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Ordinance 2635CITY OF ALAMEDA ORDINANCE NO. New Series 2635 ESTABLISHING RULES AND REGULATIONS FOR TAXICAB FRANCHISES BE IT ORDAINED BY THE COUNCIL OF THE CITY OF ALAMEDA that: Section 1 Short Title This Ordinance shall be known and may be cited as the "Taxicab Franchise Ordinance. section Def ini tions Unless it is apparent from the context that it has a different meaning, each of the followingwords and phrases has the meaning herein def ined wherever it is used in the Taxicab Franchise Ordinance. When not inconsistent wi th the context , words used in the plural number include thesingular number; and words in the singular include the plural number. ASSOCIATE FRANCHISE:five (5) taxicabs.A franchlse granted to operate up to CHARTER:The Charter of the City of Alameda. CITY:The City of Alameda. CITY MANAGER:The City Manager of the City of Alameda. COUNCIL:The City Council of the City of Alameda. FRANCHISE or FRANCHISE AGREEMENT: Any authorization granted hereunder in terms of a franchise to operate a taxicab serviceproviding service wi thin the city. Any such authorization shall not mean and include any license or permit required for the privilege of transacting and carrying on a business within the City as required by any other ordinances and laws of the City. FRANCHISE PROPERTY: All property retained by a Franchisee under authority of a franchise. FRANCHISE RESOLUTION: franchise to a franchisee.The resolution of Council awarding a FRANCHISEE: A person or business entity to whom a franchise is granted by the Council , or any person or business entity to whom REGULAR FRANCHISE: more taxicabs. A franchise granted to operate six (6) or STREETS: Any publ ic street , road , highway, freeway, lane alley, public right-of-way or portion thereof which now exists or which may hereinafter exist in the city. TAXI RULES: The rules and regulations established for taxicab operation in the City as established by City Council. TAXI METER: An instrument for indicating and recording charges for taxicab service in proportion to the distance traveled time in use , or both. TAXICAB: This term is defined in section 10-1 of the Alameda Municipal Code. section Franchise Grant. 3. 1 AUTHORITY TO GRANT FRANCHISES FOR TAXICAB SERVICES: Pursuant to Section 10-5.1 of the Alameda Municipal Code and this Ordinance , it shall be unlawful to commence or engage in the operation of a taxicab service without a franchise issued under this Ordinance. The Council may, by resolution, award a franchise to operate a taxicab service within the City to any person or business entity who applies for authority to furnish a taxicab service which complies with the terms and conditions of this Ordinance , the Alameda Municipal Code and such other applicable laws and regulations. Provided , that this section shall not be deemed to require the grant of a franchise to any particular person or business entity or to prohibit the Council from granting a fewer number of franchises than the total number permitted by resolution of the Council should it determine such a limitation would be in the public interest. Any franchise for the operation of a taxicab service using the streets shall conform to the provisions of this Ordinance. INCORPORATION BY REFERENCE: The provisions of this Ordinance shall be incorporated by r ference in any franchise agreement approved hereunder. NATURE AND EXTENT OF A FRANCHISE: (A) Any franchise granted hereunder by the Council shall authorize the franchisee subject to the provisions in this Ordinance , to engage in the business of operating and providing taxicab service wi thin the City. (B) Franchise Types. There shall be two types of taxicab franchises wi thin the City: a regular franchise and an associatefranchise. The total number of taxicabs permitted under all franchises shall be established by resolution of the city Council. Of the number established , 70% shall be allocated to regular franchises and 30% to associate franchises. (1) A regular franchise covers six or more taxicabs. Twenty (20) percent of a regular franchise s taxicabs shall be dedicated to use within the City of Alameda and shall not have permi ts to operate in other jurisdictions. (2) An associate franchise covers up to five taxicabs. One of an associate franchise s taxicabs shall be dedicated to usewithinthe City of Alameda and shall not have permits to operate inother jurisdictions. DURATION OF A FRANCHISE: (A) A franchise shall be effective upon the approval of the franchise agreement by resolution , the Council and the execution of the franchise agreement by the City and the franchisee. (B) A franchise shall expire five (5) years after thefranchise's effective date unless sooner terminated pursuant to the provisions of this Ordinance. (C) Any franchise granted pursuant to the provisions of this Ordinance may be terminated in the event of the willful failurerefusal or neglect by the franchisee to do or comply with any material requirement or limitation contained in this Ordinance , or any other applicable rule or regulation of the Council or City Manager adopted pursuant to this Ordinance , or any term or condi tion of the franchise agreement. (1) The Chief of Police may make written demand that the franchisee comply with any such requirement , limitation , term,condition , rule or regulation. The demand shall be served either personally or by mail upon the person designated in the franchise agreement. The demand shall specify requirement , limitation , termcondition, rule or regulation in question and a reasonable time for complying with the demand. (2) If the failure , refusal or neglect continues afteLthe time specified in the demand , the Chief of Police shall schedule a hearing to revoke the franchise before the TrafficAdvisory Committee. The Chief of Police shall cause to be served upon such franchisee , at least fifteen days (15) days prior to the date of the hearing before the Traffic Advisory Committee , awri tten notice of his or her intent to request such termination and revocation of the franchise , and the time and place of the meeting. (a) The Traffic Advisory Committee shall consider the request of the Chief of Police and shall hear any persons interested therein, and shall determine , in its discretion , whether or not any failure , refusal or neglect by the franchisep was with just cause. (b) If such failure refusal or neglect by the franchisee was with just cause , the Traffic Advisory Committee shall direct the franchisee to comply within such time and manner and upon such terms and conditions as are reasonable. (c) If the Traffic Advisory Committee determines suchfailure, refusal or neglect by the franchisee was without just cause , then the Traffic Advisory Committee may, by resolution declare that the franchise with such franchisee shall be terminated and forfeited. (3) Any person dissatisfied with the decision of the Traffic Advisory Committee may file an appeal to the Council withinthe time specified below. The appeal shall be made in writing and filed with the City Clerk not later than fifteen (15) days afterthe date written notice of the Traffic Advisory Committeedecision is made. Failure to file a timely appeal shall result in a waiver to the right to appeal. The appeal shall state in detailthe factual basis for the appeal. (a) An appeal fee shall be paid and may consist of a processing fee plus the actual cost to the City for retaining a hearing officer if the appeal , or any portion thereof , is notgranted. The processing fee shall accompany the request for an appeal. The appeal fee shall be set by resolution of the Council. (b) The Council or its designee may appoint a hearing officer to conduct the hearing, to receive relevant evidence and to submit to the Council findings and recommendations to be consideredby the Council. At the time fixed in said notice , the Council the hearing officer shall proceed to hear the testimony of the representatives of the Police Department and the testimony of thefranchisee and other competent persons respecting any such requirement limitation, term , condition rule or regulation regarding the franchise , after which the Council o hearing officer revoke the franchise or take such other action as they may deem advisable. If appointed , the hearing officer shall hear the matter and submit his or her findings and recommendations to the Council. The Council shall render its decision within forty-five (45) days from the date of the hearing, or in the event that a hearing officer is appointed , within forty-five (45) days from the date the Council receives the findings and recommendations of the hearingofficer. The decision of the City Council shall be final. A certified copy of the resolution adopted by the Council shall befiled with the City Clerk. The Council or hearing officer maycontinue said hearing from time to time. section 4.Construction of Franchise. INTERPRETATION: Unless otherwise specifically prescribed herein the following provisions shall govern the interpretation and construction of a franchise: (A) Time is of the essence. The franchisee shall not be relieved of its obligation to promptly comply with any provision hereof , or the resolution granting the franchise, by any failure of the City to enforce prompt compliance with the same or any otherprovision. (B) Any right or power conferred , or duty imposed upon anyoff icer , employee , department , or board of the City, is subj ect totransfer by operation of law to any other officer , employee department or board of the City. (C) The franchisee shall have no recourse whatsoever against the City for any loss , costs , expense or damage , arising out of any provision or requirement of a franchise or the enforcement thereof. (D) A franchise does not relieve the franchisee of any requirement of the City Charter or of any ordinance , rule , regula- tion, or specification of the City, including, but not limited toany requirement relating to maintenance of taxicabs and other equipment of the franchise. (E) The granting of a franchise or any of the provisions contained herein shall not be construed to prevent the City from granting any identical or similar franchise to any person or business entity other than the franchisee. LIMITATIONS UPON GRANT: (A) No privilege or exemption is granted or conferred by a franchise except those specifically prescribed herein. (B) Any privilege claimed , under any such franchise granted in any public street or other public property shall be subordinate to the public use and any other lawful use thereof. (C) A franchise is a privilege to be held in personal trustby the original franchisee. It cannot in any event be transferred in part , and it is not to be sold , transferred , leased, assignedor disposed of as a whole either by forced sale , merger consolidation, or otherwise , without prior consent of the City expressed by resolution in accordance with Section 5.4 of thisOrdinance, and then only under such conditions as may be therein prescribed; provided , however , that no such consent shall be required for any transfer in trust mortgage or otherhypothecation, as a whole , to secure an indebtedness. (D) A franchisee shall , at all times durin the life of itsfranchise, be subject to the lawful exercise of the City's policepower and such reasonable regulations as the Council maysubsequently promulgate thereunder. (E) Nothing contained in this Ordinance shall beprohibit in any way the right of the Citynon-discriminatory occupational license taxes on any conducted by franchisee. deemed toto levyactivity (F) Nothing contained in this Ordinance shall be deemed to prohibit in any way the right of the City to provide forconsideration, rights or privileges in addition to those set forth in Section 3. 3 . (G) Any franchise granted shall not relieve the franchisee any obligations involved in obtaining any necessary approvals from any department of the City or any state or Federal entities. (H) Any franchise granted shall be in lieu of any and allother conflicting rights , privileges , powers , immunities , and authorities owned possessed, controlled or exercisable by franchisee , or any successor to any interest of franchisee , of or pertaining to the operation any taxicab service in the City; and the acceptance of any franchise shall operate as between franchisee and the city, as an abandonment of any and all of such rightsprivileges, powers , immunities , and authorities within the City tothe effect that , as between franchisee and the city, and all operation by any franchisee of any taxicab system in the City shall , and shall be deemed and construed in all instances and respects to be , under and pursuant to said franchise , and not under or pursuant to any other right , privilege , power immunity or authori ty whatsoever. (I) No franchise shall authorize use of any public propertyother than public streets , unless such franchise or subsequent ordinance of the Council expressly authorizes such other public property. (J) No franchise granted shall ever be given any value by any Court or other authority, public or private, in any proceeding of any nature or character , wherein or whereby the city shall be a party or affected therein or thereby. (K) Franchises shall be subject to all provisions of the other ordinances , rules , regulations , and specifications of the ci ty heretofore or hereafter adopted , including but not limited to those pertaining to works and activities in, on, over , under, and about public streets. (L) Franchisee shall be subject to the provisions of general laws of Alameda County and the state of California or as hereafter amended when applicable to the exercise of any privilege contained in any franchise granted pursuant to this Ordinance , including but not limited to those pertaining to works and activities in and about state Highways. (M) If the PUblic utilities Commission of the state of California or any other Federal or state body or agency shall now or hereafter exercise any paramount jurisdiction over the subject matter of any franchise granted then to the extent suchjurisdiction shall preempt or preclude the exercise of like jurisdiction by the City, the jurisdiction of the City shall ceaseand no longer exist. (N) The preemption or preclusion of the exercise by the City of any of its police power shall not diminish, impair , or affect any other contractual benefit to the city of franchisee nor any other contractual obligation of the franchisee under any franchise granted. (0) Any and all minimum standards governing the operation offranchisee and any and all maximum rates , ratios , and charges specified in any franchise granted , existing now and at any time in the future , including such time as any paramount jurisdiction shall preempt or preclude that of the City, and any and all rightspowers, privileges , and authorities of the City to determineestablish, or fix any of the same , are each and all hereby declared by the city and by any franchisee accepting any franchise to be contractual in nature and to be for the benefit of the City. (P) Should a franchisee ever fail to pay any sum of money to the City owing to the City under provisions of this Ordinance , or the franchise resolution , when such sum becomes due and payable franchisee shall pay interest compounded monthly to the City on thedelinquent sum, until it is fully paid at two (2) interest points above the prime rate of interest charged in the San Francisco Bayarea as calculated by the city. (Q) A franchise to proceed with operation of a taxicab service shall not be construed as any limitation upon the right ofthe City to grant to other persons or corporations , rights privileges or authority similar to or different from the rights of authori ty set forth herein or the franchise document itself , in the same or other streets by agreement , franchise , permit or otherwise. RIGHTS RESERVED TO CITY: There is hereby provided and reserved to the City every right and power which is required to be herein reserved or provided by any provision of the Charter of the City or its ordinances , as amended , and the franchisee by its acceptance of a franchise agrees to be bound thereby and to comply wi th any action or requirement of the City in its exercise of any such right or power. (A) Nei ther the granting of a franchise nor any provision hereof shall constitute a waiver or bar to the exercise of any governmental right or power of the City, including regulation of rates or fares as permitted by law. (B) Nothing herein and/or in the franchise shall be deemed or construed to impair or affect , in any way, to any extent , the right of the City to acquire the property of a franchisee , either by purchase or through the exercise of the right of eminent domain , at a fair and just value , which shall not include any amount for the franchise itself or for any of the rights or privileges grantedthereby, and nothing herein contained shall be construed to contract away or to modify or abridge , whether for a term or in perpetui ty, the City's right of eminent domain. (C) There shall be reserved to the City every right and power which is required to be reserved or provided by law , and the franchisee , by its acceptance of the franchise , agrees to be bound thereby and to comply with any action or agreements of the City in its exercise of such rights of power, theretofore , or thereafterenacted or established. (D) Neither the granting of the franchise nor any provision thereof shall constitute a waiver or bar to the exercise of any governmental right or power of the City. (E) The City hereby reserves to itself the right to intervene in any suit , action , or proceeding involved any provision of this ordinance and/or a franchisee's franchise. The Council may do all things which are necessary and convenient in the exercise of its jurisdiction under this Ordinance and/or a franchisee s franchise and may determine any question of fact which may arise during theexistence of any franchise granted. The City Manager and the CityAttorney, with the approval of the City Council, are hereby authorized and empowered to adjust , settle, or compromise any controversy or charge arising from the operations of any franchisee under the franchise , either on behalf of the City, the franchisee or any user of a franchisee's services , in the best interest of the public. (F) Any delegable right , power, or duty of the Council , the City or any officials of the City may be transferred or delegated to an appropriate officer , employee , or department of the City. (G) The City reserves the right to negotiate other reasonabletechnical and operational performance standards for taxicab franchises granted pursuant to this Ordinance. A franchisee shall have the duty to negotiate in good faith with the City. (H) The city reserves the right to enact reasonableregulations pertaining to franchise granted pursuant to this Ordinance which may include , but is not limited to , standards for vehicle maintenance and response times for calls for service. (I) The City reserves the right to establish a separate taxicab regulatory and advisory commission to assist the Council in regulating taxicabs in the city of Alameda. The members and dutiesof any such commission , if any, shall be established by theCouncil. Until such body is established , Council designates the Traffic Advisory Committee as the body to provide advise on taxicab service and to perform such functions as are designated in this Ordinance. (J) Should the State of California , or any agency of theFederal Government or agency thereof subsequently require a franchisee to act in a manner which is inconsistent with anyprovi- sions of this Ordinance , the Alameda Municipal Code , the Franchise resolution or associated Resolutions and Orders , the franchisee shall so notify the city. Upon receipt of such notification , the City shall determine if a material provision of the franchise affected. Upon such determination , the city shall have the right to modify or amend any of the sections of the franchise to such reasonable extent as may be necessary to carry out the full intent and purpose of this ordinance or the franchise resolution. In the event that the city determines that substantial and material compliance with the original proposed terms of the franchise has been frustrated by such state or Federal requirement , franchiseeshall renegotiate in good faith with City a new franchiseagreement. The City may terminate the franchise in the event that it determines that no satisfactory new franchise agreement can be reached. (K) Franchisees shall manage all of their operations in accordance with a policy of totally open books and records. The city shall have the right to inspect at any time during normal business hours , at the local and parent corporation offices of thefranchisee, all books , records , maps , plans , income tax returns financial statements , service complaint logs , performance test results and other like materials of the franchisee which relate to the operation of the franchisee. Access to the aforementioned records shall not be denied by the franchisee on the basis thatsaid records contain "proprietary" information. (L) The reservation of any particular right shall not be construed to limit the promulgation of other reasonable rules andregulations. section Franchising Procedures FRANCHISE APPLICATION: (A) This Ordinance itself grants no authority to operate a taxicab service to any person (s). Such grants are only made by the adoption of a resolution of the Council awarding a specific franchise to an applicant who has complied with the provisions of this Ordinance. (B) Each application for a franchise to operate any taxicab service within this City shall be filed with the City Clerk and shall contain or be accompanied by the following, as a minimum: (1 )applicant;the name address and telephone number of the (2) detailed statement of the corporate or other business entity organization of the applicant , including but not limited to , the following and to whatever extent required by the ci ty . (a) the names , residence and business addresses of alloff icers , directors and associates of the applicant. (b) the names , residence and business addresses of allofficerspersons and entities having, controlling, or beingenti tIed to have or control of 1% or more of the ownership of the applicant and the respective ownership share of each such person or enti ty . (c) the names and addresses of any parent or subsidiary of the applicant, namely, any other business entity owning or controlling applicant in whole or in part or owned and controlled in whole or in part by the applicant , and a statement describingthe nature of any such parent or subsidiary business entity, including but not limited to taxicab services owned or controlled by the applicant , its parent and subsidiary and the areas servedthereby. (d) a detailed description of all previous experience ofthe applicant in providing taxicab services and in related orsimilar fields. ( e)applicant.a detailed and complete financial statement of the (f) a statement identifying, by place and date, any andall taxicab franchises contract or permits awarded to theapplicant, or its parent or subsidiary. (3) a thorough , detailed description of the proposed taxicab service and plan of operation of the applicant which shallinclude, but not be limited to , the following: (a) detailed informative and referenced statement describing the actual equipment and operational standards proposedby the applicant. In no event shall said operational and performance standards be less than the standards set forth in this Ordinance, the franchise agreement, and the "Standards for Taxicab Maintenance " promulgated by the Chief of Police. (4) any other details , statements information or references pertinent to the subject matter of such application which shall be required or requested by the Council , or by any provision of any other ordinance of the City. (5) an application fee in a sum to be set by the City which shall be in the form of cash , certified or cashier s check money order , to pay the costs of studying, investigating, andotherwise processing such application , and which shall be consideration thereof and not returnable or refundable in whole or in part , except to the extent that such ee exceeds the actual costs incurred by the City in studying, investigating and otherwise processing the application; provided , that any applicant who shall deliver to the City Clerk a written withdrawal of or cancellation of any application following the day such application is received by the City Clerk , shall be entitled to have returned and refunded the sum of 50% of the fee less any actual costs or expenses incurred by the City by reason of such application. (C) The Council may, by advertisement or otherwise , solicit for any other applications for taxicab service franchises , and may determine and fix any date upon or after which the same shall be received by the city, or the date before which the same shall not be received , and may make any other determinations and specify any other times , terms conditions or limitations respecting the soliciting, calling for making and receiving of such applications. (D) Upon receipt of any application for franchise , the Council shall refer the same to the Police Chief who shall prepare a report and make recommendations respecting such application , and cause the same to be completed and filed with the Council within one hundred and twenty (120) days from the date the application is filed with the City Clerk. (E) In making any determinations hereunder as to any application the council shall give due consideration to the character and quality of the service proposed , rates , income to the city, experience , character background, and financial responsibility of any applicant, and its management and owners technical and performance quality of equipment , willingness and ability to meet franchise requirements , and to abide by policy condi tions , franchise limitations and requirements , and any other consideration deemed pertinent by the Council for safeguarding theinterest of the City and the public. The Council, in itsdiscretion, shall determine the award of any franchise on the basis of such considerations and without competi ti ve bidding. (F) If the Council, after public hearing, shall determine to reject such application, such determination shall be final andconclusive, and the same shall be deemed rejected. (G) If the Council shall determine to further consider theapplication, the following shall be done: (1) the Council shall decide and specify the terms and condi tions of any franchise to be granted hereunder and as herein provided.(2) the Council shall proceed to hear all testimony on the proposed franchise. Thereafter , the Council shall make one of the following determinations: (a)that such franchise be denied; or (b) that such franchise be granted upon such conditions as the Council deems appropriate. (H) If the Council shall determine that a franchise bedenied, such determination shall be expressed by written findings; if the Council shall determine that franchise be granted , such determination shall be expressed by the resolution granting a franchise to the applicant. The action of the Council shall be final and conclusive. (I) The franchisee shall pay to the City a sum of money sufficient to reimburse it for all expenses incurred by the pro- visions of this Ordinance , beyond those defrayed by application fees. Such payment shall be made within thirty (30) days after theCity furnishes the franchisee with a written statement of such expenses. FRANCHISE ACCEPTANCE: (A) effecti vefranchiserequired Attorney. No franchise granted under this Ordinance shall become for any purpose unless and until the fully executed agreement has been filed with the City Clerk and any insurance or bonds have been approved by the City (B) The executed franchise agreement and required insurance and bonds shall be filed by the franchisee within twenty (20) days after the adoption of the resolution granting the franchise. Any deficiencies in required insurance or bonds must be cured withinten (10) days after notification by telephone of said deficiencies. (C) In default of the filing of the executed franchise agreement and required insurance and bonds as herein required , the franchisee shall be deemed to have rejected and repudiated the franchise. Thereafter , the City Clerk shall not accept said franchise agreement , insurance and bonds. The franchisee shallhave no rights , remedies , or redress in the premises , unless anduntil the council by Resolution shall determine that such franchise agreement, insurance and bonds be received or filed , and then upon such terms and conditions as the Council may impose. (D) In any case, and in any instance, all rights , remedies and redress in these premises which may or shall be available to the city, shall at all times be available to the City, and shall be preserved and maintained and shall continuously exist in and to the city, and shall not be in any manner or means modified , abridgedaltered, restricted , or impaired by reason of any of these premises , or otherwise. (E) Any franchise granted and accepted under this Ordinanceshall be in lieu of any and all other conflicting rightsprivileges, powers , immunities , and authorities owned , possessedcontrolled, or exercisable by the franchisee , of or pertaining to the operation of any taxicab service in the City. FRANCHISE TRANSFER OR ASSIGNMENT: (A) Any such franchise shall be a privilege to be held in personal trust by the franchisee. The franchise shall not be sublet or assigned , nor shall any of the rights or privileges therein granted or authorized be leased , assigned , mortgaged , soldtransferred, or disposed of, either in whole or in part , either byforced or involuntary sale or by voluntary sale , merger consolidation or otherwise , nor shall title thereto , either legal or equitable , or any right , interest or property therein , pass to or vest in any person (s), except the franchisee , either by act of the franchisee or by operation of law , without the consent of theCity expressed by resolution. (B) The franchisee shall promptly notify the City of anyproposed change in , or transfer of , or acquisition by, any other party of control of the franchisee with respect to which the consent of the City is required , pursuant to Subsection 5.(A)above. Such change of control shall make this franchise subject torevocation unless and until the Council shall have consentedthereto. (C) Consent of the Council shall not be granted until it has examined the proposed assignee I s Iegal, financial, technical, character and other qualifications to operate a taxicab service in the City and has afforded all interested parties notice and an opportuni ty to be heard on the question. The franchisee shall assist the City in any such examination. (D) The said consent of the Council may not be unreasonably refused; provided , however the proposed assignee must show financial responsibility as determined by the Council and must agree to comply with all provisions of the franchise and of this Ordinance; and provided , further , that no such consent shall bereqired for a transfer in trust , mortgage , or other hypothecation in whole or in part , to secure an indebtedness , except that when such hypothecation shall exceed 50% of the market value of the property used by the franchisee in the conduct of the taxicabservice, prior consent of the Council shall be required for such atransfer. Such cons8nt shall not be withheld unreasonably. (E) In the event that franchisee is a corporation , prior approval of the Council shall be required where there is an actual change in control or where ownership of more than 50% of the voting stoCK of franchisee is acquired by a person or group of persons acting in concert , none of whom already own 50% or more of the voting stock singly or collectively. Any such acquisition occurring without prior approval of the Council shall constitute a failure to comply with a provision of this Ordinance within the meaning of Subsection 3.(C). (F) Any such transfer or assignment shall be made only by an instrument in writing, which shall include an acceptance of allterms and conditions of the franchise by transfer of duly executed copy of which shall be filed with the city Clerk within 30 days after any such transfer or assignment. section Franchise Equipment and Performance Standards EQUIPMENT STANDARDS Standards of taxicab service equipment and performance shall meet , but not limited to , the following referenced specifications unless exception is agreed upon between the City and the franchisee in the franchise agreement. (1) applicable City, County, state and Federal codes and ordinances as they apply to the equipment of the franchise. (2) "Standards for Taxicab Maintenance " promulgated by the Chief of Police. PERFORMNCE STANDARDS Every franchisee shall regularly and daily operate each of the taxicabs covered by the franchise during each day of the franchise year to the extent reasonably necessary to meet the public demands for taxi service. Upon the abandonment of taxicab service for a period of ten (10) consecutive days by a franchisee the Chief of Police may initiate proceedings for termination of thefranchise. section Permits. within thirty (30) days after acceptance of franchisethe franchisee shall proceed with due diligence to obtain all necessary permits and authorizations which are required in the conduct of its business. section Safety Requirements A franchisee shall, at all times: (A) ntain its vehicles and other equipment in accordance with the requirements of the California Vehicle Code. (B) Keep and maintain in a safe , suitable substantial condition , and in good order and repair , all its structures in over , under , and upon the streets , sidewalks , alleys , and public ways o places of the City wherever situated or located. section 9.Operation and Service SERVICE AREA: Franchisee's taxicab service shall be made available to all areas of the city. BASIC SERVICE:taxicab service.All franchises shall provide regular PARATRANSIT SERVICE: Franchisees are eligible to enter into a contract with the City to provide this service. TRANSPORTATION SYSTEMS MANAGEMENT SERVICE: Franchisees are eligible to enter into a contract with the city to provide thisservice. section 10.Rates and Charqes Except when and as preempted by Federal and State laws , the following procedures apply to the rates and charges associated with the providing of services under this Ordinance and any franchise issued hereunder. (A) The franchisee shall charge its customers and users rates and charges approved by the Council , and no change in rates and charges may be made without the prior approval of the Council expressed by resolution. (B) Should the franchisee desire to change its rates andcharges, it shall file a petition with the Council at least ninety(90) days prior to the proposed date of change. The petition shall detail the proposed changes and set forth the reason changes aredesired. (C) Council determination of proper rates and charges shall be based on factors considered important by Council, which shallinclude, but not limited to: the quality of service provided to customers and the rate of return on investment received by franchisee. In this regard , the City reserves the right to inspect all of the franchisee s property and records in adjudging the merits of a request for a change in rates and/or charges. (D) In connection with any proposed increase in any rate or charge , the city may direct an authorized representative to conduct a hearing on the matter. If so directed , the representative shall set the day, hour , and place certain when and where any person having any interest therein may appear and be heard. This hearing shall be conducted within sixty (60) days from date of receipt of peti tion. The notice of a public heal ing on the matter shall be published at least ten (10) days before the date of the hearing in a newspaper of general circulation wi thin the City. (E) At the time set for such hearing, or any adjournment thereof, the representative shall hear the matter. Following the close of such hearing, the representative shall prepare and filewith the Council a report of the hearing, and his or her recommendations and the reasons therefore. After receipt of therepresentatives report, the council shall determine whether to adopt the report or to hold a further hearing. If the Council elects to adopt the recommendations of the representative , it shall do so by Resolution. If it elects to conduct a hearing thereon , it shall set a day, hour , and place certain when and where any person having any interest herein may appear before the Council and beheard. Council shall direct the City Manager to publish notice of the hearing at least once within ten (10) days of the passage thereof in a newspaper of general circulation within the City. The City Manager also shall cause notice of the hearing to be mailed to the franchisee at least ten (10) days prior to the date specifiedfor hearing thereon. At the time set for such hearing, or at any adj ournment thereof, the Council shall hear and decide the matter. (F) No rate established shall afford any undue preference or advantage among customers , but separate rates may be established for separate classes of customers. (G) The Counci 1 may set rates and charges hereunder upon a determination that rates and charges levied by franchisee are unreasonable or inequitable. Section 11.Compensations and Guarantee to the City 11.1 FRANCHISE FEE: (A) In consideration of the granting and exercise of a franchise to construct and operate a taxicab service in the City, the franchise.shall pay to the City during the life of thefranchise, a franchise fee set by Council resolution for the purpose of defraying administrative expenses associated with the conduct and performance of the City s authority, responsibilities and police power in the promotion of safety, convenience , comfort prosperi ty, and general welfare of the citizens of the City, and in consideration of the City s granting and franchisee s exercising a franchise to use the streets , as defined in section 2 herein. (B) The franchise fee payments shall be made in the manner amounts and at times directed in the franchise agreement. (C) No acceptance of any payment shall be construed as a release or as an accord and satisfaction of any claim the city may have for furthe! or additional sums payable under this Ordinance orthe franchise resolution or associated documents for the performance of any other obligation thereunder. (D) The payment made to .the City by the franchisee pursuant to this section for any calendal year shall be in addition to any license fee or business tax , prescribed by the city for the same period. 11. 2 PUBLIC LIABILITY AND PROPERTY DAMGE INSURANCE: Franchisee shall fu nish City with certificates showing the type , amount , class of operations covered , effective dates and dates of expiration of insurance coverage in compliance with paragraphs 11.2 A , B , C and D. Such certificates , which do notlimit franchisee I s indemnification, shall also contain substantially the following statement: "Should any of the aboveinsurance covered by this certificate be canceled or coverage reduced before the expiration date thereof , the insurer affording coverage shall provide thirty (30) days' advance written notice to the City of Alameda by certified mail , "Attention: Risk Manager. It is agreed that franchisee shall maintain in force at all times during thp performance of this Agreement all appropriate coverage of insurance required by this Agreement with an insurance company that is acceptable to City Attorney and licensed to do insurance business in the State of California. Endorsements namingthe City as additional insured shall be submitted with theinsurance certif icates. COVERAGE: Franchisee shall maintain the following insurance coverage: ( 1)Workers' compensation statutory coverage as required by the state ofCalifornia. (2 )Liability Commercial following minimum limits:general liabili ty coverage the Bodily Injury:$500 000 each occurrence 000 000 aggregate - all other Property Damage:$100 000 each occurrence $250 000 aggregate If submitted combined single limit policy with aggregate limi ts in the amounts of $1,000 000 will be considered equivalent to the required minimum limits shown above. (3 )Automotive: Comprehensive automobile liability coverage in the following minimum limits: Bodily injury:$500 000 each occurrence Property Damage:$100 000 each occurrence Combined Single Limit:$500 000 each occurrence SUBROGATION WAIVER: Franchisee agrees that in the event of loss due to any of the perils for which it has agreed to provide comprehensive general and automotive liability insurance , that franchisee shall look solely to its insurance for recovery. Franchisee hereby grants to City,on behalf of any insurer providing comprehensive general and automotive liability insurance to either franchisee or City with respect to the services of franchisee herein , a waiver of any rightto subrogation which any such insurer of said franchisee may acquire against City by virtue of the payment of any loss undersuch insurance. FAILURE TO SECURE: If franchisee at any time during the term hereof should failto secure or maintain the foregoing insurance, City shall be permitted to obtain such insurance in the franchisee's name or asan agent of the franchisee and shall be compensated by the franchisee for the costs of the insurance premiums at the maximum rate permitted by law and computed from the date written notice is recei ved that the premiums have not been paid. ADDITIONAL INSURED: City, its City Council, boards and commissions , officers , and employees shall be named as an additional insured under all insurance coverages. The naming of an additional insured shall not affect any recovery to which such additional insured would be entitled under this policy if not named as such additional insured. An additional insured named herein shall not be held liable for any premium , deductible portion of any loss , or expense of any nature on this policy or any extension th reof. Any other insurance held by an additional insured shall not be required to contribute anything toward any loss or expense covered by the insurance provided by this policy. SUFFICIENCY OF INSURANCE: The insurance limits required by City are not represented as being sufficient to protect franchisee. Franchisee is advised to consul t franchisee insurance broker to determine adequate coverage for franchisee. 11. 3 INDEMNIFICATION TO CITY: (A) By accepting a franchise , each Franchisee shall be deemedto have agreed to indemnify and hold harmless the City, its Council, officers , boards , commissions , agents , consultants , and/or employees against and from any and all claims , demands , causes of actions , actions , suits, proceedings , damages (including but not limited to , damages to City property and damages and costs orliabilities (including costs of the City with. respect to its employees), of every kind and nature whatsoever, including but not limi t ed to damages for injury or death or damage to person or property, and regardless of the 1Tp.rit of any of the same, and against all liability to others , and against any loss , cost , and expense resulting or arising out of any of the same , including any attorney fees , accountant fees, expert witness or consultant fees court costs per diem expense traveling and transportation expense, or other costs or expense arising out of or pertaining tothe exercise or the enj oyment of any franchise hereunder by franchisee , or the granting thereof by the City , irrespective of the amount of the insurance held by franchisee. (B) The franchisee s h a l l a t t h e s o l e r i s k a n d e x p e n s e o f franchise, upon demand of the City, m a d e b y a n d hr o u g h t h e C i t y Attorney, appear in and defen d a n y a n d a l l s u i t s , a c t i o n s , o r o t h e r legal proceedingswheth e r j U d i c i a l , q u a s i - ju d i c i a l , ad m i n - istrative, legislative, or o t h e r w i s e b r o u g h t o r i n s t i t u t e d o r h a d by third persons or duly co n s t i t u t e d a u t h o r i t i e s , a g a i n s t o r affecting the City, its offic e r s , c o m m i s s i o n s , a g e n t s , c o n s u l t a n t s or employees, and arising ou t o f o r p e r t a i n i n g t o t h e e x e r c i s e o r the enjoyment of such franc h i s e , o r t h e g r a n t i n g t h e r e o f b y t h e City.(1) alternative l y , i n t h e d i s c r e t i o n o f t h e C o u n c i l the city may, on behalf of i t s e l f , a n d / o r a n y of i t s o f f i c e r s agents, consultants, or empl o y e e s , e l e c t t o e m p l o y , a t f r a n c h i s e e expense, attorneys to appear a n d d e f e n d s u c h a c t i o n s . (2) the franchi s e e s h a l l p a y a n d s a t i s f y a n d s h a l l cause to be paid and sat i s f i e d an y j u d g m e n t , d e c r e e , o r d e r directive, or demand rendere d , m a d e o r i s s u e d a g a i n s t f r a n c h i s e e the City, its officers, boar d s , c o m m i s s i o n s , a g e n t s , c o n s u l t a n t s or employees in any of thes e pr e m i s e s ; a n d s u c h i n d e m n i t y s h a l l exist and continue without re f e r e n c e t o o r l i m i t a t i o n b y t h e a m o u n t of any bond, policy of insur a n c e , s e c u r i t y d e p o s i t , u n d e r t a k i n g o r other assurance required her e u n d e r , o r o t h e r w i s e ; p r o v i d e d , t h a t neither franchisee nor City s h a l l m a k e o r e n t e r i n t o a n y c o m p r o m i s e or settlement of any claim, d e m a n d , c a u s e o f a c t i o n , a c t i o n , s u i t or other proceedings, withou t f i r s t o b t a i n i n g t h e w r i t t e n c o n s e n t of the other.Section 12.Equal Op p o r t u n i t y E m p l o v m e n t a n d A f f i r m a t i v e Action P l a n . 12.NON-DISCRIMINATIO N : C o n s i s t e n t wi t h C i t y t s p o l i c y th a t harassment and discriminati o n a r e u n a c c e p t a b l e e m p l o y e r / e m p l o y e e conductfranchisee agree s t h a t ha r a s s m e n t o r di s c r i m i n a t i o n directed toward a jOb applic a n t , a C i t y e m p l o y e e , o r a c i t i z e n b y franchisee or franchisees e m p l o y e e o n t h e b a s i s o f r a c e , r e l i g i o u s creed, color, national orig i n , a n c e s t r y , h a n d i c a p , di s a b i l i t y , mari tal status, pregnancy, se x , a g e , o r s e x u a l o r i e n t a t i o n w i l l n o t be tolerated. Franchisee a g r e e s t h a t a n y a n d a l l v i o l a t i o n s o f this provision shall constit u t e a m a t e r i a l b r e a c h o f t h e f r a n c h i s e agreement.12.AFFIRMTIVE AC T I O N : Th e fr a n c h i s e e s h a l l t a k e affirmative action to ensure t h a t a p p l i c a n t s a r e e m p l o y e d , a n d t h a t employees are treated during e m p l o y m e n t , w i t h o u t r e g a r d t o t h e i r race, creed, color, sex, or n a t i o n a l o r i g i n . Su c h a c t i o n s h a l l includebut not be lim i t e d t o , t h e fo l l o w i n g : e m p l o y m e n t upgrading, demotion or tra n s f e r re c r u i t m e n t o r re c r u i t m e n t advertising, layoff or termi n a t i o n , r a t e o f pa y o r ot h e r f o r m o f compensation, and selection f o r t r a i n i n g , in c l u d i n g a p p r e n t i c e s h i p . , the undersigned, hereby ce r t i f y t h a t t h e f o r e g o i n g O r d i n a n c e w a s duly and regularly adopted an d p a s s e d b y t h e C o u n c i l o f t h e c i t y o f Alameda in regular meeting assembled on the 7t h da y o f September, 1993 by th e f o l l o w i n g v o t e t o w i t : AYES:Councilme m b e r s A p p e z z a t o , A r n e r i c h , L u c a s , R o t h and Pres i d e n t W i t h r o w - 5 . None.NOES:ABSENT:None.ABSTENTIONS:None.IN WITNESS, WHEREOF, I have h e r e u n t o s e t m y h a n d a n d a f f i x e d t h e official seal of said City this 8t h da y o f te m b e r 19 9 3 . :. Ja i l ft u L 4 J dP . /( u ' ; / Di a n e B . F e l s c h , C i t y C l e r k ci t y o f Al a m e d a