Lubricate all fittings, hinges and cables. Check parking brake, inspect brake lining condition and condition and operation of brake system. Record percentage of brake lining remaining. Check all steering and suspension components for wear and proper operation. Inspect tire condition and for proper inflation replace at 3/32" thread depth. 36 AUGUSTA FLEET MAINTENANCE AGREEMENT 4. Chassis, exhaust, exterior service and inspection. Inspect frame and mount brackets for cracks and condition. Inspect exhaust for leaks, mountings and condition. Inspect condition of body, doors and lights. 4.2.2 Trucks above 1 ~ ton and Buses PMA - Every 6 months; PMB - Every 24 months; service includes PMA plus transmission service, steering and suspension service, cooling system flush and differential gear oil change. A. The typical services expected to be performed are basically the same as for light vehicles, plus as follows: Check operation and condition of all warning and lifting devices. Check operation and condition of all bodies, tarps, boxes, chains and locks. Check governor (min 85 PSI/max 130 PSI) and perform leak test. Test brake system warning lights, drain air tanks and adjust parking brake. Check all safety labels, anti-skid equipment, glad hands, fifth wheel connections and perform break-away test. 4.2.3 Hourly Inspections: Maintain hourly equipment within compliance of the OEM specifications or as necessary, based on historical data. The format for this type of inspection will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. 4.2.4 Annual Inspections: The Contractor will inspect and test all other required gasoline and diesel power-operated equipment on an annual basis in accordance with Federal, State and local laws. Inspections and tests shall be performed by the Contractor in Augusta-owned Maintenance Facilities by properly authorized and trained mechanic(s), or by authorized inspectors from outside sources. The Contractor shall perform these inspections within the fixed price of the Agreement. This inspection is for any equipment considered outside the scope of the yearly and annual mandated annual inspections as detailed in Paragraph 4.6, YEARLY AND ANNUAL MANDATED INSPECTIONS. The 37 AUGUSTA FLEET MAINTENANCE AGREEMENT format for this type of inspection will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. 4.3 Fleet Preventive Maintenance Assessment: Within six (6) months of the Agreement startup, the Contractor shall have performed a minimum of one PM service on every piece of equipment in the fleet. 4.4 Scheduling: It is the Contractor's responsibility to develop and provide a PM schedule, notify the user, and perform required maintenance, preventive maintenance, or inspections without requiring any other authority. Preventive maintenance activities should interfere minimally with normal work schedules; therefore, preventive maintenance should be targeted at times mutually agreed upon by the Contractor and Augusta equipment user departments. The Contractor will be responsible for all contact with departments regarding vehicle PM scheduling. The Contractor will provide the Departments with a monthly listing of all equipment due for service work. The listing will contain Augusta Asset Number and a description of the equipment, including Augusta Bumper Number, if available. The format for this report is established and currently used, Monthly PM Schedule (excel spreadsheet). The Contractor shall provide Augusta Departments sufficient lead-time for scheduling all necessary services, so the Department(s) can give ten (10) working days notice to the equipment user(s). The Contractor will maintain a scheduling calendar for the servicing of equipment and will have time slots allocated for the various types and lengths of time needed for each particular type of service. The Contractor will allow Augusta Department(s) to select a time slot that best fits the needs of the Department. If a user fails to respond to a second notification, ten days from the first notification, from the Contractor to deliver the vehicle for planned maintenance services; the Contractor shall advise the Fleet Manager in the Monthly Report of the department(s) and equipment involved. This is included as a tab in the Monthly invoice. The assignee's name and unit of assignment, ifknown, shall also be furnished. If the using department fails to provide the equipment for servicing after the third request, all necessary repairs due to this lack of servicing will be considered as a non-Cost Target for the one-time servicing and repair requirement in an effort to bring the equipment back to normal standards. Failure for the Contractor to ensure the correct Department received the service notification will null and void the non-target cost arrangement. 38 AUGUSTA FLEET MAINTENANCE AGREEMENT The Contractor shall also notify the Department( s) of completion of scheduled services by telephone, if the equipment user does not stay at the repair facility awaiting completion of the service. If additional repair requirements are found during the preventive maintenance servicing that cannot be immediately repaired and require additional maintenance hours, the Contractor will contact the Department or the equipment user telephonically to explain the repair requirement and provide an estimated release time for the equipment. These repairs will be charged to separate repair order if the repair does not allow for proper tracking of preventive maintenance services in the fleet MIS system. 4.5 Smog Inspections: If required, the Contractor shall be licensed by the State of Georgia to perform smog inspections and it shall be the responsibility of the Contractor to satisfy all local, State and Federal regulations and conditions. Any major capital equipment acquisition required by this task will be the responsibility of Augusta. 4.6 Yearly and Annual Mandated Inspections: The Contractor shall inspect every piece of equipment in the fleet yearly. At the Contractor's option, this can be completed at the Maintenance Facilities during the last normal PM cycle (excepting mandated annual inspections) but documentation of an annual inspection must be maintained in the fleet MIS system. The Contractor is required to provide Augusta Fleet Management with an annual report, listing all known equipment and the date of the last inspection. 4.6.1 Mandated Annual Inspections 39 The Contractor is required to provide for the following mandated annual inspections: a. Aerial truck dielectric testing b. Aerial boom and bucket testing c. Fire truck pump flow testing d. Fire truck aerial ladder testing e. Crane and derrick truck testing f. Shop crane and hoist testing The Contractor may elect to perform these tests if their employees have been properly trained. Copies of all current certifications must be given to the Fleet Manager prior to commencement of performing the inspections. If no Contractor employee is trained and certified to perform these tests, the Contractor will subcontract these services to a qualified outside sources. The costs of performing these inspections by outside vendors will be borne by the Contractor. AUGUSTA FLEET MAINTENANCE AGREEMENT 40 The Contractor will ensure continuity of inspections by performing the required annual inspections in the same month of the previous year's inspections for each piece of equipment. It is expected that the Contractor will schedule all mandated inspections in such a way as to limit equipment downtime. The Contractor will work directly with each department to establish the best schedule and times for the inspections. The Contractor will maintain a copy of all mandated inspections in the equipment folders. The Contractor will provide Fleet Management with a copy of all of the mandated annual inspections within thirty (30) days ofthe date of the inspection(s). The Contractor will perform all other statutory inspections and tests that may be required by Federal or State of Georgia laws not listed herein. 4.7 Oil Analysis: The Contractor shall perform a scheduled oil analysis with a reputable outside company on all engines, transmissions and differentials on wheeled vehicles above 26,000 GVW and every piece of tracked equipment in Augusta's inventory. The effective use of an oil analysis program can be used by the Contractor to determine when fluids should be changed; therefore, substituting the normal PM cycled timeframes. The Contractor and the Fleet Manager will determine if the oil analysis program can be utilized on different categories of equipment to establish the timing of the fluid changes. The Contractor will include all costs for the analysis in the targeted Agreement price. The Contractor will provide recommended schedules for each oil analysis and will provide a detailed history of all oil analysis performed on each piece of equipment in historical data files. A hard-copy file will include the results of each analysis and the fleet MIS system must provide a record of the dates, mileage and/or hours when each analysis was performed. The Contractor will provide the scheduling dates to the affected Augusta departments when an oil analysis is due. 5. REPAIRS 5.1 Definition: The Contractor shall make specific repairs to vehicles and equipment that have been identified through PM services, annual inspections, by the Department user(s), Fleet Management or by Risk Management departmental reports, and/or by breakdown or malfunction. Repairs shall be made as required, AUGUSTA FLEET MAINTENANCE AGREEMENT limiting the nature and extent of repairs that are consistent with age, mileage and cost to repair criteria of good fleet maintenance. 5.1.1 Repair Service Intervals: The Contractor shall be required to complete regular repairs services within reasonable expected repair cycles (in five days or less) after a vehicle has been brought to a Contractor's repair location. Failure for the Contractor to make needed repairs, assuming no hold has been placed on the needed repairs by the Fleet Manager or due to unexpected and justifiable parts delays, could be cause for penalty action to be taken by Fleet Management. If the Contractor does not complete work within the normal time frames, it will be assumed as approval for Augusta to repair the vehicle or components from outside vendor repair facilities or equipment manufacturers. Augusta shall be reimbursed for all labor, parts and transportation for the work performed by other sources. 5.1.2 Repair of Small Equipment: The Contractor will be tasked to perform repair work of small gas-powered equipment with an acquisition cost of less than $1,000. Small gas-powered equipment includes but is not limited to; chainsaws, hedge and lawn trimmers, leaf blowers, walk-behind mowers, pumps and sprayers. The repair work performed, including blade sharpening and/or replacement, on this type of equipment will be recorded in the fleet MIS system under a separate repair-facility location and all labor and parts cost will be recorded. The Contractor will charge the cost of all repair parts without markup, the labor for repairing the equipment will be charged-out at the actual mechanic's base cost and the approved markup. 5.1.3 Assembly, Fabrication and Modifications: The Contractor will be tasked, at times to perform assembly, fabrication and modification services in_ the performance of fleet maintenance. a. Assembly is defined as the initial piecing together or assembly of equipment purchased and delivered in packages, boxes or crates. Assembly includes, but is not limited to the removal of a product from packaging, the assembly of such items, but not limited to lawn mowers, line trimmers, small trailers or sprayers. The scope of the nature of assembly of small equipment shall be considered as included in the Cost Target. It is the intent of Fleet Management to procure most equipment in a state of ready use. b. Fabrication is defined as the construction of a vehicle or equipment component. Fabrication includes, but is not limited to the manufacture of an assembly or a component of security screens and bars, light bars, mounting racks, panels and switches, body parts or bodies, ventilators, racks, bumpers, customization and reinforcing. The scope of the nature of fabrication of 41 equipment shall be considered as included in the Cost Target. The Contractor should expect any maior one-time work in this area will be discussed with Fleet Management for possible non-target cost consideration. It is the intent of Fleet Management to procure most vehicles and equipment in a state of ready use, but budgetary concerns may out-weigh all other factors and require the removal and re-installation of certain components. AUGUSTA FLEET MAINTENANCE AGREEMENT c. Modification is defined as the alteration of a vehicle or equipment component. Modifications include, but are not limited to installation or changing of security screens and bars, light bars, mounting racks, panels and switches, body parts or bodies, utility boxes, locks, ventilators, racks, bumpers, transmission coolers, engine plants and platforms. The scope of the nature of modification of equipment shall be considered as included in the Cost Target. The Contractor should expect any maior one-time work in this area will be discussed with Fleet Management for possible non-target cost consideration. It is the intent of Fleet Management to procure most vehicles and equipment in a state of ready use, but budgetary concerns may out-weigh all other factors and require the removal and re-installation of certain components. 5.1.4 Maintenance Services Safety Inspections: Whenever a unit requires any type of maintenance services, the Contractor will also perform a general safety inspection to ensure that the general condition of the equipment meets normal fleet requirements prior to the equipment leaving the repair facility. This checklist, at a minimum, will inspect the operation of the lights, horn, steering, braking, windshield fluid and wiper condition and general operation of all safety items relating to the equipment. The Contractor will ensure a safety inspection is performed in all instances, excepting the PM service which should contain all aspects of the inspection, and that a copy of the safety inspection is given to the equipment user(s) upon release of the equipment from the repair facility. A copy of each safety inspection will also be filed in the equipment folder. The Contractor will ensure that the existence and condition of a mounted fire extinguisher is part of the safety inspection. It will be the Contractors responsibility to refill all fire extinguishers on Augusta equipment that have been expended or are below approved container levels, through an authorized outside vendor. Equipment found to be missing a fire extinguisher, will have a replacement fire extinguisher installed and the cost for the replacement will be charged as a non-contract item, classified as "Operator Abuse". Augusta reserves the right to provide replacement fire extinguishers to the Contractor at no charge. All Augusta equipment, when originally ordered, will have a fire extinguisher as a standard safety feature. 5.1.5 Daily Backlog Reports: The Contractor will provide to Fleet Management and all requesting departments, a daily listing of all equipment at 42 43 AUGUSTA FLEET MAINTENANCE AGREEMENT each repair facility. This listing will contain Augusta Asset number, Department, equipment repair problem, date received, current work status and estimated date of completion. Additional information may be supplied by the Contractor if desired. The Contractor will perform a daily "yard check" at each repair facility to ensure the accuracy of the backlog report. The format will be the current "Daily Backlog Report". 5.1.6 Customer Contact of Completed Repairs/Services: The Contractor will immediately notify all Departments or end users by telephone when repairs or services have been completed. If the Department or end user has not returned to pick up the completed repaired/serviced equipment after the second notification, Fleet Management will be notified in writing. Notification to the Fleet Manager may be using email. 5.1. 7 Completed Services Repair Orders: The Contractor will provide a copy of the repair order listing the repair details and cost of each completed repair/service to the equipment user at the time of the end user receives the equipment. The CCG FASTER, Customer Work Order report will be used for this purpose. Special monthly reports required by specific departments will be provided as requested. 5.1.8 Emergency Support: In addition to normal hours of operation and upon one-hour notification during normal business hours, the Contractor shall repair equipment seven days a week, 24 hours a day at any location designated by the Fleet Manager. During non-business hours, the Contractor shall repair emergency vehicles as expeditiously as possible. At no time shall the period between notification and commencement of repair exceed two hours. The Contractor will inform Fleet Management the next working day, of all after-hours emergency support accomplished for cost charge determination. This will be included in the individual equipment work order. Indirect labor will be accounted for on a written memorandum. Emergency support during non-business hours for fire fighting equipment will be expensed in the fixed target price. The Contractor shall provide the Fleet Manager with an after-hours emergency telephone number and pager number roster of assigned maintenance personnel available for use in emergency situations. 5.1.9 Service Interruptions: Should services be interrupted or reduced during the term of the Agreement by the Contractor employee's work stoppages or slow AUGUSTA FLEET MAINTENANCE AGREEMENT downs, the Contractor shall continue services by whatever means available, and shall incur all reasonable related costs associated with the alternate system. If the Contractor fails to supply an alternate system, Augusta shall have the right to continue services by whatever means available and charge any reasonable costs associated with the alternate system to the Contractor. Further, such services interruptions shall be grounds for termination of the Agreement. 5.1.10 Repair of Privately-Owned Vehicles and Equipment: No use of Augusta facilities, land, specialty equipment or tools may be used to effect repairs on any privately-owned vehicle or equipment with the exception of the Contractor-owned equipment used for this Agreement. Any repairs performed on Contractor-provided equipment shall be at the risk of the Contractor and Augusta shall be held harmless. 5.2 Repair and Replacement Limitations 5.2.1 Repair Limitations: The Contractor will provide a notification flag in the fleet MIS system for one-time repairs estimated in excess of the below established benchmarks. These costs will be analyzed by the Contractor and Fleet Management to determine if the one-time repair costs are cost effective. One Time Repair Costs Exceeds $ 1,500 Exceeds $ 1,000 Exceeds $ 750 Vehicle Type Patrol vehicles Solid (Police) All Other Autos Light Trucks Passenger Vans Other Equipment Mileage Range 75,000 - 90,000 90,000 - 100,000 Over 100,000 80,000 - 100,000 100,000 - 125,000 Over 125,000 Exceeds $ 1,500 Exceeds $ 1,000 Exceeds $ 750 Over 80,000 Exceeds $ 1,000 Over 80,000 Exceeds $ 1,000 Over 80,000 Exceeds $ 1,200 Mileage and/or hours and repair costs based on reasonable fleet practices for equipment type and condition. The Contractor will prepare a repair cost estimate analysis, utilizing an Augusta approved estimate form and forward the formes) to the Fleet Manager. 44 45 AUGUSTA FLEET MAINTENANCE AGREEMENT Fleet Management will determine what level of repairs should be done, or if the equipment should be removed from the fleet. Decisions to continue the repair of the equipment will not constitute the authorization of the repairs as a non-contract expense. The Fleet Manager may authorize the use of parts or components from cannibalized equipment. Augusta reserves the right to repair versus removal from the fleet based of budgetary funding availability. 5.2.2 Replacement Limitations: The Contractor shall make replace versus repair recommendations to Fleet Management when equipment repairs are estimated to exceed established repair limits or when the Contractor believes the equipment is uneconomical to repair. Replace versus repair analyses should include, but not be limited to: Vehicle repair estimate Equipment replacement cycles Equipment condition Equipment life-cycle cost Funding availability The following estimated life cycle for Augusta equipment will be considered only as a guide and in no way represents a mandatory life cycle. EQUIPMENT TYPE AGE Miles/Hours EQUIPMENT TYPE AGE Miles/Hours Air Tools (construction) 5 N/A Roller, Asphalt 8 9,500 hours Asphalter 10 N/A Sandblaster 7 N/A ATV 8 N/A Saw, Chain 2 N/A Auger, Portable 6 N/A Saw, Concrete/Pipe 4 N/A Automobile, Admin 8 125,000 Saws, Other 4 N/A Automobile, Pursuit 4 90,000 Scaper/ motor-grader 12 9,500 hours Blower, Leaf 4 N/A Snow Plow 15 N/A Boat 12 N/A Sprayer, Trailer mtd 6 N/A Borinq machine 10 8,000 Steam cleaner-diesel 8 N/A Bus, Small 10 150,000 Steam cleaner-gas 6 N/A Cart, Utility 7 N/A Sweeper - street 8 9,500 hours Chipper, Wood 8 5,000 hrs Tractor, AG 10 9,500 hours Compactor, Landfill 6 10,000 hrs Trailer, Cargo(small) 12 N/A Compressor, Air 6 5,000 hrs Trailer, Equipment 15 N/A Dozer, Tracked 7 8,000 hrs. Trailer, Tanker 10 N/A Dozer, Tracked-Landfill 6 8,500 hrs Trailer, Trash Haul 12 Ton 10 N/A Edger, Lawn 2 N/A Trailer, Trash Haul over 12 15 N/A Enqine, Outboard 10 N/A Trencher 8 7,500 hours Excavator, Tracked 8 8,000 hrs Truck, Animal Contain 6 125,000 Excavator, Wheeled 8 9,000 hours Truck, Bucket over 45 ft 10 125,000 Finisher, Concrete 5 N/A Truck, Bucket under 45 ft 8 125,000 AUGUSTA FLEET MAINTENANCE AGREEMENT Flusher, Sewer-Trl mtd 8 N/A Truck, Dump Single Axle 10 150,000 Forklift 12 N/A Truck, Dump Tandem 12 150,000 Generator, Portable 8 N/A Truck, Fire-Ladder 15 N/A Grader, Road 10 9,000 hours Truck, Fire-Pumper 15 N/A EQUIPMENT TYPE AGE Miles/Hours EQUIPMENT TYPE AGE Miles/Hours Grinder, Stump 8 5,000 hours Truck, Flatbed/Stake body 10 125,000 Lawn Equipment-small 2 N/A Truck, Fuel/Lube 10 150,000 Loader, Front End 10 9,000 hrs Truck, Grapple 10 125,000 Machine, Smoke 5 N/A Truck, Landscape 10 125,000 Mixer, Cement-towed 6 N/A Truck, Leaf Vac 8 125,000 Motorcycle-police 6 75,000 Truck, P/U under 1 Ton 8 125,000 Mower, Sidearm 8 7,000 hrs Truck, P/U 1 Ton & over 9 125,000 Mower, Small riding 4 2,500 hrs Truck, Pole Digger 12 125,000 Mower, Towed-all types 6 N/A Truck, SUV 8 125,000 Paint Machine-Line 6 N/A Vacuum, Lawn 5 N/A Pulverizer 4 N/A Van, Carqo & Passenger 8 125,000 Pump-all types 7 3,000 hrs Van, PrisonerlWork Detail 8 125,000 Rodder, Sewer (towed) 8 N/A Washer, Pressure 5 N/A Welder 7 N/A The Contractor shall not have the right to deem any equipment out of the equipment's life cycle without written approval by the Fleet Manager. Augusta seeks to re-vitalize the fleet and replace equipment based on the life cycles, but Augusta reserves the right to repair versus replace, based of budgetary funding availability. When equipment replacement appears to be more cost-effective than repair, a written recommendation utilizing an Augusta approved estimate form will be completed and delivered to the Fleet Manager. The Contractor shall complete repair estimates within one working day after receipt of vehicles submitted for mechanic repair. (Exception: Quick Fix Repairs, Section 5.4) Fleet Management will determine what level of repairs should be done, or if the equipment should be removed from the fleet. Decisions to extend the life of equipment and to continue to require repairs will not constitute the authorization of the repairs as a non-contract expense. There will be no annual cap on repairs made to vehicles, which exceed the life expectancies. The Fleet Manager may authorize the use of parts or components from cannibalized equipment, if the nature of the used part does not affect equipment safety . 5.3 Emergency Road Calls and Towing Services: The Contractor shall provide emergency road call service, including towing service for vehicles in the vehicle fleet on a twenty-four (24) hour, seven (7) day per week basis. Emergency road call service is considered as repairs to vehicles and equipment that require 46 AUGUSTA FLEET MAINTENANCE AGREEMENT immediate repairs to allow continued usage of equipment without having the equipment moved to the repair facility. Examples include but are not limited to tire repair or replacement, clogged fuel systems, dead batteries or no-start problems and driveshaft problems. During normal business hours, the Contractor shall have persons on call to expeditiously handle emergency-road-service calls for equipment breakdowns and the targeted response time shall be less than 60 minutes within the County limits. After normal business hours, the Contractor shall have persons on call to handle emergency-road-service calls for equipment breakdowns, with a targeted response time of no more than 120 minutes within the County limits. The Contractor will ensure that repair personnel are sent to equipment breakdowns to determine if repairs can be made on-site or if towing services are required to deliver the equipment to the repair facility. The on-site technician will carry a compliment of tools and repair parts necessary to eliminate excessive downtime or repeated trips to the repair facility. The Contractor will have a minimum of one mechanic selected daily as the emergency-road-service person at both the Broad Street and Tobacco Road repair facilities. The Contractor will ensure that no more than two service personnel are out of a repair facility at anyone time for emergency-road- servIces. The Contractor may select to utilize out-source repair vendors to assist in expediting the emergency-road-service calls, but the Contractor must ensure the targeted response times remain in effect. Failure for the Contractor to ensure that the response times of out-source repair vendors meet Agreement requirements shall be considered a Contract discrepancy. The Contractor will include in the Cost Target, the emergency road call services inside Augusta's defined support area. The support area for Augusta will be within a 50 miles radius of the Broad Street repair facility. The Contractor will assist Augusta in emergency-road-service calls for "outside the support area" problems by arranging maintenance and/or towing services. Fleet Management and the Contractor will review the "outside the support area" charges and determine appropriate reimbursements as non-targeted expenses. TOWING SERVICES: The Contractor shall tow any Augusta-owned or leased equipment requiring this service, regardless of whether or not the cause is a repair, tire service or other breakdown incidents, regardless of location. Accident towing is the responsibility of the Risk Management Department and should not be included in the target price. If the Contractor selects to perform this service with an outsource vendor, the related service will be awarded annually to a single point-of-contact dispatch provider. The Contractor will provide the Fleet Manager with the copy of the bid process and the results ofthe competition annually. The 47 AUGUSTA FLEET MAINTENANCE AGREEMENT Contractor may utilize multiple vendors for the service, but only one telephone number can be given out regardless of which vendor provides the towing service. The Contractor will provide Fleet Management and all user departments with the towing service telephone number. The Contractor shall notify Fleet Management and all user departments of any changes with the telephone numbers relative to towing services within 12 hours. During normal business hours, towing for equipment breakdowns shall have a targeted response time of less than 60 minutes. After normal business hours, towing for equipment breakdowns targeted response time of no more than 120 minutes. Equipment users shall be authorized to make contact for towing services to transport the equipment to the repair facility, if in the best interest of Augusta. The fleet MIS system shall track vehicle emergency road call breakdowns and towing expenses for informational retrieval by Fleet Management. 5.4 Quick Fix Repairs: The Contractor shall provide a Quick Fix function for minor repairs of less than one-hour duration at all repair facilities, when the vehicle operator chooses to wait for the service. This type of repair service is generally allocated to items such as windshield wipers, tire repair or replacement, lighting repair or replacement or other such associated light-duty repair services. Equipment capable of being repaired under the Quick Fix function will have a high priority repair status for the Contractor, but shall not reduce the level of support for normal shop work (the priority for repairs to Public Safety equipment or other priority-established equipment repairs shall not be reduced by the quick fix option). The Contractor shall have a mechanic selected as the Quick Fix service person at both the Broad Street and Tobacco Road repair facilities, therefore, reducing customer delays at those repair facilities. The Contractor shall record Quick Fix repairs and their associated cost in the fleet MIS system. There shall be no differential or increase in labor or repair parts costs for work performed as Quick Fix versus normal targeted repair services. 5.5 Warranty: The Contractor shall administer all warranties for both vehicles and repair parts associated with management of the fleet. VEHICLE OR EQUIPMENT WARRANTIES: The Contractor will seek authorization from various equipment and vehicle manufacturers to perform warranty work on Augusta-owned equipment. Such work will be reimbursed directly to the Contractor by the equipment manufacturer and Augusta will be held harmless from payment for such work. Payments and adjustments received 48 49 AUGUSTA FLEET MAINTENANCE AGREEMENT by the Contractor for warranty work shall be considered the property of the Contractor. If the Contractor does not perform the warranty services itself, the Contractor will assess the performance capability of all local warranty dealers and perform systematic reviews of such performance to ensure that Augusta receives the fastest turn-around possible. Performance assessments will be made available to Fleet Management as requested. The transportation of vehicles and equipment for dealer warranty repair services will be the responsibility of the Contractor. The fleet MIS must track the status of all warranty claims and reimbursements for vehicles and equipment. The Contractor will ensure a monthly report is given to Fleet Management listing all warranty work performed and reimbursements received for vehicles and equipment. The warranty work shall be categorized by type of warranty claim (i.e. body components, power plant, drive train, emissions or suspension), vendor, date sent and date returned. REPAIR P ARTS WARRANTY: The Contractor shall submit warranty claims for all repair parts replaced, due to failure during their warranty period, to the parts supplier. The fleet MIS will track the status of all warranty claims and reimbursements for repair parts. The Contractor will ensure a monthly report is given to Fleet Management listing all repair part warranty claims and reimbursements received for defective parts. The format for this report will be the RO 12 report generated by CCG FASTER and provided as part of the monthly invoice. 5.6 Recalls: The Contractor will assist Augusta in the identification of any manufacturer safety recall for all Augusta owned equipment and assist in the notification to all affected departments. The Contractor will ensure the fleet MIS system identifies any vehicle or equipment affected by a safety recall. All safety recalls will be entered into the fleet MIS system by the Contractor upon receipt of the manufacturer's safety recall and the Contractor will track the progress of each recall. If any equipment arrives at a repair facility for proactive or reactive maintenance services, it shall be the responsibility of the Contractor to arrange for the transportation to the manufacturer's recall center for the equipment identified while at any repair facility. The Contractor will ensure a monthly report is given to Fleet Management listing all of the recalls pending and completed for Augusta equipment. The format for this report will be the RO 11 report, generated in FASTER and included in the monthly invoice. AUGUSTA FLEET MAINTENANCE AGREEMENT 5.7 Re-Repair (Comebacks): The Contractor shall track and identify multiple repairs for the same deficiency on the same vehicle for re-repairs (comebacks) and shall not include in the monthly statement, all costs for re-repairs occurring before the scheduled time after the original repair. Generally a "comeback" is defined as any repair that is required to correct the same noted deficiency within 30 days and/or 1,000 miles for vehicles or 150 hours for off-highway equipment of repair completion (whichever occurs first). The "same noted deficiency" will be construed to mean where, as an example, a user reports an operational irregularity of a component, such as the brake system and the system is not corrected by the Contractor due to misdiagnosis or failure to inspect and repair the entire component system. "Comebacks" will apply to both scheduled and unscheduled repairs and the Contractor shall incur all expenses, including transportation for any such repairs. In the incident of second or subsequent "comebacks" for the same problem, the Contractor shall be held financially responsible. The Fleet Manager may at his discretion, outsource to other vendors the affected equipment for repair and the Contractor will be held responsible for payment of any such out-source vendor repair. The Contractor shall achieve less than a 2 % "comeback" rate for all scheduled and unscheduled repairs. The Contractor will ensure a monthly report is given to Fleet Management listing the "comeback" percentage for Augusta equipment based on equipment category and the entire fleet. The format for this report will be the RO 10 report generated from CCG FASTER and included in the monthly InVOIce. 5.8 Outside Repairs: The Contractor shall be responsible for arranging and managing the conduct and performance to Agreement requirements of all outsource vendors for any repairs that cannot be performed economically in- house; and shall be responsible for continued review of the need for out-source repairs as opposed to performing repairs in-house. These outside repairs may include bodywork and painting, glass replacement, transmission rebuilding, radiator work, and other such work that can be performed by out-source vendors to further realize savings to Augusta. The Contractors plan for outside repairs shall be included in the Cost Target with exceptions as noted in this document. The process for selection of out-source vendor(s) shall be periodically reviewed during the Agreement by the Fleet Manager and the Contractor to ensure that the outsource repair versus in-house repair decision remains justified. The Contractor will ensure all documentation evaluating the selection of one outside vendor versus another is maintained and presented to the Fleet Manager as required. All responsibility for the paperwork, invoicing, quality control, vehicle movement, vehicle security, etc. shall be that of the Contractor. Subcontractor 50 AUGUSTA FLEET MAINTENANCE AGREEMENT invoices will be accepted solely by the Contractor and must be addressed to the Contractor, not Augusta. 5.9 Vehicle Preparation 5.9.1 Seasonal Equipment Preparation: The Contractor shall coordinate with the Fleet Manager to set up a program to ensure seasonal equipment is fully serviceable prior to the start of each season. Requirements include annual inspections and operational maintenance of air conditioning and engine cooling systems during warm weather and the winterization of vehicles and equipment during cooler months as applicable. Charges for all seasonal preparation will be included in the Cost Target. All seasonal work shall be recorded in the fleet MIS system by identifiable reason-for-repair codes in a manner to allow the proper reporting capability. 5.9.2 New Vehicle Preparation: The Contractor is responsible for all vehicle preparation on equipment brought into the fleet by the Fleet Manager. Preparation shall include, but not be limited to: The Contractor will perform the installation of Augusta seals or insignia decals and equipment asset and bumper numbers as directed by Fleet Management. Other additional seals or insignia may be required for installation as deemed necessary by Fleet Management. The Contractor will include in the target price, the cost of all seals, insignia and lettering with the exception of those insignia badges or seals for public safety use. If deemed more cost effective by Fleet Management for Augusta to manufacture or purchase the seals or insignia and lettering, the Contractor will provide Augusta with reimbursement for all costs associated within the Contractor's anticipated future Cost Targets for such items. The Contractor's purchasing price for such items will be provided to Fleet Management for determination. Fleet Management or the public safety departments will provide these seals or insignia badges to the Contractor for installation as required. The Contractor will ensure the safety and control of all Augusta seals or insignia in their possession. The Contractor will maintain a master key file at each repair location for all of Augusta owned vehicles or equipment. Fleet Management will normally procure all new equipment with two keys for the end user and one key for the repair facility. This provision in no way removes the responsibility of the Contractor, at their expense from ensuring that a key exists for each vehicle. The majority of fleet vehicle keys should currently be at the repair locations. 51 AUGUSTA FLEET MAINTENANCE AGREEMENT All Augusta vehicles and equipment will be assigned to a general repair location; automobiles, general grass cutting equipment and 1 ton and below trucks will be assigned to the Broad Street repair facility. Trucks over 1 ton and all off-road equipment will be assigned to the Tobacco Road repair facility. Motorcycles and certain Sheriff administrative vehicles will be assigned to the Walton Way repair facility. The Contractor will provide the vehicle data information in a timely manner to Fleet Management on an Augusta-approved form for input into the fleet MIS system. The Contractor will provide the data to Fleet Management no later than 24 hours of the receipt of the equipment, excluding weekends. The Contractor will install required equipment such as, but not limited to: 1. Lighting, locks, utility boxes 2. Security screens or panels 3. Special equipment or bodies It is the intent of Fleet Management to prepare procurement specifications to ensure that vehicles and equipment are out-fitted with all required accessories or ancillary equipment upon delivery for immediate usage by departments. This in no way limits the Contractor from being required to perform the requirement if necessary . Augusta retains the right to perform independent outfitting of their respective fleet vehicles at its discretion. 5.9.3 Vehicle Disposal Preparation: Vehicles and equipment being removed from the normal Augusta fleet shall be prepared for disposal or storage by the Contractor. Preparation shall include, but not be limited to: The Contractor will provide a competent mechanic, approved by the Fleet Manager to perform a current vehicle condition analysis utilizing the Fleet Management approved equipment evaluation form. The Contractor will remove all emergency equipment (spotlights, light bars, security screens, sirens, brackets, radios, etc.) as directed by Fleet Management. The Contractor will remove all insignias and lettering so that no distinguishable insignia or lettering remains to identify the retired unit as an Augusta vehicle. This task can be accomplished by applying primer-type paint, followed by a topcoat of paint matching the equipment coloring or shading or by the removal of the same. 52 AUGUSTA FLEET MAINTENANCE AGREEMENT The Contractor will insure the condition of all equipment safety items and will denote any discrepancies found on an approved evaluation form. The Contractor will insure compliance with local, state and federal emission requirements or will denote discrepancies on approved evaluation form. The Contractor will make cost-effective, targeted, minor repairs as directed by Fleet Management to increase resale value. The Contractor will transport the equipment, to include absorbing the cost of any towing required, to Augusta storage facilities as determined by Fleet Management. The Contractor will provide all equipment keys to Fleet Management. The Contractor will complete all paper work or documentation as deemed appropriate by Fleet Management. In all cases, disposal preparation shall be accomplished within five days of notification to the Contractor by the Fleet Manager. 5.9.4 Auctions of Augusta Property: The Contractor will be tasked to provide services in support of all vehicle and equipment auctions. The Contractor shall be tasked to, but not be limited to: The Contractor will provide service personnel, approved by the Fleet Manager to assist before, during and after Augusta auctions. The Contractor will provide the personnel on standard workdays and weekends as required. Fleet Management will hold auctions throughout the year and will normally utilize the services of an auction company to provide the majority of workload involved in the auctioning process. The Contractor personnel will assist in starting equipment and operating Augusta-owned lifting equipment to relocate equipment before, during and after the sale of excess equipment. 5.10 Accidents: The Risk Management Department will coordinate all aspects of the equipment accidents including appraisals, obtaining repair bids, transportation of vehicle to and from repair site, repair quality and timeliness, and shall be responsible for all administration functions, including the processing and payment of invoices. 53 AUGUSTA FLEET MAINTENANCE AGREEMENT The definition for accidents is as follows: Accidents are described as situations where the equipment user, the operator fails to follow proper driving techniques and either hits other vehicles or objects or is performing within acceptable standards and is hit by other vehicles or objects. Fleet Management, in conjunction with Risk Management, as they arise, will determine other definitions of accidents. The Contractor will be required to report all known vehicular and equipment accidents to both Risk and Fleet Management Departments when discovered. The Contractor shall be tasked with working with Augusta's Risk Management Department for the processing of certain accident repairs. The Risk Management Department will work in conjunction with Fleet Management in authorizing the Contractor to perform minor accident repairs, such as mirror replacement, windshield and glass replacement, etc. Accident repairs, which involve damage to the body of a vehicle, will be handled by Risk Management. In all cases, the Risk Management Department shall grant authority to Fleet Management or the Contractor for the repair to be accomplished. Authorization numbers for performing repair services will be provided to the Contractor by either the Risk or Fleet Management Departments and no such work shall commence without first receiving the authorization approval number. Any repair estimate performed by the Contractor must be realistic and in accordance with the accepted industry standards for each repair. Any accident work performed by the Contractor without prior Augusta approval shall be at the expense of the Contractor. Accident repairs will be recorded as separate repairs from any other types of repairs in the fleet MIS system. Accident repairs should be considered as Directed Work (Section 9.4). 5.11 Documenting Operator Abuse and Vandalism: The Contractor will advise the Fleet Manager, in writing, whenever a vehicle is discovered to have abuse by the user, in excess of normal wear and tear; when a particular vehicle incurs excessive or an unusual number of repairs or vandalism. OPERA TOR ABUSE/OPERATIONAL ABUSE: The Contractor shall identify repairs caused by suspected operator abuse and shall record such abuse in the fleet MIS, if the Fleet Manger concurs with the abuse claims. Operator Abuse is described as a situation where the equipment user fails to properly operate equipment correctly and therefore causes mechanical harm or damage. Examples are running brakes metal-to-metal; failure to perform proper daily or monthly lubrication functions causing metal to metal wear. 54 55 AUGUSTA FLEET MAINTENANCE AGREEMENT Operational Abuse is present when damage is caused due to the environmental conditions that exist where the equipment or vehicle is required to be used. Other definitions of operator abuse will be determined by Fleet Management as they arise and the Fleet Manager will have the final decision in regards to this matter. Operator abuse should be considered as Directed Work (Section 9.4). VANDALISM: The Contractor shall identify repairs caused by suspected vandalism and shall record such vandalism in the fleet MIS, if the Fleet Manger concurs with the vandalism claims. Vandalism is described as a situation where equipment or Augusta property is damaged by an individual and causes mechanical or component damage to a unit. Examples are throwing items through windows, stealing or damaging components. Vandalism should be considered as Directed Work (Section 9.4). In both cases, Fleet Management shall grant authority to the Contractor for the repair to be accomplished. Authorization numbers for performing repair services will be provided to the Contractor by Fleet Management and no such work shall commence without first receiving the authorization approval number. Any such work performed by the Contractor without prior Fleet Management approval shall be at the expense of the Contractor. The Contractor will provide monthly reports to Fleet Management for all operator abuse and vandalism repair work performed. The format for this report will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. 5.12 Vehicle and Equipment Maintenance Benchmarks 5 .12.1 Availability and Downtime Percentages: The Contractor shall insure that Augusta experiences the greatest amount of vehicle availability possible. Vehicles are determined to be available if they are mechanically fit to perform their designated missions. Vehicles that are not available for service are defined as being "out-of-service". The Contractor shall categorize vehicle out-of-service time and record in the Fleet MIS system, at a minimum: Repair time Sublet time Parts delay time Labor delay time Bay delay time Decision delay time (Fleet Manager) AUGUSTA FLEET MAINTENANCE AGREEMENT Responsiveness in this requirement will assist Augusta and the Contractor in identifying performance factors that could be evaluated to decrease equipment downtime. EMERGENCY VEHICLES AND EQUIPMENT A V AILIBILITY The Contractor shall insure that certain Augusta vehicles and equipment achieve the following availability benchmarks: Vehic1es less than three years old - 95 % Vehicles three to five years old - 93 % Vehicles five or seven years old - 90 % Vehicles eight or more years old - 85 % The Contractor shall report emergency vehicle and equipment availability percentages, judged against downtime, not including accidents, for the following departments as part of the Monthly Report. The format for this report will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. Availability shall be reported by vehicle age category in each of the following categories: Sheriff vehicles - Patrol Sheriff vehicles - Jail Fire vehicles - Pump trucks Fire vehicles - Ladder trucks Other Departments - Prisoner Work Detail vans Other Departments - Emergency equipment OVERALL VEHICLES AND EQUIPMENT DOWNTIME The downtime percentage (excluding accidents and small equipment) of the fleet shall be less than the following: Fire Department equipment 4 % Sheriff Department vehicles and equipment 4 % Other Department automobiles and light duty trucks 7 % Other Departments Medium and Heavy trucks 8 % Other Departments Construction equipment 8 % The Contractor shall report the downtime percentages for each of the above listed categories and a total downtime percentage for all of Augusta vehicles and equipment as part of the Monthly Report. The format for this report will be 56 AUGUSTA FLEET MAINTENANCE AGREEMENT mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. 5.12.2 Re-repair (comebacks) Percentages The Contractor shall achieve less than a 2 % "comeback" rate for all repairs. The Contractor shall report the comeback rate percentage as part of the Monthly Invoice Report. 6. VEHICULAR SERVICES 6.1 Car Wash Facility: The Contractor shall assist Fleet Management in maintaining the car wash facility located at the Broad Street repair facility. The Contractor will perform general maintenance of all car washing and vacuuming equipment, perform minor repairs, ensure the general cleanliness of the area and provide all liquid soap. The car wash will only be used for Augusta-owned equipment and the Contractor will be tasked to wash Motor Pool, the Mayor's and Department Director's vehicles, at the request of the Fleet Manager. Major repairs to the facility and the equipment will be paid for by Augusta. 6.2 Fuel: Augusta has the responsibility for providing fuel for Augusta owned or leased vehicles and equipment. Augusta currently utilizes the "Fuelman" and other credit card systems to fuel all vehicles and equipment. The Contractor will not be required to provide any fueling services, but will provide top-off lubricants at the repair facilities. The Landfill Operations has a service truck with lubricants and a portable air compressor that will be used by the repair personnel for top-off, preventive maintenance and repair services. The Contractor will receive fuel for Contractor-owned equipment through the Augusta fueling contract. Fuel management shall not be the responsibility of the Contractor, although this does not relieve the Contractor from the responsibility of notifying appropriate Augusta personnel when the system is discovered to have faults. The Contractor will have the responsibility for downloading "Fuelman" mileage data into the fleet MIS system for the purpose of assisting in preventative maintenance scheduling. 6.3 Department of Motor Vehicle Documentation: The Contractor shall assist Fleet Management in the processing and administration of all of the Department of Motor Vehicle documentation, including but not limited to title registering and 57 58 AUGUSTA FLEET MAINTENANCE AGREEMENT the ordering of license plate tags. The individual assigned to this function will work with Augusta departmental personnel, State of Georgia Department of Motor Vehicle personnel, and will perform various duties as assigned by the Fleet Manager. 6.4 General Fleet Management Administration: The Contractor shall assist the Fleet Manager in the processing of all fleet related data and the general administrative functions of Fleet Management. The individual assigned to this function will work with Augusta personnel and departments as required. The individual will perform research and development duties, cost accounting, and other related functions and will perform various duties as assigned by the Fleet Manager. 6.5 Quality Assurance Representatives: The Contractor shall assist Fleet Management in ensuring the quality of repair work preformed at the Broad Street and Tobacco Road Repair facilities. The Contractor employee will work at two of the repair facilities as assigned by the Fleet Manager. The employee will be responsible for the inspection of all vehicles and equipment leaving the repair facilities to ensure condition compatibility with Fleet Management requirements and will perform other duties as assigned by the Fleet Manager. The employee should normally maintain the same work hours as the repair facilities. The employees will be eligible for the same holidays as the other Contractor personnel at the repair facilities. The Fleet Manager reserves the right to select the candidate, their rate of pay and work hours. NO,thing herein, however, shall be construed as making such employee an employee of Augusta and Contractor shall be the employer for all purposes and shall hold Augusta harmless for any and all claims by such employee, or on behalf of such employee, as being an employee of Augusta. In the event that the individuals are not selected by Fleet Management for this task at Agreement startup, the Contractor may at the discretion of the Fleet Manager, credit the Cost Target of the employees from the monthly fixed-target invoice(s) until the positions are filled. 6.6 Motor Pool: If and when implemented, the Contractor shall assist in the monitoring and administration of all Motor Pool vehicles and equipment provided by Augusta. It is Augusta's intention of maintaining a singular motor pool for inter-departmental use, controlled and operated by a single dispatcher, familiar with the operation and use of the equipment in the pool. Motor pool equipment is considered as automobiles, all size and types of trucks, heavy and specialty equipment utilized in a typical governmental operation. Fleet Management currently maintains a small fleet of pool vehicles for Augusta departmental use. AUGUSTA FLEET MAINTENANCE AGREEMENT The Contractor's employee will report to and work directly for the Fleet Manager. The employee will work in the office of Fleet Management or in an area assigned by the Fleet Manager. The individual assigned to this function will work with Augusta personnel and departments as required. The individual will provide assistance associated with equipment dispatching, PM and repair scheduling of pool equipment and perform other various duties as assigned by the Fleet Manager. This employee will maintain a standard eight-hour work schedule as determined by Fleet Management to provide maximum service to Augusta departmental users. The employee will be eligible for the same holidays as Augusta employees. The Fleet Manager reserves the right to select the candidate, the rate of pay and the employee's work hours. Nothing herein, however, shall be construed as making such employee an employee of Augusta and Contractor shall be the employer for all purposes and shall hold Augusta harmless for any and all claims by such employee, or on behalf of such employee, as being an employee of Augusta. In the event that an individual is not selected by Fleet Management for this task at Agreement startup, the Contractor may, at the discretion ofthe Fleet Manager, credit the Cost Target of this employee from the monthly fixed-target invoice(s) until the position is filled. 7. REPAIR PARTS 7.1 Parts Supply: The Contractor shall procure repair parts at its discretion, utilizing best business judgement, to provide Augusta with products of the best pricing and highest quality. The use of local area vendors for all such procurement is preferred, excepting any parts or specialty items that require purchase by other means and are not available in the local area. The use of a supplier, located within the repair facilities can be accomplished but Augusta accepts no physical or financial responsibility and shall be held harmless by the Contractor and all other parties. The Contractor may suggest alternative parts supply options such as but not limited to, consignment parts, single source suppliers (NAP A, etc.) Just-In- Time (JIT) purchasing, Electronic Data Interface (EDI), etc. Parts installed by the Contractor shall meet or exceed the original equipment manufacturer's (OEM) specifications and must meet the equipment manufacturer's requirements for coverage under their equipment warranty programs. The Contractor will accept all risk and penalties due to damage and partial or complete voiding of equipment warranties in the use generic components and shall hold Augusta harmless. Repairs to such equipment due to 59 AUGUSTA FLEET MAINTENANCE AGREEMENT the cancellation of warranties shall be the responsibility of the Contractor during the remainder of the warranty period. The Contractor will be required to pay all applicable taxes on parts and supplies purchased for their own use. The MIS system shall contain parts usage history information for 100 percent of stocked and non-stocked parts utilized on Augusta vehicles and equipment. All parts and supplies used in maintaining the fleet will be purchased through the MIS system's purchasing program and will be received into the parts inventory for later issue to repair orders. The Contractor will require that all vendor invoices list the manufacturer's name and part number. All such information will be entered into the fleet MIS system. 7.2 Inventory: Within thirty (30) days after the commencement of the Agreement period, the Contractor shall purchase, at cost, all of Augusta's demand-supported parts and supplies assigned to Augusta's fleet. Augusta will entertain other payment plans upon Agreement commencement, at the discretion of Fleet Management. A complete physical inventory will be taken by representatives of Augusta and the Contractor at the beginning of the Agreement. Upon completion ofthe joint inventory, the Contractor will be totally responsible for parts accountability and security. The Contractor will administer the disposal of all other remaining inactive, excess and obsolete parts in the Augusta stock. The Fleet Manager will direct the Contractor to establish a secondary inventory location in the fleet MIS system to account for the safeguard, control and usage of such inventory until it is used or disposed. a. The Contractor shall purchase and maintain an adequate parts inventory that will be charged back to Augusta on an "as-used" basis. The Contractor shall maintain a ninety (90) percent fill rate for commonly used, demand-supported repair parts. The MIS system must contain the ability to track fill rate performance and be able to provide a computer generated monthly fill rate percentage report to Fleet Management. The format for this report will be generated by the CCG FASTER reports. b. The Contractor shall make special provisions for stocking of sufficient quantities of spare parts for emergency vehicles and shall insure that zero (0) "stock-outs" occur during emergency situations. 60 The MIS system must contain the ability to track emergency-stocked repair parts performance and be able to provide a computer generated monthly report to Fleet Management. AUGUSTA FLEET MAINTENANCE AGREEMENT c. All parts installed on vehicles and equipment shall be identified by a part number, proper noun nomenclature, unit price, total price and date issued when charged on work orders. d. The Contractor shall insure the CCG Faster/CS computer program be used to monitor and control the inventory. At a minimum, the maintenance reporting system shall be capable of generating a complete inventory by shop location, part number, part cost and a usage rate history for each part normally stocked. Such inventories and usage reports shall be made available to the Fleet Manager monthly or upon request. e. The Contractor will establish a procedure to document the historical demand of non-inventory parts to ensure that repeated demand for these items warrant addition ofthe item(s) to the inventory. The MIS system must contain the ability to track non-inventory repair parts performance and be able to provide a computer generated monthly report to Fleet Management. If the MIS system cannot perform this function, the Contractor is required to maintain this tracking manually and have the ability to report any results to Fleet Management when requested. f. The Contractor will ensure that appropriate quantities of "seasonal" parts are maintained in the inventory as appropriate, prior to climatic changes, to limit equipment downtime. The MIS system must contain the ability to track seasonal-inventory repair parts performance and be able to provide a computer generated monthly report to Fleet Management 7.3 Parts Warranty: The Contractor will ensure that tracking of replacement repair parts warranty information is managed. All repair parts placed in inventory will have their prospective warranty information entered into the MIS system. The MIS system will alert shop management when the part being replaced is still within its warranty period and that recovery is possible. The MIS system must contain the ability to track repair parts warranty performance and be able to provide a computer generated monthly report to Fleet Management. 7.4 Core Charges: The Contractor shall have the responsibility for absorbing the cost of all core charges normally associated with replacement parts. In no case shall the MIS system charge core charges to any repair order for returnable part cores. Core charges for damaged, unusable, non-returnable parts will be listed as a separate item on repair orders. The MIS system must contain the ability to track 61 AUGUSTA FLEET MAINTENANCE AGREEMENT core charge performance and be able to provide a computer generated quarterly report to Fleet Management. If the MIS system cannot perform this function, the Contractor is required to maintain this tracking manually and have the ability to report any results to Fleet Management quarterly. 7.5 Cannibalized Parts: The Contractor shall have the option to request from Fleet Management the ability to remove parts from accident-damaged or salvaged vehicles for reuse. The removed part may be utilized on other fleet vehicles, if the condition of used part is safe and serviceable. All requests must be forwarded, in writing, to the Fleet Manager, and no removal of material is authorized until such time that proper documentation is received from the Fleet Manager. The acquisition price for the component(s) will be assessed to the Contractor, as mutually agreed upon by the Fleet Manager and the Contractor. The Contractor will maintain the tracking of all cannibalized parts used, by manual or electronic means and report the results to Fleet Management monthly. All such charges will be deducted from the Contractor's monthly invoice. 7.6 Tires: The Contractor will replace worn or damaged tires on vehicles with replacements equal to or exceeding the equipment manufacturer's recommendations. The Contractor will follow the manufacturer's recommendations for the repairing of tires to ensure vehicle and equipment safety. The Contractor will comply with the restricted repair capability on V- Rated tires used on public safety vehicles. The Contractor will be able to purchase tires under the State of Georgia purchasing plan. ACCEPTABLE TREAD DEPTHS Tires will be replaced on automobiles and pickup trucks when 3/32 of an inch of useable tread is remaining across the entire tire crown. If any area of the tire crown is below 3/32 of useable tread or if any wear bar is showing; the tire shall be replaced. Any tires that are out-of-round or having flat spots will be replaced regardless of tread depth. The Contractor will ensure that all maintenance personnel involved in determining thread depths will have a tire depth gauge in their possession. The replacement of tires on all other equipment will be based on the equipment manufacturer's recommendations, Risk Management or the Fleet Manager's determination. RETREAD TIRES 62 AUGUSTA FLEET MAINTENANCE AGREEMENT The use of retread tires is approved for use on the rear axles only of mediumlheavy trucks and construction type equipment in the Augusta fleet. Retreads may not be used for any reason on equipment-hauling trailers or public safety vehicles (automobiles, vans, fire fighting equipment). No retread tire will be used on any steering axle. ROAD SERVICE CALLS All road calls for tire repair or replacement will be accomplished within two hours of notification to the maintenance shops. Extension of time for tire service road calls will be given for large off-road type equipment only. The Contractor will provide Fleet Management with a report of all tire service road calls that exceed two hours for determination of Contractor performance. This will be identified and explained in a separate memorandum as required by the Fleet Manager. 7.7 Tracked Vehicle Components: The Contractor shall establish a program for Augusta owned and leased tracked equipment to effectively calculate the remaining life of all track components. The Contractor may utilize the services of an outside vendor for this purpose but the responsibility of proper maintenance and replacement cycles of said components shall be the Contractor's. The Contractor may select to utilize generic, after-market track components at their own risk. The use of generic components could affect equipment warranties and the Contractor will accept all risks and penalties due to damage and partial or complete voiding of equipment warranties in their use and shall hold Augusta harmless. Repairs to such equipment due to the cancellation of warranties shall be the responsibility of the Contractor during the remainder of the warranty period. Augusta currently leases a limited number of tracked equipment that will require 50 % percent of the original manufacturer track component's life to be remaining on all returned leased equipment. TVDe of EQuiDment Location Caterpillar D6M-LGP Bulldozer Landfill Caterpillar D8- WDA Bulldozer Landfill Caterpillar D8-WDA Bulldozer Landfill Lease Len2th EXDiration 36 months 36 months 36 months Sep 2003 Jun 2003 Jun 2003 The above listing is subject to change, based on the needs of Augusta, and any changes do not reduce the requirement of the Contractor to abide by the requirements of this section. 63 AUGUSTA FLEET MAINTENANCE AGREEMENT 7.8 Vendor Invoice Payments: The Contractor is considered as a representative of Augusta and in order to be in good standing with the community, the Contractor will pay all valid out-standing invoices received from vendors in a timely manner. Normally, all invoices should be paid within thirty (30) days of receipt of invoice. The Contractor will take all reasonable steps to take all prompt payment discounts offered on invoices to assist Augusta in further reducing maintenance cost. The Contractor will be required to date and time stamp all vendor invoices received. The Contractor is required to pay all valid vendor invoices within sixty (60) days of the actual invoice date. Delays in payments to vendors for valid invoices beyond sixty (60) days ofthe invoice date will be cause for severe penalties. 7.9 Re-Purchase of Contractor Active Inventory: Augusta shall have the option to purchase; at cost from the Contractor all the demand-supported repair parts in inventory upon completion or termination of the Agreement. If Augusta chooses to purchase any parts that Augusta considers valid, demand-supported repair parts, a joint complete physical inventory will be taken by representatives of Augusta and the Contractor. Payment for the acquisition of the Contractor's demand-supported inventory will be within one hundred and eighty (180) working days of Agreement termination. 8. REPORTING 8.1 Records: Upon prior notice to the Contractor's local representative, the Contractor shall provide Augusta's authorized representative(s) access at all reasonable times to all electronic and hard data, books, records, correspondence, instructions, plans, drawings, receipts, vouchers, and memoranda of every description, and shall provide to the authorized representative(s) cost verification for work. The Contractor will maintain the electronic record keeping and reporting system for all services being contracted. The information system shall provide records of all repairs and servicing activities performed for each vehicle or piece of equipment. 8.1.1 Fleet Record Management: The Contractor shall provide and maintain a permanent, detailed automated record system that provides a basis for optimum fleet management and provides detailed maintenance and operating information for Augusta. The fleet MIS system shall provide, at a minimum, the following data elements and capabilities: Augusta vehicle asset number Vehicle manufacturer Vehicle model Vehic1e description 64 AUGUSTA FLEET MAINTENANCE AGREEMENT Vehicle year Vehicle identification number (VIN) Vehicle fuel type Vehicle license number Vehicle gross weight Detail and summary of vehicle work orders Detail of road calls Detail of outside vendor work Capability of schedule PM and inspections Exception reports for overdue PMs Capability of tracking vehicle performance against benchmarks Warranty tracking Repair parts inventory Repair parts usage Capability to interface with automated fuel system Capability to download to Microsoft Excel, D-Base, etc. 8.1.2 Management Information System Capabilities: The Contractor shall provide the fleet MIS system a basis for fleet management information gathering for Augusta. The system must be capable of having repair information entered by each repair facility. The contractor will provide all necessary hardware to allow Fleet Management a minimum of three on- line accesses to the MIS for review, reporting purposes and vehicle master file edit capabilities. 8.2 Files: The Contractor shall maintain a complete file of service manuals, service and technical bulletins, lubrication charts and other information needed to properly service and repair the fleet of Augusta. A hard copy history folder shall be maintained by the Contractor for each vehicle. This folder will be in chronological order, last repair order in front and contain all work orders generated on the vehicle. The folder shall also contain the vehicle's make, model, year and serial number along with other pertinent information. Vehicle history will be supplied to the Contractor by Augusta as requested. 8.3 Monthly Report: The Contractor shall provide a monthly management report to be delivered to the Fleet Manager on or before the 15th calendar day of the month following the reporting period. The report shall include, but not be limited to: A status report on vehicles out of service for more than five (5) days. Number of shop orders Number of service calls Number of vehicle PMs scheduled/completed (Compliance Rate) Number of work orders processed (totals by facility of all PM's, repairs, 65 AUGUSTA FLEET MAINTENANCE AGREEMENT quick fixes and comebacks, if requested) Delinquent PMs (by department and vehicle asset number) Comeback percentage Downtime by category and totals Accident repair costs Operator abuse costs Vandalism costs Warranty recovery Total labor hours expended Total parts cost Summary Work Order with detailed cost figures for each vehicle repaired Equipment purchases Facility improvements Safety meetings held The Contractor will provide a detailed month by month cost of operations, by expense category in a spreadsheet format, prepared in accordance with generally accepted accounting principals. This report will be provided by the 15th of the month. The format for this report will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. Failure to provide the monthly reports will delay the processing of the Contractor's monthly invoice until it is received and reviewed by Augusta. 8.4 Annual Report: The Contractor shall provide Augusta with a written annual report. The annual report shall contain a summary of the years' activity and will include the following: Combined total data from the Monthly Reports. Maintenance and Repair Cost per Mile (CPM) report. Miles between Breakdown report. Warranty recovery report. Status of Clean Fleet assistance. Recommendations to Augusta. The Contractor will provide a detailed month by month cost of operations, by expense category in a spreadsheet format, prepared in accordance with generally accepted accounting principles. The format for this report will be mutually 66 AUGUSTA FLEET MAINTENANCE AGREEMENT agreed upon by the Contractor and the Fleet Manager within ninety (90) days of startup. Failure to provide the annual report will delay the processing of the Contractor's invoice until it is received and reviewed by Augusta. 8.5 Contractor Alternative Reports: The Contractor may propose an alternative reporting system that meets the needs of Augusta for timely, complete information similar to the reports described in sections 8.3 through 8.4. 8.6 Quality Control Plan: The Contractor shall establish and maintain a Quality Control Plan to assure the requirements of the Agreement are met. A copy must be provided to the Fleet Manager at the start of the Agreement and as any changes occur. The format for this report will be mutually agreed upon by the Contractor and the Fleet Manager within thirty (30) days of startup. The plan shall include, but not be limited to the following: 8.6.1 Monitoring System: A monitoring system covering all services listed in this Request for Proposal. It must specify the methods for identifying and preventing deficiencies in the quality of services performed before the level of performance becomes unacceptable. The plan must include the following: Specific activities to be monitored Methods of monitoring, to include but not limited to; methods of verifying authenticity of reports, methods to ensure quality of services, etc. Frequency of monitoring Samples of forms to be used in monitoring Title and level of personnel performing monitoring functions 8.6.2 Inspection Records: A record of all inspections conducted by the Contractor, the corrective action taken, and the time elapsed between identification of a problem and the completed corrective action. 8.7 Quality Assurance: The Fleet Manager shall monitor the Contractor's performance under the Agreement using the quality assurance procedures, or any other such procedures as may be necessary to ascertain that the Contractor is in compliance with the Agreement. 8.7.1 Performance Meetings: Performance evaluation meetings shall be held with the Contractor and the Fleet Manager. Usually these meetings will not be held more often than once a month and will not be for a period of more than one hour, absent exigent or unusual circumstances. The Fleet 67 AUGUSTA FLEET MAINTENANCE AGREEMENT Manager reserves the right to schedule more frequent and/or longer meetings if the Contractor's performance does not meet acceptable quality levels as specified in this Agreement. 8.7.2 Contract Discrepancy Reports: Verbal notification ofa contract discrepancy will be made to the Project Manager or designee as soon as possible whenever a contract discrepancy is identified. The problem shall be immediately resolved by the Project Manager. The Fleet Manager shall determine whether a formal Contract Discrepancy Report shall be issued. If a Contract Discrepancy Report is issued, it will be mailed or hand delivered to the Project Manager. Upon receipt of a Contract Discrepancy Report, the Contractor is required to respond in writing to the Fleet Manager within the time period specified, acknowledging the reported discrepancy or presenting contrary evidence, and presenting a program for immediate correction of all failures of performance identified in the Contract Discrepancy Report. 9. OTHER SERVICES 9.1 Investigations: The Contractor shall support Augusta with technical investigations related to the automotive fleet. Such investigations may support accidents, fire, or other issues of a technical nature. 9.2 Clean Fuel Fleet Program Assistance: Augusta's Clean Fuel fleet Program Assistance requirements include: Planning - The Contractor shall assist the Fleet Manager in developing a plan to ensure compliance with all Clean Fuel Fleet Program mandates. The intent is to ensure compliance without dedicating excessive financial investment to a single alternative fuel. Vehicle Acquisition - Assist the Fleet Manager with direction in acquiring the appropriate quantities and types of alternative fuel vehicle by taking advantage of all available Clean Fuel Assistance Programs. Reporting - The Contractor shall include in the Annual Report, the advantages and disadvantages for each type of alternative fuel being used. Recommendations and adjustments to the Clean Fuel Fleet Program shall be based on the Annual Report. 9.3 Vehicle/Equipment Purchases: The Contractor shall assist, if requested by Augusta, in preparing purchase specifications for additional or replacement 68 AUGUSTA FLEET MAINTENANCE AGREEMENT vehicles and service equipment. In addition, the Contractor shall assist Augusta with inspections and assessments of used vehicles and equipment under consideration for purchase or lease. The Contractor shall identify and nominate for Augusta's purchase, other equipment that will reduce the cost of maintenance and/or improve the quality of vehicular services. 9.4 Directed Work: Augusta may direct the Contractor to perform additional tasks under this Agreement. No such work shall commence without the Contractor receiving "authorization to proceed" from the Fleet Manager. The Contractor shall perform such directed work assignments in accordance with an agreed to schedule and level of effort. Directed work can include, but is not limited to: a. Welding and fabrication of signs/gates/posts or repair non-fleet related servIces. b. Repairs or rebuilding of equipment classified as overage or over mileage c. Accident Repairs d. Operator Abuse e. Vandalism f. Acts of God g. Emergency Services It is the intent of Augusta that all such work does not reduce the level of service that is provided for in the fixed price portion of the Agreement. EMERGENCIES The Contractor shall mobilize the shop and provide repair and maintenance services for the duration of any Augusta recognized emergency situation. Emergency situations include, but are not limited to major fires, floods, earthquakes, civil disturbances and disaster emergencies. Such service shall include adequate staffing to ensure continued vehicle operations at a level determined by Augusta. Such circumstances may occur during hours outside normal hours of operation and can involve any number of employees, equipment and vehicles. Should an emergency require performance of services beyond the capability of the Contractor, Augusta may perform or supplement performance of contract services with Augusta personnel or non-contract vendors. Such performance shall not constitute a breach of contract by Augusta. 69 AUGUSTA FLEET MAINTENANCE AGREEMENT Based upon the nature of the emergency, the Contractor personnel may be required temporarily to perform repairs at sites other than those designated within the proposal. DIRECTED WORK COSTING AND REPORTING All approved accident repair work, labor and parts will be reimbursed as a Non- Contract expense. All other Directed work accomplished during normal business hours will be performed within the targeted contract price for labor as the Contractor's employee cost is covered in the Agreement price. Any required parts or materials required will be reimbursed as a Non-Contract expense at the Contractor's cost. Costs incurred for Directed Work situations outside normal duty hours are not to be included in the cost target. These costs shall be billed as a Non-Contract expense at the Contractor's employee overtime pay rate. Any required parts or materials required will be reimbursed as a Non-Contract expense at the Contractor's cost. The Contractor will invoice all such work monthly, provide the Fleet Manager a copy of the invoice and the "authorization to proceed" document for all directed work. Failure to provide Augusta authorization documents for directed work will result in non-payment ofthe Contractor's directed work InVOices. 10. PENAL TIES: Contractor shall meet the Performance Standards set forth herein. Failure to meet the specified Performance Standards shall result in a penalty, or other sanction, being assessed against Contractor as set forth in Attachment D. 11. ATTACHMENTS The following attachments will apply as applicable to this Agreement. 70 AUGUSTA FLEET MAINTENANCE AGREEMENT ATTACHMENT A MINIMUM MANNING (From attachment K of the RFP) MINIMUM MANNING # Onmnizational Descriotion Job Title Class Shift FTE's 1 Fleet Managell1ent Fleet Operations Assistant Nex 1 1.0 2 Fleet Managell1ent QAlSafetv Representative Nex 1 1.0 3 Fleet Managell1ent Fleet Operations Specialist Nex 1 1.0 4 ProiectManagell1ent ProjecV<JeneralManager Ext 1 1.0 5 Shop Services Supply and Environll1enta1 Supv Ext 1 1.0 6 Shoo Services-BS HUll1an Resources Adll1inistrator Nex 1 1.0 7 Shoo Services-BS Operations Adll1inistrator Nex 1 1.0 BROAD STREET-FIRE SHOP 8 Maintenance- F ire-Broad S t Maintenance Supervisor II-EVT Ext 1 1.0 9 Maintenance-(FS-BS) Mechanic I-EVT Nex 1 1.0 10 Maintenance-(FS-BS) Mechanic II-EVT Nex 1 1.0 11 Maintenance-(FS-BS) Mechanic III-EVT Nex 1 1.0 BROAD STREET-LT VEHICLE 12 Maintenance-Broad Street Maintenance Supervisor Ext 1 1.0 13 Maintenance-Broad Street Service Coordinator Nex 1 1.0 14 Shop Services-BS MIS Clerk I Nex 1 1.0 15 Shoo Services-BS MIS Clerk II Nex 1 1.0 16 Shop Services-BS Supply Soecialist I Nex 1 1.0 17 Shoo Services-BS Supply Specialist II Nex 1 1.0 18 Shoo Services-BS Porter Nex 1 1.0 19 Maintenance-BS Mechanic I-Lead-LV-Wheeled Nex 1 1.0 20 Maintenance - BS Mechanic 1- LV-Wheeled Nex 1 1.0 21 Maintenance - BS Mechanic I-LV-Whee1ed Nex 1 1.0 22 Maintenance - BS Mechanic II-LV- Wheeled Nex 1 1.0 23 Maintenance - BS Mechanic II-LV- Wheeled Nex 1 1.0 24 Maintenance - BS Mechanic 11- LV-Wheeled Nex 1 1.0 25 Maintenance - BS Mechanic 11- LV-Wheeled Nex 1 1.0 26 Maintenance - BS Mechanic III-LV Wheeled Nex 1 1.0 27 Maintenance - BS Mechanic III-LV Wheeled Nex 1 1.0 28 Maintenance - BS Mechanic III-LV Wheeled Nex 1 1.0 SMALL ENGINE 29 Maintenance-BS Mechanic I-Sll1all Engine Nex 1 1.0 30 Maintenance- BS Mechanic III-Sll1all Engine Nex 1 1.0 31 Maintenance- BS Mechanic III-Sll1all Engine Nex 1 PT TOBACCO ROAD 32 Maintenance-Tobacco Road Maintenance Supervisor Ext 1 1.0 33 Maintenance-Tobacco Road Service Coordinator Nex 1 1.0 34 Shop Services- TR MIS Clerk I Nex 1 1.0 35 Shoo Services- TR Supply Specialist I Nex 1 1.0 36 Shop Services- TR Supply Specialist II Nex 1 1.0 37 Shoo Services- TR Porter Nex 1 1.0 38 Maintenance- TR Mechanic I,Lead- Track & Wheel Nex 1 1.0 39 Maintenance- TR Mechanic I, Track & Whl Nex 1 1.0 71 AUGUSTA FLEET MAINTENANCE AGREEMENT 40 Maintenance- TR Mechanic II, Track & Wheel Nex 1 1.0 41 Maintenance- TR Mechanic III, Track & Wheel Nex 1 1.0 42 Maintenance- TR Mechanic I-Lead-M & Hvy Nex 1 1.0 43 Maintenance- TR Mechanic I-M& Hvy Nex 1 1.0 44 Maintenance- TR Mechanic II, W elder- Whl M& Hvy Nex 1 1.0 45 Maintenance- TR Mechanic II, Wheeled, M& Hvy Nex 1 1.0 46 Maintenance- TR Mechanic III, Wheeled, M&Hvy Nex 1 1.0 WALTON WAY 47 Maintenance- BS- Walton Way Mechanic I-Lead Nex 1 1.0 48 Maintenance-BS- Walton Way Mechanic III1IMotorcycle Nex 1 1.0 LUMPKIN ROAD 49 Maintenance-Lumpkin Road Mechanic I-Small Engine Nex 1 1.0 50 Maintenance-Lumvkin Road Mechanic III-Small EnF{ine Nex 1 PT* LANDFILL 51 Maintenance- TR -Landfill Mechanic I, Track & Wheel Nex 1 1.0 52 Maintenance- TR- Landfill Mechanic II, Wheeled, M& Hv Nex 1 1.0 53 Maintenance- TR-Landfill Mechanic III, Wheeled, M & Hv Nex 1 1.0 Nex=Non-exempt for overtime Ext= Exempt for overtime BS = Broad Street Shop TR = Tobacco Road Shop FS = Fire Shop at Broad Street EVT = Emergency Vehicle Technician MIS = Managed Information System LV = Light Vehic1e M & Hv = Medium and Heavy Trucks Note: Position number 41- Mechanic III - Small Engine is a seasonal position from April through September. 72 AUGUSTA FLEET MAINTENANCE AGREEMENT ATTACHMENT B PENALTIES Section Performance Requirement Penalty Penalty (pa2e) 1 st Event 2nd & Subsequent 9 (16/17) Failure to carry necessary insurance $5,000.00 Contract Termination 12 (18) Failure to inform FM of accident $500.00 $1,000.00 Failure to notify FM of General Manager 3.1.2.1 temporary absence $500 $1,000 3.1.2.2 Failure to acquire ASE Blue Seal for repair (21/22) facilities $5,000.00 Contract Termination Section 11 (18) Failure to comply with Job Safety Compliance 3.6 (32/33) $500.00 $1,000.00 3.3.6 (30) Failure to obtain proper licenses/permits $5,000.00 Contract Termination 3.4 (31) Lapse of proper security measures Actual damages Actual damages Failure to dispose of hazardous waste in Total of any Total of any fine 3.7 (34) accordance with all laws fine assessed assessed Failure to maintain records regarding waste Total of any Total of any fine 3.7 (34) disposal fine assessed assessed 4.2.3/4.2.4 (37)-4.6.1 (39) Failure to perform mandated inspections $1,000.00 $2,000.00 5.1.1 (41) Failure to perform repairs within 5 days or a reasonable time as determined by the FM $50.00 per day $50.00 per day 5.1.9 (43) Service interruptions Cost of Contract interruption Termination Failure to perform Seasonal Equipment 5.9.1 (51) Maintenance $100 per unit $100 per unit 7.8 (64) Failure to process and pay vendor invoices $500.00 per $1,000.00 per within established time frame mVOlce mVOlce 8.4 (66) Failure to provide annual detailed operational Contract expense report Termination 9.4 (69) Failure to properly administer and/or carry out Directed Work Non-Payment 14 (18) Failure to conduct required drug testing Other violations of requirements stated within the contract. Up to $500 Up to $2,000 NOTE: FM = Fleet Manager 73 AUGUSTA FLEET MAINTENANCE AGREEMENT ATTACHMENT C DRUG-FREE WORKPLACE CERTIFICATION I, of (contractor/vendor's certifying official) ( company name) (address) certify that a drug-free workplace will be provided for the employees ofthis company during the performance of this contract pursuant to section 50-24-3 ofO.C.G.A. I further certify that in accordance with a.c.G.A. 50-24-3 paragraph (a) subsection (2), that should this company require the services of a subcontractor as part of this contract, that all subcontractors will be required to provide this company with a certificate of compliance for the establishment of a Drug Free Work Place. I understand that a drug-free work place may be provided by my: 1. Publishing a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the contractors/subcontractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition; 2. Establishing a drug-free awareness program to inform employee about: a. The dangers of drug abuse in the workplace; b. The contractor's/subcontractor's policy of maintaining a drug-free workplace; c. Any available drug counseling, rehabilitation, and employee assistance program; and d. The penalties that may be imposed upon employees for drug abuse violations. 3. Providing each employee with a copy of the statement provided for in paragraph 1 above. 4. Notifying each employee in the statement provided for in paragraph one above, that as a condition of employment, the employee shall: 74 AUGUSTA FLEET MAINTENANCE AGREEMENT a. Abide by the terms of the statement; and b. Notify the contractor/subcontractor of any criminal drug stature conviction for a violation occurring in the workplace within five days of the conviction; 5. Notifying the contractor principal representative within ten days after receiving from such an employee or a subcontractor a notice of conviction as provided under paragraph 4b, above or otherwise receiving actual notice of such a conviction; 6. Making a good faith effort on a continuing basis to provide a drug-free workplace for employees; and 7. Requiring that such contractor/subcontractor include in any agreement or contract with a subcontractor a provision that such subcontractor will provide a drug-free workplace for his employees by complying with the provision of paragraphs 1, 2, 3,4, and 6 as listed above. (Signature) (Printed Name & Title) 75