Approved Agreements and Contracts Ramos Towing Agreement 11-24-20

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                     Agenda Item Review Form
                                                 us                           GO
                           Muskegon City Commission

Commission Meeting Date: October 27, 2020             Title: Ramos Towing Agreement

Submitted By: Jeffrey Lewis                           Department: Public Safety

Brief Summary: Extension of the current contract with Ramos Towing for (2) two years. The next
renewal date will be January 1st 2023. No changes to the current service and fee schedule is
expected during the 24 (twenty-four) month extension.

Detailed Summary:

Amount Requested: Per service rendered               Amount Budgeted:

Fund(s) or Account(s): 101-40301 -5346               Fund(s) or Account(s):

Recommended Motion : Approve a 24 (twenty-four) month service agreement with Ramos Towing .

Check if the following Departments need to approve the item first:
Police Dept. IX!
Fire Dept. □
IT Dept. □

For City Clerk Use Only:
Commission Action:
        - - ~RAM
                 -         •¥·

    I. ~                  TOwing ·

            October 1, 2020

            Chief Lewis

            980 Jefferson St

            Muskegon Ml 49440

            Dear Chief Lewis and qty of Muskegon
                                                 Police Department;

                            '         I

            Ramos Towing is      wllllng to extend our current contract for the next two years ending January Pl, 2023.
            Thank you or the opport\lnlty to serve the City of Muskegon with it's towing needs.

        ~   Sincerely,          ~               ~ :'\ ,

\           Mary Beth Ramos                                            \
            Ramos Towing

                                                                                                                 ro w ing 733.·159'l
                                                                                                                     (fax) 733-,1,l,tJ
                                                                                                                 'Z4'14 S. C cl ty ~ l-
                                                                                                            Muskt>gOl'l , Ml49444
                                                                                                           Ramo!l/.\\1 tol.iully .<:om
                                TOWING AGREEMENT

        This Towing Agreement is made on December 11, 2018 :
 between the City of Muskegon, Michigan Municipal Corporation, with
 offices at 933 Terrace Street, Muskegon, Michigan 49440 ("City"), and
 RamosTo.Ning,with offices at 2444 S. Getty Street, Muskegon, Ml,


        A.  Contractor operates a vehicle towing service,
 impound service and facility licensed by the State of Michigan;
 and ,

       B.     City desires to retain Contractor to operate a vehicle
 towing service, impoundment service and facility pursuant to the
 terms and conditions of this Agreement.

        Therefore, the parties mutually agree as follows:

         1.     Retention of Contractor. City retains Contractor as an
 independent contractor to operate a towing and wrecker service and
 impciundment facility for the storage of certain motor vehicles for the
 City pursuant to the terms and conditions of this Agreement. City
 agrees to exclusively utilize Contractor's towing and wrecker service
 and impoundment facility, providing the owner/operator of said motor
 vehicle does not expressly select some other alternative and
 reasonable provider of said services. Notwithstanding the foregoing,
 City may call another towing company if Contractor does not respond in
 a timely manner or does not provide adequate equipment necessary to
 provide the services as provided by this Agreement. The City reserves
 the right to hire specialized equipment outside the scope of this
 Agreement when needed , i.e., mobile cranes, or other heavy
 equipment which might be needed for special situations. The parties
 specifically agree that all fees, charges and expenses incurred by
 Contractor in performance of this Agreement are not City's obligation ,
 and all collection attempts will be directed to the owner/operator of the
 subject motor vehicle.

        2.     Term. The term of this Agreement will commence on
 January 14, 2019 and will continue until January 13, 2021, unless
 earlier terminated by City pursuant to Section 10. City will have the
 unilateral option to extend this Agreement for two additional one-year
 terms under the same terms and conditions of this Agreement if, in
 City's sole discretion, the extension is in the City's best interest. This
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 extension will be exercised by the City providing written notice to
 Contractor at least 60 days prior to the termination date.

 3.            Duties of Contractor. Contractor will operate a vehicle
 towing service , impound service and facility seven days a week, 24
 hours a day, in such a manner that Contractor can be reached by
 telephone at all times by Muskegon Central Dispatch, the Muskegon
 Police Department, and the Muskegon Department of Public Works.
 Contractor will tow and/or store all motor vehicles, including tractors
 and trailers, directed to be towed and/or stored by the City's agents
 and employees.

           a.     Equipment. At all times during the term of this Agreement,
     Contractor will own and keep in good operating condition the following

                    i.    FCC licensed radio dispatched wreckers;

                  ii.     Set of dollies;

                  111.    Equipment for changing tires, air tanks for inflating tires,
                          tools for lock-outs;

                  iv.     Booster battery or cables for starting cars or trucks ;

                  v.      Fire extinguishers, flares;

                  vi.     Extra chains, pry bar, broom and shovel, bucket, oil dry;

                  vi i.   Two standard wreckers fully equipped as specified herein
                          and one large heavy-duty wrecker capable of handling
                          trucks , trailers, semi-trailers, and other large vehicles , up to
                          a gross weight of 50 tons;

                  v111.   Power winch on each unit set forth in (vii) above ; and ,

                  ,x.     Gross vehicle weight per wrecker unit rating of not less than
                          8,000 pounds, and the manufacturer's specifications for
                          rated capacity of at least one ton.

                  x.      Wrecker for 50 ton vehicles (or sub contracted for this

           All equipment must be maintained in good working order to safely
     perform the service required by this Agreement, and conform to the
     standards, requirements and regulations mandated by federal, state, county

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     and City agencies.

           All towing vehicles will be equipped with communication devices
    capable of covering all of the territory within the City limits and its immediate
    bordering jurisdictions and will be subject to periodic inspections by the City
    regarding their mechanical condition.

           Contractor will keep the City informed of the number of tow trucks it
    has available for use in the performance of this Agreement, including the
    year, make, model, and capacity. This information must be supplied to the
    Director of Public Safety.

          Contractor will display the company name and phone number
    prominently on each of its vehicles used in accordance with this Agreement.
           b.     Facility. At all times during the term of this Agreement,
     Contractor's towing and impound service facility must:

                  i.      be located within Muskegon County;

                  ii.     contain a heated, secure building;

                  iii.    have a fenced area able to accommodate up to 75 vehicles;

                  iv.     comply with the laws of Michigan and the City of Muskegon;

                  v.      have prominently posted a list oftowing and storage
                          charges, hours of operation as approved by the City,
                          as well as the Contractor's business telephone
                          number; and,

                 vi.      be maintained in a clean and presentable condition.

           c.    Fees. At all times during the term of this Agreemen(
    Contractor will abide by the table of fees attached to Contractor's bid
    documents, which is incorporated herein and made a part hereof as
    Appendix A. Any customer service, including accidents, impounds or
    private tows, received through a request of the City, will be invoiced
    according to this fee schedule. Notwithstanding the foregoing, if a vehicle is
    impounded for evidence, contractor agrees that all storage fees will cease
    and tow fees in certain exigent circumstances relating to victims may be
    waived at the sole discretion of the Director of Public Safety.

            During the term of this Agreement, Contractor may not increase its
     fees except upon prior approval granted by the Muskegon City Commission,
     following review and recommendation by the Muskegon Police Department
     and/or Department of Public Works.
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          Contractor will charge only for equipment actually needed and
    requested by City at the scene.

           City reserves the right to cancel a request for services of the
    Contractor at any time, including up to the time of hook up, without either
    the City or owner or operator incurring any charges. If the owner of the
    vehicle arrives on scene before the vehicle is towed, and the vehicle can
    be safely moved by the owner in the opinion of the police officer in charge
    at the scene, no charges will be incurred and the vehicle will be released
    to the owner.

           Contractor will not charge storage fees for any day Contractor is closed
    to the general public. Contractor will not charge storage fees for the first 24
    hours of storage.

             ct.   Personnel Qualifications. Contractor will maintain adequate
    staffing in order to insure proper and timely response to any and all police
    requirements for impounding vehicles. Contractor will provide the City with a
    list of the names and addresses of all current operators/drivers and will notify
    the City of all changes in operators/drivers. Every operator/driver will:

                 1.       be competent by reason of demonstrated experience or
           training, in the sole judgment of the City, to safely operate the type of
           tow truck used by the impound service;

                 ii.   possess the ability to rig, move, pick up and transport
          vehicles without increasing the original damage, insofar as possible;

                iii.   be free from the influence of alcoholic beverages,
          narcotics, or dangerous drugs while on duty;

                 iv.    be familiar with the ordinances, rules and regulations
          pertaining to tow trucks; and,

                 v.   be licensed as provided by applicable federal, state and
          local Jaws and ordinances.

          e.     Expenses. Contractor will be solely responsible for all
    expenses incurred by Contractor, its agents and employees, in connection
    with the performance of this Agreement.

           f.    Auctions. Contractor will be responsible for the holding of public
    auctions for abandoned vehicles, furnishing all documentation attendant to
    any sale at said auction, paying for the auctioneer, and paying for the public
    notice advertised in the local daily newspaper. Contractor agrees to hold said

    auctions under the supervision of the Muskegon Police Department. Auctions
    will be conducted based on the number of vehicles held, but not less than
    once per calendar quarter. If no bids are received at the auction, Contractor
    will become the owner of the vehicle or group of vehicles and will be
    responsible for disposal. Public auctions will comply with State law.
    Contractor shall be responsible for $55 city fee for each impounded vehicle
    sold at auction.

           g.     Storage of Vehicles. All vehicles impounded will be stored in a
    storage lot or building which is fenced with all gates securely locked and a
    responsible person in charge of the business 24 hours a day that may be
    called to respond to the lot by someone from the City. Vehicles stored in the
    building or storage yard will be parked so as to allow one foot of space
    between vehicles. Storage charges will not be assessed for the first 24 hours
    of storage.

            h.     Release of Vehicles. The owner of an impounded vehicle or
    authorized representative of the owner will be required to have a signed
    approval by the City's Police Department prior to the vehicle being released.
    Whenever impounded vehicles are claimed by the owner, Contractor will provide
    the owner with an itemized statement of all charges relating to impounding the
    vehicle, including a written justification for fees over and above the standard towing
    fee. Contractor will make every reasonable effort to verify that the individual
    claiming a stored vehicle is the actual owner or authorized representative of the
    owner before the vehicle is released.

          i.        Hours of Operation. Contractor will be available and capable of
      providing towing services 24 hours a day on each and every day (365 days a year)
     during the term of this Agreement. Contractor will be open to the general public from
     8:00 am through 5:00 pm, Monday through Friday, on each and every week during the
     term of this Agreement to release motor vehicles to their rightful owners. No storage
    fees may be charged by Contractor for any day that the business is closed to the
    general public.

                   j.      Services. Contractor will have a tow truck at the scene in a timely
          manner to tow vehicles as requested by the City. Furthermore, Contractor will
         clean up accident debris from the street upon response to accident scenes. If
         clean-up is requested and towing is not required there will be no clean-up charge to
         the City. Clean-up will be deemed completed when inspected and approved by the
         City official in charge at the scene. If Contractor does not arrive at the requested
         location within 25 minutes, the police officer or City employee may have the vehicle
         towed to Contractor's yard at Contractor's expense, and Contractor will accept the
         vehicle for storage.

                  At the towing scene, or upon reasonable dispatch thereafter, Contractor
          must provide the owner or operator of the motor vehicle with a written list
          itemizing towing fees, storage rates and other expenses. Additionally, Contractor
Page 5
          must advise in writing the owner/operator of the right to remove any and all
          unattached personal property from the motor vehicle at the impoundment yard.

                k.     Driving of Vehicles. Neither Contractor nor any of its employees
         and/or agents will at any time drive or remove from the premises any motor
         vehicles placed with Contractor for storage purposes, except with the written
         permission of the owner of the motor vehicle or by operation of law.

                 I.     Recommendation of Repair or Collision Shop. Under no
         · circumstances will Contractor recommend a repair or collision shop to the vehicle
           owner/ operator.

        4,     Recordkeeping and Documentation. Contractor will maintain all
required records and complete all necessary forms for the state of Michigan,
Muskegon Police Department, and the Muskegon Department of Public Works.
Contractor will maintain all records relating to the disposition of impounded vehicles
for a period not less than four years, and the City will have the right to inspect, copy
and audit these records during any business hours.

                a.     Invoices. A written or computerized record or invoice will be
         kept by Contractor and include the following information for each vehicle:

                        i.      Vehicle identification number;

                        11.     Gross vehicle weight rating;

                        m.      Year, make, and model of vehicle;

                        1v.     Name of owner of vehicle;

                        v.      Details of all services rendered regarding vehicle;

                        vi.     Location from which the vehicle was towed or impounded;

                        vu.     Mileage of the vehicle; and,

                        v111.   Any other information the City may require.

          These records will be maintained and kept throughout the term of this
          Agreement (plus one year following the termination of this Agreement) and
          will be made available to the City for inspection upon request.

                 b.    Monthly Audit. A monthly audit will be conducted by
         Contractor of all vehicles impounded, including the reason the vehicle was
         impounded. The audit will be submitted to the City's Police Department by
         the fifteenth day of the following month. Any invoice for special equipment
         or added services which exceed the standard towing fees will be

Page 6
         specifically itemized and contain written justification for such additional

        5.     Independent Contractor. Contractor is an independent contractor
 and not an employee of the City. Neither the Contractor, nor the Contractor's
 employees or subcontractors, will be entitled to any or additional insurance,
 health, retirement or similar benefits which are or may become available to City
 employees, as a result of this Agreement. In addition, current or future City
 employees or agents will not be construed or considered to be employees or
 agents of Contractor.

       6.     Taxes. Contractor will be solely responsible for the payment and
withholding of any and all taxes, levies and assessments under any federal, state
or local law and will provide for the payment of taxes on or for income,
unemployment, old age, social security, workman's compensation, or any other
taxes with respect to the Contractor, the Contractor's employees or
subcontractors in connection with the work performed pursuant to this

         7.    Insurance.

                a.      Liability Insurance. During the term of this Agreement,
         Contractor must maintain comprehensive general liability insurance and
         vehicle liability insurance, including coverage of all operations as a towing
         service and name the City as co-insured in at least the following amounts:

                     i.      Comprehensive general liability insurance in an
                amount not less than $1,000,000 for each occurrence;

                      ii.   Vehicle liability insurance in an amount no less than
                $1,000,000 for each occurrence;

                       iii.   An umbrella policy for liability insurance covering any
                and all of such risks in an amount not less than $1,000,000; and,

                       iii.   A garage keeper's insurance policy in the amount of not
                 less than $250,000.

         Contractor will provide City with copies of these insurance policies.

               b.     Worker's Compensation Insurance. During the term of this
         Agreement Contractor must maintain in full force and effect, workers
         compensation insurance with limits established under state law, and
         provide City with a copy of the appropriate certificate evidencing same.

Page 7
         8.    Warranty. Contractor warrants and represents that it is familiar
 with the towing and impoundment requirements of the City and is capable of
 rendering all services as required in this Agreement. Contractor acknowledges
 that it has made a thorough independent investigation as to its undertakings
 under this Agreement and as to the actual conditions and requirements of the
 work and the amount of work to be done.
         Contractor acknowledges that the City has not made and does not make
 any warranties or representations with respect to the City's obligations set forth
 in this Agreement except as provided in this Agreement.

         9.    City Inspections. Contractor will allow members of the City of
 Muskegon Police Department or other authorized City representatives to inspect
 the Contractor's lot or building, stored vehicles, office or other buildings and
 records relative to this Agreement whenever it is deemed necessary by the City.
 City reserves the right to conduct an audit at least twice a year of all bills and
 records relative to this Agreement. Contractor agrees to provide access to the
 records for inspection by the City and its auditors.

       10.    Cancellation of Agreement. This Agreement may be canceled
by City upon two days written notice, delivered by hand or sent by ordinary mail
addressed to the Contractor at Contractor's address provided in this
Agreement. This Agreement may be cancelled, if, in the sole judgment of the
City's Director of Public Safety, the Contractor has not performed according to
the terms of this Contract.

        This Agreement may be canceled by the Contractor upon 60 days written
 notice to City's Director of Public Safety.

         11.   Indemnification. Except as otherwise provided in this Section, City
 and its elected officials, appointed officials, employees and agents (collectively
 hereinafter referred to as the "Indemnified Persons"), will not be liable to
 Contractor for any reasons. Contractor will indemnify and hold City and the
 Indemnified Persons harmless from any loss, expenses, or liability of any nature
 (including attorneys' fees) due to any and all suits, demands, actions, legal or
 administrative proceedings or claims arising or resulting from or in connection

                 a.    Any act or failure to act including negligence or
         misrepresentation by the City or any Indemnified Person, whether
         attributable to the City or Contractor in connection with or resulting from
         this Agreement, the operations of Contractor, or any other activity;
         provided however, that Contractor will not be obligated to indemnify the
         City or any Indemnified Person under this Section including costs and
         counsel fees if a court of competent jurisdiction finds that the liability in
         question was caused by the intentional misconduct or gross negligence of
         the City and any Indemnified Person unless the court determines that,
Page 8
         despite the adjudication of liability but in view of all circumstances of the
         case, the City or any Indemnified Person is fairly and reasonably entitled to
         indemnification which the court considers proper; and/or

               b.   The negligent performance by Contractor or its agents,
         employees, or officers of any work purportedly authorized to be
         performed under this Agreement; and/or

               c.   Any loss or damage connected to or resulting from any work
         performed or authorized to be performed under this Agreement; and/or

                 d.    Any injury or damage to any person or property arising
         out of this Agreement or the Contractor's performance of this

         If any action or proceeding is brought against the City or any Indemnified
 Person, connected to or resulting from any work performed or authorized to be
 performed under this Agreement, that action or proceeding will be defended by
 counsel to the City or the Contractor as City will determine. If the defense is by
 counsel to the City, the City will pay the costs of that defense including its
 counsel fees. If the City determines that the Contractor will defend the City or
 an Indemnified Person, the Contractor will immediately assume the defense at
 its sole costs.

         The Contractor and the City agree to act cooperatively in the defense of
 any action brought against the City and the Contractor to the greatest extent
 possible. The City agrees that it will not settle any action or proceeding against
 it without prior written consent of the Contractor, unless the City has provided
 written notice to the Contractor of its decision to waive any right to
 indemnification for the proposed settlement (including any costs, expenses or
 counsel fee associated therewith).

       Contractor will also indemnify City for all costs and expenses, including
 reasonable counsel fees, incurred in enforcing any obligation of the
 Contractor under this Agreement.

          12.  Non"Discrimination. Contractor covenants not to discriminate on
 the basis of race, color, religion, or national origin against any employee or
 applicant for employment to be employed in the performance of this Agreement
 with respect to his/her hire, compensation, tenure, terms, conditions or privileges
 of employment, and Contractor further covenants not to so discriminate against
 any other person using or attempting to use the facility and services described in
 this Agreement. Further, Contractor covenants to require similar covenants on
 the part of any sub-contractor(s) or agent(s) employed in the performance of this
 Agreement. Contractor will furnish his services on a fair, equal, and non-

Page 9
  discriminatory basis to all users.

          13.    Prevention and Satisfaction of Liens. Contractor agrees not to
  file, assert, prosecute, and will not allow construction, mechanic's or material
  men's liens to be filed or continued against any City property for services
  performed, or for materials, machine'\' or equipment furnished in connection
  with the work to be performed by Contractor or by Contractor's sub-contractors.
  If any such lien is nevertheless filed, Contractor agrees, at Contractor's
  expense, to take any and all steps necessary and proper for the release,
  satisfaction and discharge of said lien.

          14.  Permits and Licensing. Contractor agrees to comply with all
 federal, state and local laws, ordinances, rules regulations and requirements that
 are now, or may in the future become, applicable to Contractor's business or
 equipment for the work to be performed pursuant to this Agreement. Contractor
 will provide employees who possess a Commercial Driver's License with the
 appropriate designation with providing service under this Agreement. It is
 Contractor's responsibility to provide services in compliance with the Americans'
 Disabilities Act. Contract will also meet the requirements of the Michigan
 Commercial Driver's License Standards, Federal Drug Free Workplace Act, the
 Elliott-Larson Act, the Michigan Civil Rights Act, and any other applicable
 employee related legislation.

         15.  State of Michigan Abandoned Vehicle Fee. Contractor agrees
 not to charge a customer the State of Michigan abandoned vehicle fee until the
 customer's vehicle is entered into the LEIN system as an abandoned vehicle. If
 Contractor fails to comply with this Section, then Contractor agrees to fully
 reimburse the customer, and pay City two times the amount of the abandoned
 vehicle fee (currently $40-so, Contractor would pay City $80 per occurrence).
 Contractor shall abide by state law and pay the required abandon vehicle fees to
 the Michigan Secretary of State.

          16. Default. It is expressly agreed between the parties that if the
 impoundment or storage facilities described in this Agreement are vacated,
 abandoned or not maintained or operated in accordance with this Agreement, or
 if Contractor attempts to sell, convey or assign this Agreement, or if Contractor
 fails to provide notices in a timely and proper manner in accordance with Public
 Act 1981, No. 104 as amended, or if Contractor defaults in any of the terms of
 this Agreement, or if Contractor fails to comply with any statutes, ordinances,
 rules, orders, regulations, or requirements of the federal, state and/or City
 government or of any and all of their departments and bureaus applicable to the
 premises and operations described in this Agreement, or if the Contractor files a
 petition in bankruptcy or be adjudicated as bankrupt, or make an assignment for
 the benefit of creditors, or take advantage of any insolvency act, City may elect
 to terminate this Agreement immediately and, if City elects to terminate this

Page 10
 Agreement because of the violation of this paragraph, upon such termination
 Contractor will compensate City for the loss suffered by reason of the
 termination and the default hereunder.

       17.    Right to Control. Contractor agrees to perform and supervise all
 work under this Agreement efficiently and in accordance with the highest
 standards of the industry. Contractor will be solely responsible for the means,
 methods, techniques, sequences and procedures for completing the work.

          18.    Miscellaneous.

                 a.     Sale or Assignment. This Agreement may not be
          assigned or sub- contracted without the City's prior written consent.
          Contractor's owner(s) agree not to sell or assign their interest, including
          their stock, membership interest, or assets in Contractor without City's
          prior written consent.

                 b.     Validity. The invalidity of any portion of this Agreement will
          not affect the remainder of the Agreement, unless the City so elects.
          Unless the City elects otherwise, if any terms of this Agreement shall be
          held invalid, illegal, or unenforceable in whole or in part, the validity of the
          other terms of this Agreement shall not be affected and shall remain in
          full force and effect.

                c.     Governing Law. This Agreement will be governed by the
          laws of the State of Michigan.

                d.      Entire Agreement. This Agreement represents the entire
          and integrated Agreement between the City and Contractor and
          supersedes all prior negotiations, representations or agreements, either
          written or oral.

                e.    Amendments. All amendments to this Agreement must
          be made in writing and signed by City and by Contractor.

      The parties have signed this Agreement the date first above set forth.

Page 11
City of Muskegon, a Michigan Municipal Corporation

         4 --.-
            1~ ~. -
Contractor - Ramos Towing

      B y ~

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