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Res No 102-23-16035RESOLUTION NO. 102-23-16035 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, APPROVING A MOTORIZED SCOOTER PILOT PROGRAM WITH BIRD RIDES, INC.; AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT FOR SUCH PROGRAM WITHIN THE CITY; PROVIDING FOR IMPLEMENTATION, CORRECTIONS AND AN EFFECTIVE DATE. WHEREAS, the City of South Miami (the "City") seeks to provide safe and affordable multimodal transportation options to all residents, reduce traffic congestion, and maximize carbon- free mobility by making shared mobility devices available to residents and those who work in the City; and WHEREAS, Section 318.008, Florida Statues, provides that a municipality may enact an ordinance to permit, control, or regulate the operation of vehicles, golf carts, mopeds, motorized scooters, electric bicycles, and electric personal assistive mobility devices on with certain limitations; and WHEREAS, on February 26, 2019, the City adopted Ordinance No. 2315, codified in Article V, Sections 17.51-17.53 of the City Code of Ordinances (the "Code"), regulating the operation of shared mobility devices, including motorized scooters, within the City, and providing for operators of shared mobility devices to enter into a Memorandum of Understanding; and WHEREAS, there is no current operator of shared mobility devices authorized in the City through a Memorandum of Understanding; and WHEREAS, the City Commission is evaluating the effectiveness and feasibility of operating such a program within the City and desires to collect data to determine the interest of the general public in the use of shared mobility devices; and Page 1 of3 Res. No. 102-23-16035 WHEREAS, Bird Rides, Inc. ("Bird") has proposed to operate a pilot program for motorized scooters within the City; and WHEREAS, the City desires to approve a temporary Motorized Scooter Pilot Program (the "Pilot Program") to implement Section l 7.53(c) of the Code, ensure public safety, and minimize negative impacts on the public rights-of-way, as well as to analyze data in a controlled setting to inform the City on uses and demand; and WHEREAS, the initial term for the Pilot Program will be six (6) months and may be extended by the City Manager for up to three (3) additional six-month periods; and WHEREAS, the City Commission desires to authorize the City Manager to enter to an agreement with Bird, in substantially the form attached hereto as Exhibit "A" (the "Agreement"), for the operation of the Pilot Program within the City; and WHEREAS, the City Commission finds that this Resolution is in the best interest and welfare of the City. WHEREAS, NOW, THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, AS FOLLOWS: Section 1. Recitals. The above-stated recitals are true and correct and are incorporated herein by this reference. Section 2. Approval and Authorization. The City Commission hereby approves the Pilot Program and authorizes the City Manager to execute the Agreement with Bird for the operation of the Pilot Program, in substantially the form attached hereto as Exhibit "A," subject to the approval as to form, content, and legal sufficiency by the City Manager and City Attorney. Page 2 of3 Res. No. I 02-23-16035 Section 3 . Implementation. That t he C ity Ma nager is a uthori zed to take a n y a nd al l actions necessary to impl e m ent th e Pi lot Progra m, th e Agreem e nt, a nd th e purposes of this Resolution. Section 4. Corrections. Conforming la ng u age or technical sc ri ven er-type co rrectio ns m ay be made by t h e C ity Attorney fo r a n y conforming amendments to be in corporated in to the fin a l resolut io n for s ig n ature. Section 5 . Effective Date. This Reso luti o n sh a ll becom e effecti ve immediatel y upon adoptio n . PASSED AND ADOPTED th is 15 th day of A ugu st, 2023. ATTEST: READ AND A PPROVED AS TO FORM, L ANGUAGE, L EGALITY AND EXECUTION T H EREOF w & BIBRMAN, P.L. CITY ATTORNEY APPROVED: COMMISSI ON VOTE: Mayor Fernandez: V ice Mayor Boni c h : Com mi ss ioner Calle : 5-0 Yea Yea Yea Com mi ss ioner Li e bma n: Yea Com mi ss ion e r Corey: Yea Pa ge 3 o f3 Agenda Item No:8. City Commission Agenda Item Report Meeting Date: August 15, 2023 Submitted by: Samantha Fraga-Lopez Submitting Department: City Manager Item Type: Resolution Agenda Section: Subject: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, APPROVING A MOTORIZED SCOOTER PILOT PROGRAM WITH BIRD RIDES, INC.; AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT FOR SUCH PROGRAM WITHIN THE CITY; PROVIDING FOR IMPLEMENTATION, CORRECTIONS AND AN EFFECTIVE DATE. 3/5 (COMMISSIONER CALLE) Suggested Action: Attachments: Memo Bird Scooters.docx 46X521802-Resolution Authorizing Motorized Scooter Pilot Program.docx 46X690102-Motorized Scooter Pilot Program Agreement - Bird 8-8-23.docx 1 CITY OF SOUTH MIAMI OFFICE OF THE CITY ATTORNEY INTER-OFFICE MEMORANDUM TO:The Honorable Mayor, Vice Mayor, and Members of the City Commission FROM:Lillian Arango and Tony Recio, City Attorneys CC:Genaro “Chip” Iglesias DATE:August 15, 2023, City Commission Meeting SUBJECT:A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF SOUTH MIAMI, FLORIDA, APPROVING A MOTORIZED SCOOTER PILOT PROGRAM WITH BIRD RIDES, INC.; AUTHORIZING THE CITY MANAGER TO ENTER INTO AN AGREEMENT FOR SUCH PROGRAM WITHIN THE CITY; PROVIDING FOR IMPLEMENTATION, CORRECTIONS AND AN EFFECTIVE DATE. . The accompanying resolution was prepared and placed on the agenda at the request of Commissioner Calle. 2 MOTORIZED SCOOTER PILOT PROGRAM AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI AND BIRD RIDES, INC. TIDS AGREEMENT (this "Agreement") is made effective as of the m day of t\~\.)Af , 2023 (the "Effective Date"), by and between the CITY OF SOUf MIAMI, a F lorida municipal corporation, (hereinafter the "City"), and BIRD RIDES, INC., a Delaware co1poration authorized to do business in the State of Florida (hereinafter, "Bird"). WHEREAS, the City seeks to provide safe and affordable multimodal transportation options to all residents, reduce tra ffic congestion, and maximize carbon-free mobility by making shared mobility services available to residents and those who work in the City; and WHEREAS, Bird proposes to operate a shared mobility program within the City for motorized scooters, as defined in Florida Statutes § 316.003( 48), and to include only electric kick- scooters (hereinafter "Motorized Scooters"), without the need for any physical stations or docks ; and WHEREAS, on Febmaiy 26 , 2019, the City adopted Ordinance No . 2315 codified in Article V, Sections 17 .51-17 .53 and regulates the operation of shared mobility devices, including Motorized Scooters, within the City; and WHEREAS, the City desires to authorize a Motorized Scooter Pilot Program (the "Pilot Program") to implement Section 17.53(c) of the Code, ensure public safety, and minimize negative impacts on the public right of way, as well as to analyze data in a controlled setting to inform the C ity on uses and demand; and WHEREAS, Bird will abide by applicable C ity ordinances and mles to efficiently and effectively provide shared mobility services; and WHEREAS, Bird possesses GPS, cell and/or Bluetooth connectivity, and self-locking technology in its dockless shared mobility products such that its Motorized Scooters may be locked and unlocked by users with an app and tracked to provide for operations and maintenance; and WHEREAS, the City has agreed to grant Bird a n on-exclusive, revocable and non- transferable license to operate Motorized Scooters for rental within the City under the Pilot Program on behalf of the City (the "Services"), and Bird has agreed to provide the Services in accordance with the tenns and conditions of this Agreement and the Pilot Program Operations and Maintenance Plan attached hereto as Exhibit "A" (the "Operation Plan"); and WHEREAS, the City desires to engage Bird to perform the Services and provide the deliverables as specified herein. NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, Bird and the City agree as follows: 1. Pilot P1·ogram License & Term. 1.1. The City hereby gmnts to Bird a non-exclusive, revocable and non-transferrable license to utilize the City's Rights of Way in order to provide the Services within the City (the "License") for a temporary six-month period beginning on August 31, 2023 (the "Pilot Program Term"). For purposes of this Agreement, the term Rights of Way ("ROW'') refers to sidewalks, roads, and other pathways owned and maintained by the City. 1.2. Upon conclusion of the initial Pilot Program Term, Bird shall return to the City Commission to present user data regarding the Pilot Program. Additionally, the City Manager may renew this Agreement for up to three additional six-month periods on the same terms as set forth herein upon written notice to Bird, and upon a fmding that: (i) Bird is operating in compliance with the Operations and Maintenance Plan; (ii) the public's use of Motorized Scooters is in compliance with all applicable law and regulations; and (iii) the Pilot Program does not otherwise result in a safety hazard to the general public. 2. Scope of License to Use ROW. 2.1. Scope. The License to utilize the ROW is dependent on compliance with all terms of this Agreement and all applicable laws and regulations, and may be suspended or terminated by the City at any time. This authorization is not a lease or an easement, and it is not intended and shall not be construed to transfer any real property interest in City property. The scope of the License is limited to Bird's customers using ROW for the propose of travel on Motorized Scooters and parking of Motorized Scooters in authorized locations. Bird shall ensure that use of ROW is consistent with the Operations and Maintenance Plan set forth in Exhibit "A" attached hereto. Bird shall not place or attach any personal property, fixtures, or structures to the ROW without the prior written consent of City or private property owners. This Agreement extends only to ROWs within the City's jurisdiction. Bird assumes all risks of operations in rights-of-way not within the City's jurisdiction. 2.2. Prohibitions. Bird's operations within the City, shall, at a minimum: (a) not adversely affect ROW or the City's streets or sidewalks; (h) not adversely affect the property rights of any third parties; ( c) not inhibit or obstruct pedestrian movement within the ROW or along other property or ROW owned or controlled by the City; and (d) not create conditions which are a threat to public safety and security (e) not impede ADA required accessibility on all ROWs. 2.3. Motorized Scooter Parking. Motorized Scooters may be parked in a legal manner in the ROW, including public sidewalks by individuals participating in the Pilot Program. Motorized Scooters parked on private property will be allowed at the discretion of the private property owner. Bird will actively manage the Motorized Scooters to ensure orderly parking and the free and unobstructed use of the ROW in consultation with the City's Public Works Director. The City, in its sole discretion, may choose to support the Pilot Program with the installation of additional parking racks, p ainted parking spots, and/or recommended parking spots without racks or painting. The City will work with Bird to identify authorized parking and deployment locations throughout the te1m of this Agreement. 2.4. Notification. The City will notify Bird via Bruno Lopes at bruno .lopes@ bird.co, through Bird's customer service app portal li sted in Exhibit A, or through another agr eed upon mechanism, for any Motorized Scooter that is found to be adversely affecting the ROW . Bird shall be respons ible to co1Tect improperly parked personal mobility vehicle within the timeframes listed in Exhibit "A." 3. Condition of ROW. 3.1. No Wa1Tanties. City makes the ROW available to Bird in an "as is" condition. City makes no representations or warranties conceming the ownership or condition of the ROW or its suitability for u se by Bird or its customers, and it assumes no duty to wam either Bird or its customers conceming conditions that exist now or may arise in the future . Bird acknowledges that it is providing the Services at its own risk, and Bird will advise its customers as a condition of use of the Motorized Scooters that they are operating same at their own risk, with no liability to the City. 3.2. No Liability to City. City assumes no liability for loss or d amage to Bird's Motorized Scooters or other property. Bird agrees that C i ty is not responsible for providing security at any location where Bird's Motorized Scooters are stored or located, and Bird hereby waives any claim against City in the event Bird's vehicles or other property are lo st, stolen, or damaged. 4. Additional Responsibilities of Bird. 4.1. Maintenance and Care of Portion of the ROW. B ird expressly agrees to repair, replace, or otherwise restore any part or item of real or personal prope1ty that is damaged, lost, or destroyed as a result of Bird's use of the ROW. A11y such repair, replacement, or restoration work by Bird shall require Bird to obtain the prior written approval of the City and shall be done in compliance with all City requirements. Should Bird fail to repair, replace, or otherwise restore such real or personal property, Bird expressly agrees to pay the City's costs in making such repairs, replacements, or restorations. 4.2. Operations and Maintenance. Bird will operate in the City no more than the maximum number of Motorized Scooters that is specified in Exhibit "A," unless amended (the "Fleet"). Bird shall be responsible to maintain the Fleet as set forth in "Exhibit A." Bird shall be solely respon sible for all maintenance and service costs in order to maintain the Fleet and associated maintenance to minimum level of service and reporting outlined in Exhibit "A." City shall have the right, in its sole discretion, to reduce the number of Motorized Scooters in the Fleet provided in Exhibit "A." 4.3. Bird shall furnish all reports, documents, and information obtained pursuant to this Agreement, and recommendations during the tenn of this Agreement (hereinafter "Deliverables") to the City upon request, but in no event later than ten ( 10) days following the end of the initial Pilot Program Term. S. Subcontl•actors. S.1. Bird shall be responsible for all payments to any subcontractors and shall maintain responsibility for all work related to the Services. S.2. Bird may only utilize the services of a particular subcontractor with the prior written approval of the City Manager, which approval may be granted or withheld in the City Manager's sole and absolute discretion. 6. City's Responslbllities. 6.1. City may reasonably, but shall not be obligated to, make available any maps, plans, existing studies, reports, staff and representatives, and other data pertinent to the Services and in possession of the City, and provide criteria requested by Bird to assist Bird in performing the Services. 6.2. Upon Bird's request, City shall reasonably cooperate in arranging access to public information that may be required for Bird to perform the Services, provided such cooperation is at no cost to City. 7. Bird's Responsibilities; Representations and Wara-anties. 7 .1. Bird shall exercise the same degree of care, skill and diligence in the performance of the Services as is ordinarily provided by a contractor operating shared mobility devices for rental within the right-of-way under similar circumstances in other municipalities. If at any time during the term of this Agreement or within two (2) years from the completion of this Agreement, it is determined that Bird's Deliverables or Services are incorrect, not properly rendered, defective, or fail to conform to City requests, Bird shall at Bird's sole expense, immediately correct its Deliverables or Services. 7 .2. Bird hereby warrants and represents that at all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits required under Federal, State and local laws applicable to and necessary to perform the Services for City as an independent contractor of the City. Bird further warrants and represents that it has the required knowledge, expertise, and experience to perform the Services and carry out its obligations under this Agreement in a professional and first class manner. 7 .3. Bird represents that is an entity validly existing and in good standing under the laws of Florida. The execution, delivery and performance of this Agreement by Bird have been duly authorized, and this Agreement is binding on Bird and enforceable against Bird in accordance with its terms. No consent of any other person or entity to such execution, delivery and performance is required. 8. Termination. 8.1. The City Manager may tenninate this Agreement upon five (5) calendar days written notice to Bird, or immediately with cause. 8.2. Upon receipt of the City's written notice of termination, Bird shall immediately stop work on the Pilot Program and discontinue the Services unless directed otheiwise by the City Manager. 8.3. Upon termination of this Agreement by either party, Bird shall, at its sole cost and expense, immediately remove its property from the ROW. 8.4. Bird shall transfer all books, records, reports, working drafts, documents, maps, and data pertaining to the Services and the project to the City, in a hard copy and electronic fonnat within fourteen (14) days from the date of the written notice oftennination or the date of expiration of this Agreement. 9. Insu1·ance. 9.1. Bird shall secure and maintain throughout the duration of this agreement insurance of such types and in such amounts not less than those specified below as satisfactory to City, naming the City as an Additional Insured, underwritten by a firm rated A-X or better by A.M. Best and qualified to do business in the State of Florida. The insurance coverage shall be primary insurance with respect to the City, its officials, employees, agents, and volunteers naming the City as additional insured. Any insurance maintained by the City shall be in excess of Bird's insurance and shall not contribute to Bird's insurance. The insurance coverages shall include at a minimum the amounts set forth in this section and may be increased by the City as it deems necessary or prudent. 9 .1.1. Commercial General Liability coverage with limits of liability of not less than a $1,000,000 per Occurrence combined single limit for Bodily Injury and Property Damage. This Liability Insurance shall also include Completed Operations and Product Liability coverages and eliminate the exclusion with respect to property under the care, custody and control of Bird. The General Aggregate Liability limit and the Products/Completed Operations Liability Aggregate limit shall be in the amount of $2,000,000 each. 9.1.2. Workers Compensation and Employer's Liability insurance, to apply for all employees for statutory limits as required by applicable State and Federal laws. The policy(ies) must include Employer's Liability with minimum limits of$1,000,000.00 each accident. No employee, subcontractor or agent of Bird shall be allowed to provide Services pursuant to this Agreement who is not covered by Worker's Compensation insurance. 9 .1.3. Business Automobile Liability with minimum limits of $1,000,000 per occurrence, combined single limit for Bodily Injury and Property Damage. Coverage must be afforded on a form no more restrictive than the latest edition of the Business Automobile Liability policy, without restrictive endorsements, as filed by the Insurance Service Office, and must include Owned, Hired, and Non-Owned Vehicles. 9 .1.4. Professional Liability Insurance in an amount of not less than One Million Dollars ($1,000,000.00) per occurrence, single limit. 9.2. Certificate of Insurance. Certificates of Insurance shall be provided to the City, reflecting the City as an Additional Insured ( except with respect to Professional Liability Insurance and Worker's Compensation Insurance), prior to commencing the Services under the Pilot Program. Each certificate shall include no less than (30) thirty-day advance written notice to City prior to cancellation, termination, or material alteration of said policies or insurance. Bird shall be responsible for assuring that the insurance certificates required by this Section remain in full force and effect for the duration of this Agreement, including any extensions or renewals that may be granted by the City. The Certificates of Insurance shall not only name the types of policy(ies) provided, but also shall refer specifically to this Agreement and shall state that such insurance is as required by this Agreement The City reserves the right to inspect and return a certified copy of such policies, upon written request by the City. If a policy is due to expire prior to the completion of the Services, renewal Certificates of Insurance shall be furnished thirty (30) calendar days prior to the date of their policy expiration. Each policy certificate shall be endorsed with a provision that not less than thirty (30) calendar days' written notice shall be provided to the City before any policy or coverage is cancelled or restricted. Acceptance of the Certificate(s) is subject to approval of the City. 9.3. Additional Insured. Except with respect to Professional Liability Insurance and Worker's Compensation Insurance, the City is to be specifically included as an Additional Insured for the liability of the City resulting from Services performed by or on behalf of Bird in performance of this Agreement. Bird's insurance, including that applicable to the City as an Additional Insured, shall apply on a primary basis and any other insurance maintained by the City shall be in excess of and shall not contribute to Bird's insurance. Bird's insurance shall contain a severability of interest provision providing that, except with respect to the total limits of liability, the insurance shall apply to each Insured or Additional Insured (for applicable policies) in the same manner as if separate policies had been issued to each. 9.4. Deductibles. All deductibles or self-insured retentions must be declared to and be reasonably approved by the City. Bird shall be responsible for the payment of any deductible or self-insured retentions in the event of any claim. 9.5. The provisions of this section shall survive termination of this Agreement. 10. Nondiscrimination. During the term of this Agreement, Bird shall not discriminate against any of its employees or applicants for employment because of their race, color, religion, sex, or national origin, and to abide by all Federal and State laws regarding nondiscrimination. 11. Attorneys Fees and Waiver of Jury Trial. 11.1. In the event of any litigation arising out of this Agreement, the prevailing party shall be entitled to recover its attorneys' fees and costs, including the fees and expenses of any paralegals, law clerks and legal assistants, and including fees and expenses charged for representation at both the trial and all appellate levels. 11.2. IN THE EVENT OF ANY LITIGATION ARISING OUT OF TIDS AGREEMENT, EACH PARTY HEREBY KNOWINGLY, IRREVOCABLY, VOLUNTARILY AND INTENTIONALLY WAIVES ITS RIGHT TO TRIAL BY JURY. 12.Indemnification. 12.1. Bird shall indemnify and hold harmless the City, its officers including its Mayor, Vice-Mayor, Commissioners, City Manager, City Attorney, City Clerk, and Deparbnent directors, agents, employees, and volunteers from and against any and all demands, claims, losses, suits, liabilities, causes of action, judgment or damages, arising from Bird's provision of Services or any aspect of operations under the Pilot Program, including Bird's performance or non-performance of any provision of this Agreement, including, but not limited to, liabilities arising from operations contracts between Bird and third parties made pursuant to this Agreement. Bird shall reimburse the City for all its expenses including reasonable attorneys' fees and costs incurred in and about the defense of any such claim or investigation and for any judgment or damages arising from Bird's performance or non- performance of this Agreement. Bird's indemnification obligations shall not extend to cover the City's gross negligence or intentional acts. Bird's indemnification obligations shall not extend to cover the City's gross negligence or intentional acts. 12.2. Nothing herein is intended to serve as a waiver of sovereign immunity by the City nor shall anything included herein be construed as consent to be sued by third parties in any matter arising out of this Agreement or any other contract. The City is subject to section 768.28, Florida Statutes, as may be amended from time to time. 12.3. The provisions of this section shall survive termination of this Agreement. 13. Notices/Authorized Representatives. Any notices required by this Agreement shall be in writing and shall be deemed to have been properly given if transmitted by hand-delivery, by registered or certified mail with postage prepaid return receipt requested, or by a private postal service, addressed to the parties ( or their successors) at the addresses listed on the signature page of this Agreement or such other address as the party may have designated by proper notice. 14. Governing Law and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of Florida. Venue for any proceedings arising out of this Agreement shall be proper exclusively in Miami-Dade County, Florida. 15. Entire Agreement/Moditication/Amendment. 15.1. This writing contains the entire Agreement of the parties and supersedes any prior oral or written representations. No representations were made or relied upon by either party, other than those that are expressly set forth herein. 15.2. No agent, employee, or other representative of either party is empowered to modify or amend the terms of this Agreement, unless executed with the same formality as this document. 16. Ownership and Access to Records and Audits. 16.1. Bird agrees to keep and maintain public records in Bird's possession or control in connection with Bird's performance under this Agreement. The City Manager or her designee shall, during the term of this Agreement and for a period of three (3) years from the date of termination of this Agreement, have access to and the right to examine and audit any records of Bird involving transactions related to this Agreement. Bird additionally agrees to comply specifically with the provisions of Section 119.0701, Florida Statutes. Bird shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the Agreement, and following completion of the Agreement until the records are transferred to the City. 16.2. Upon request from the City's custodian of public records, Bird shall provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law. 16.3. Unless otherwise provided by law, any and all records, including but not limited to reports, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of the City. 16.4. Upon completion of this Agreement or in the event of termination by either party, any and all public records relating to the Agreement in the possession of Bird shall be delivered by Bird to the City Manager, at no cost to the City, within seven (7) days. All such records stored electronically by Bird shall be delivered to the City in a format that is compatible with the City's information technology systems. Once the public records have been delivered upon completion or termination of this Agreement, Bird shall destroy any and all duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. 16.S. Bird's failure or refusal to comply with the provisions of this section shall result in the immediate termination of this Agreement by the City. 16.6. Notice Pul'suant to Section 119.0701(2)(n), Flol'ida Statutes. IF BIRD HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO BIRD'S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS. Custodian of Records: Mailing address: Telephone number: Email: Nkenga "Nildti" Payne, CMC, FCRM 6130 Sunset Drive South Miami, FL 33143 305-663-6340 NPavne@southmiamifl.gov 17. Nonassignability. This Agreement shall not be assignable by Bird unless such assignment is first approved in writing by the City Manager. T he City is relying upon the apparent qualifications and expertise of Bii-d, and such finn's fami liarity with the City's area, circumstances and desires. 18. Severability. If any tenn or provision of this Agreement shall to any extent be held invalid or unenforceable, the remainder of thi s Agreement shall not be affected thereby, and each remaining tetm and provision of this Agreement shall be valid and be enforceable t o the fullest extent pennitted by law. 19. Independent Bird. Bird and its employees, volunteers and agents shall be and remain an independent contractor and not an agent or employee of the City with respect to all of the acts and services perf01med by and under the te1ms of this Agreement. This Agreement shall not in any way be constrned to create a partnership, assoc iation or any other kind of joint undertaking, enterprise or venture between the parties. 20. Compliance with Laws. Bird shall comply with all applicable laws, ordinances, rules, regulations, and lawful orders of public authorities i n canying out Services under this Agreement, including Atticle V, Sections 17.51-17.53 of the City Code and Florida Statutes, Section 316.001, et seq., and in particular shall obtain all required pem1its from all jurisdictional agencies to perfo1m the Services under this Agreement at i ts own expense. 21. Waiver. The failure of either party to this Agreement to object to or to take affinnative action with respect to any conduct of the o ther which is in violation of the tenns of this Agreement shall not be construed as a waiver of the violation or breach, or of any future v iolation, breach or wrongful conduct. 22. Survival of P1·ovisions. Any te1ms or conditions of either this Agreement that require acts beyond the date of the term of the Agreement, shall survive tennination of the Agreement, shall remain in full force and effect unless and until the terms or conditions are completed and shall be fully enforceable by either party. 23. P1·ohibition of Contingency Fees. Bird wanants that it has not employed or retained any company or person, other than a bona fide employee working solely for Bird, to solicit or secure this Agreement, and that it has not paid or agreed to pay any person(s), company, corporation, individual or finn, other than a bona fide employee working solely for Bird, any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. 24. Public Entity Cl'imes Affidavit. Bird shall comply with Section 287.133, Florida Statutes (Public E ntity Crimes Statute), notification of which is hereby incorporated herein by reference, including execution of any required affidavit. 25. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and such counte1parts sha ll constitute one and the same instrument. 26. Conflicts. In the event of a conflict between the terms of this Agreement and any exhibits or attachments hereto, the te1ms of this Agreement sh all control. 27. E-Verify Mfidavit. In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the City to register with and u se the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide its proof of enrollment in E-Verify. For instruction s on how to provide proof of the contracting entity's participation/enrollment in E-Verify, please v isit: https ://www.e-verify.gov/fag/how-do -i-provide-proof-of-my-participationenrollment-in-e - verify. By entering into this Agreement, Bird acknowledges that it has r ead Section 448.095, Florida Statutes; will comply with the E-Verify requirements imposed by Section 448.095, Florida Statutes, including but not limited to obtaining E-Verify affidavits from subcontractors; and has executed the required affidavit attached hereto and incorporated herein. [Remainder of page intentionally left blank. Signature page and E-Verify Affidavit follows.] IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year as first sta ted above. By: Genaro "Chip" Iglesias City Manager Approved as to fonn and legal sufficiency: Addresses for Notice: Genaro "Chip" Iglesias City of South Miami Attn: City Manager 6130 Sunset Drive South Miami, FL 33143 305-668-25 IO (telephone) 305-663-6345 (facsimile) chip@southmiamifl.gov (email) With a copy to: Weiss Scrota Hclfman Cole & Bierman, P.L. Attn: Lillian Arango, Esq. City of South Miami Attorney 2800 Ponce de Leon Boulevard, Suite 1200 Coral Gables, FL 33134 larango@ws h-law.com (email) Title: Director. Government Partnerships Addresses for Notice: Bird Rides Attn: Legal 8605 Santa Monica Blvd. #20388, West Hollywood, CA 90069 _8_6_6-4_4_1_-_85_3c....8 ______ (telephone) ~--~~------<facsimile) ...;.li;..;;.ce.::..;n.c.:s:...::e..=.s@=b""ir-=-d.:.:.c-=-o-----< email) With a copy to: ___________ (telephone) ___________ (facsimile) ___________ (email) Page 12 of 17 ' ,. An official website of the U nited States gove rnment Her e's how Y~ .., E-Verify Home Coses Clients Reports Re sources v Client ComQanies > Bird Rides. In c. Bird Rides, Inc. Profile 14i•'9i Company Information Company Name Bird Rides. Inc . Company ID 1779037 Employer Identification Number (EIN} 821399939 DUNS Number NAICS Code 485 Subsector Transit and Grou n d Passenger Transportati on Edit Company Information Doing Business As (DBA) Name Enrollment Date Jan 17. 2022 Unique Entity Identifier (UEI} Total Number of Employees 500 to 999 Sector Transportation and Warehousi ng e Joan na Vo lle V 1. FLEET SIZE EXHIBIT "A" MOTORIZEDSCOOTERPILOTPROGRAM OPERATIONS AND MAINTENANCE PLAN Exhibit "A" Motorized Scooter Pilot Program Operations and Maintenance Plan City of South Miami, FL a. Bird will deploy an initial fleet of up to 75 Motorized Scooters. The City Manager may increase the fleet without Commission Approval based on a finding that Bird is operating in compliance with this Operations and Maintenance Plan and the public's use of Motorized Scooters is in compliance with all applicable regulations and does not otherwise create a safety hazard. Motorized Scooters for pwposes of this agreement shall only include electric kick-scooters. The Motorized Scooters will initially be deployed with an emphasis on transit stations, commercial areas, and denser residential areas, or other locations identified in conjunction with the City's Public Works Department, to help guide distribution based on user demand and usage trends. Bird may not operate more than 75 Motorized Scooters in the City at one time, unless the City Manager has authorized an increase in the fleet. 2. PLACEMENT PLAN a. Bird plans to initially deploy up to 7 5 Motorized Scooters at key transit stations, commercial zones, and denser residential areas, where Bird Motorized Scooters may help address "last mile" transportation issues. b. Initial deployment by Bird will be vetted by the Public Works Department staff and adjusted as deemed necessary by staff. c. Vehicle deployment and distribution can be adjusted based on user demand and usage data. The City will be able to request deployment of Motorized Scooters at a particular location or require Bird modify the then existing deployment locations. d. Rebalancing/relocation requests are a priority and should be handled by Bird in a timely manner. Poorly placed Motorized Scooters and excessive numbers of Motorized Scooters in one staging location reflect poorly on the City and on Bird. e. Furthermore, Bird will work with transit agencies and other relevant entities to determine areas at transit stations where Bird Motorized Scooters can be placed, as well as work with companies in the City to locate Bird distribution points, in addition to locating Bird Motorized Scooters on the ROW. f. Bird's ground operations team will place Bird Motorized Scooters upright in a neat fashion on wide sidewalks, at or near racks and corrals, and any other locations designated or suggested by the City. Bird will ensure that personal mobility Motorized Scooters are not obstructing any fire hydrant, call box, other emergency facility, bus Page 13 of17 EXHIBIT "A" MOTORIZEDSCOOTERPILOTPROGRAM OPERATIONS AND MAINTENANCE PLAN bench, utility pole or box, or pedestrian or motor vehicle traffic when they are deployed, and that ADA required paths of travel are available at all times. Bird will ensure that personal mobility Motorized Scooters shall not be placed in such a manner as to impede or interfere with the reasonable use of any commercial window display or access to or from any building. Bird will work with the Public Works Department to develop best practices for placement on City sidewalks and ROWs, and to develop a map of locations throughout the City suitable for placement, parking, and deployment. The City may veto any placement, parking, or deployment location at any time for any reason. 3. USEREDUCATION a. Bird is responsible for all user education regarding their personal mobility Motorized Scooters, including education regarding all relevant statutes, ordinances, and regulations. Bird believes that the most effective, consistent, and efficient method of providing important notices and educating users is through Bird's app. Any Bird user may utilize the app, helping to ensure important information is seen and acknowledged. Bird shall also place informative stickers regarding customer service and 24/7 contact information. b. New Bird users will receive informational pop-ups when they use Bird's app to talce a ride for the first time. The pop-ups will require the new users to affirmatively dismiss the pop- ups in order to proceed. The informational pop-ups will include: a) reminders about applicable laws; and b) instructions on how to park responsibly. c. The City may request at any time that users be limited to those users who have a valid Driver's License scanned and verified by Bird within the app. Users should be limited to those sixteen years (16) of age and older. d. Users should be instructed (via Bird's mobile app, printed instructions, and website) to not obstruct pedestrian paths when parking the scooters. Users should also be instructed to park scooters upright, and be instructed not to park scooters in single family residential areas. Users are required to take a photo whenever they park their scooter at the end of a ride. e. Users should also be instructed to obey all traffic laws when riding in traffic, and obey all other official City-posted signs within the City. 4. RIDING. a. Motorized Scooters shall not be ridden on the sidewalk within the Hometown District Overlay (including Sunset Drive). b. Users shall dismount when riding through crowded sidewalks filled with pedestrians c. Motorized Scooters may be ridden outside the City limits, provided that Bird provides for Page 14 ofl7 EXHIBIT "A" MOTORIZED SCOOTER PILOT PROGRAM OPERATIONS AND MAINTENANCE PLAN the minimum amount of Motorized Scooters as specified herein. The City recognizes that there will be a fluctuation in Motorized Scooters deployed within the City at any given time, but Bird shall rebalance the number of Motorized Scooters within the City by 9:00 A.M. each day. d. The City reserves the right, in its sole discretion, to further restrict locations or areas of operation. 5. CUSTOMER SUPPORT. a. Bird is solely responsible for all customer support for their personal mobility Motorized Scooters and any and all direct or indirect customer support needs related to use of their personal mobility Motorized Scooters. Bird will provide easy mechanisms through which users and the public can contact Bird to ask questions, report Bird Motorized Scooters that are damaged or obstructing the ROW or otherwise. Bird's app has a "Help" button on the user interface that enables users to report any issues. Users and members of the public can also contact Bird's customer support via email Hello@Bird.co, phone, and social media for any issues or to make a relocation request. For additional details, please see https://www.bird.co/contact-us The City will be provided a 24/7 contact for City support. b. The City should be provided copies of all complaints received by Bird involving Bird vehicle and pedestrian/automobile conflicts. These complaints shall be provided to the City within 24 hours of receipt by Bird. These complaints will be used to inform future staging changes, infrastructure improvements, and policy changes. Additionally, the City should be copied on all written injury complaints/reports involving Bird's Motorized Scooters. The complaints should be provided to the City within 24 hours of receipt by Bird. 6. GROUND OPERATIONS a. Bird's ground operations staff are hired locally and help ensure the safety, accessibility, and responsible placement of Bird Motorized Scooters. Bird shall provide the City with 24-7 contact information for Bird's ground operations. The exact number of locally hired staff will depend on the fleet size in operation. The ground operations staff ensure that: b. Maintenance 1. Every vehicle is inspected for safety before deployment, with a recorded history of inspections and repairs. ii. All repairs and staff training are done by experienced mechanics. iii. Tune ups can be performed on the spot by the local operations team, who are equipped with the necessary tools. 1v. Repairs are performed at the warehouse by mechanics. v. All Motorized Scooters are inspected, at a minimum, for cleanliness, damage, and safe and reliable operation. c. Fleet Management Page 15 of17 EXHIBIT "A" MOTORIZEDSCOOTERPll,OTPROGRAM OPERATIONS AND MAINTENANCE PLAN 1. Deploy Motorized Scooters in accordance with local parking and road rules, and shall not obstruct vehicular or pedestrian traffic when deploying or picking up Motorized Scooters. 11. Visually survey streets and sidewalks and reposition any obstructing Motorized Scooters. iii. Respond to and retrieve Motorized Scooters that have been marked for repair, relocation, or cleaning. iv. Rebalance/redistribute scooters based on usage patterns and based on any City request or requirements. v. Work with contractors to pick up Motorized Scooters at the end of each day to charge overnight. d. Repair requests are a priority and should be handled by Bird in a timely manner. Broken or damaged Motorized Scooters reflect poorly on the City and Bird. 7. PLACEMENT OF MOTORIZED SCOOTERS. a. Motorized Scooters will be neatly placed by Bird staff on wide sidewalks (minimum 6' width) and at or near public racks and corrals. b. Motorized Scooters will be neatly placed such that they do not obstruct the ROW, Motorized Scooters shall leave ADA required paths of travel at all deployment locations c. Bird will work with City staff to determine authorized placement, deployment, and parking locations throughout the City. d. In its sole discretion, City can request removal of Motorized Scooters in certain areas, and request that Bird cease deployment of Motorized Scooters in certain areas upon request of City. e. In the event a hurricane watch for the City area is issued, or upon request of the City Manager or the Manager's designee, Bird shall pick up all Motorized Scooters located within the City within twelve (12) hours ofthe issuance of the watch or notification by the City. 8. RELOCATION REQUESTS a. Bird users and the general public can report Motorized Scooters 24/7 via the website, app, email, phone, or social media. b. Bird will dispatch a ground operations member within three hours between the hours of 9am-6pm on weekdays to deal with Motorized Scooters reported as obstructing the ROW. c. Requests received after normal business hours, weekends, and/or holidays will be handled as soon as practicable the following day. Bird shall provide the City with a 24-7 point of contact. d. City reserves the right to impound those improperly parked, deployed, or abandoned Motorized Scooters that create a nuisance or a life safety issue at the discretion of the City Manager or designee, In order to retrieve any impounded vehicle Bird must demonstrate proper proof of ownership and pay a $50 impoundment fee per device, reflecting the City's Page 16 of17 EXHIBIT "A" MOTORIZED SCOOTER PILOT PROGRAM OPERATIONS AND MAINTENANCE PLAN enforcement, investigation, storage, and impound costs in accordance with Section 17 .53 of the City Code. 9. MAINTENANCE AND SAFETY a. Every Bird vehicle shall be inspected for safety, with a recorded inspection history, at least once per month. Motorized Scooters requiring charging are picked up by our local operations team as a part of its daily responsibilities or are brought in by a member of our charger network. b. Bird's local operations team shall be trained by professional mechanics and inspect the following: 1. Handlebars 11. Brakes 111. Brake levers iv. Grips v. Tires Vl. Bell vii. Wheel lock viii. Exposed wires lX. Rear fender x. Wheels Xl. Rear red light Xll. Front white light c. Once a vehicle has been repaired and/or cleaned, it will go through a quality assurance check before being processed for redeployment back into the field. 10. REPORTING a. Bird will provide, at a minimum, monthly reports to the City with aggregate usage data including: 1. Number of users in the system 11. Number of trips generated for the month 111. Heat maps of usage trip showing top pick-up spots and drop-off spots iv. User route data v. Average trip length and trip time vi. Accident data for incidents involving motorized scooters vii. Number and nature of complaints logged by Bird electric scooter users and the general public. b. Bird will also provide additional data and information, at the request of the City, to assist with City oversight and transportation planning. Page 17 of17 MOTORIZED SCOOTER PILOT PROGRAM AGREEMENT BETWEEN THE CITY OF SOUTH MIAMI AND BIRD RIDES, INC. THIS AGREEMENT (this “Agreement”) is made effective as of the day of , 2023 (the “Effective Date”), by and between the CITY OF SOUTH MIAMI, a Florida municipal corporation, (hereinafter the “City”), and BIRD RIDES, INC., a Delaware corporation authorized to do business in the State of Florida (hereinafter, “Bird”). WHEREAS, the City seeks to provide safe and affordable multimodal transportation options to all residents, reduce traffic congestion, and maximize carbon-free mobility by making shared mobility services available to residents and those who work in the City; and WHEREAS, Bird proposes to operate a shared mobility program within the City for motorized scooters, as defined in Florida Statutes § 316.003(48), and to include only electric kick- scooters (hereinafter “Motorized Scooters”), without the need for any physical stations or docks; and WHEREAS, on February 26, 2019, the City adopted Ordinance No. 2315 codified in Article V, Sections 17.51-17.53 and regulates the operation of shared mobility devices, including Motorized Scooters, within the City; and WHEREAS, the City desires to authorize a Motorized Scooter Pilot Program (the “Pilot Program”) to implement Section 17.53(c) of the Code, ensure public safety,and minimize negative impacts on the public right of way, as well as to analyze data in a controlled setting to inform the City on uses and demand; and WHEREAS,Bird will abide by applicable City ordinances and rules to efficiently and effectively provide shared mobility services; and WHEREAS,Bird possesses GPS, cell and/or Bluetooth connectivity, and self-locking technology in its dockless shared mobility products such that its Motorized Scooters may be locked and unlocked by users with an app and tracked to provide for operations and maintenance; and WHEREAS, the City has agreed to grant Bird a non-exclusive, revocable and non- transferable license to operate Motorized Scooters for rental within the City under the Pilot Program on behalf of the City (the “Services”), and Bird has agreed to provide the Services in accordance with the terms and conditions of this Agreement and the Pilot Program Operations and Maintenance Plan attached hereto as Exhibit “A” (the “Operation Plan”); and WHEREAS, the City desires to engage Bird to perform the Services and provide the deliverables as specified herein. 6 NOW, THEREFORE, in consideration of the mutual covenants and conditions contained herein, Bird and the City agree as follows: 1. Pilot Program License & Term. 1.1.The City hereby grants to Bird a non-exclusive, revocable and non-transferrable license to utilize the City’s Rights of Way in order to provide the Services within the City (the “License”) for a temporary six-month period beginning on August 31, 2023 (the “Pilot Program Term”). For purposes of this Agreement, the term Rightsof Way (“ROW”) refers to sidewalks, roads, and other pathways owned and maintained by the City. 1.2.Upon conclusion of the initial Pilot Program Term, Bird shall return to the City Commission to present user data regarding the Pilot Program. Additionally, the City Manager may renew this Agreement for up to three additional six-month periods on the same terms as set forth herein upon written notice to Bird, and upon a finding that: (i) Bird is operating in compliance with the Operations and Maintenance Plan; (ii) the public’s use of Motorized Scooters is in compliance with all applicable law and regulations; and (iii) the Pilot Program does not otherwise result in a safety hazard to the general public. 2. Scope of License to Use ROW. 2.1.Scope. The License to utilize the ROW is dependent on compliance with all terms of this Agreement and all applicable laws and regulations, and may be suspended or terminated by the City at any time. This authorization is not a lease or an easement, and it is not intended and shall not be construed to transfer any real property interest in City property. The scope of the License is limited to Bird’s customers using ROW for the propose of travel on Motorized Scooters and parking of Motorized Scooters in authorized locations. Bird shall ensure that use of ROW is consistent with the Operations and Maintenance Plan set forth in Exhibit “A” attached hereto. Bird shall not place or attach any personal property, fixtures, or structures to the ROW without the prior written consent of City or private property owners. This Agreement extends only to ROWs within the City’s jurisdiction. Bird assumes all risks of operations in rights-of-way not within the City’s jurisdiction. 2.2.Prohibitions. Bird’s operations within the City, shall, at a minimum: (a) not adversely affect ROW or the City’s streets or sidewalks; (b) not adversely affect the property rights of any third parties; (c) not inhibit or obstruct pedestrian movement within the ROW or along other property or ROW owned or controlled by the City; and (d) not create conditions which are a threat to public safety and security (e) not impede ADA required accessibility on all ROWs. 2.3.Motorized Scooter Parking. Motorized Scooters may be parked in a legal manner in the ROW, including public sidewalks by individuals participating in the Pilot Program. Motorized Scooters parked on private property will be allowed at the discretion of the private property owner. Bird will actively manage the Motorized Scooters to ensure orderly parking and the free and unobstructed use of the ROW in consultation with the City’s Public Works Director. The City, in its sole discretion, may choose to support the 7 Pilot Program with the installation of additional parking racks, painted parking spots, and/or recommended parking spots without racks or painting. The City will work with Bird to identify authorized parking and deployment locations throughout the term of this Agreement. 2.4.Notification. The City will notify Bird via Bruno Lopes at bruno.lopes@bird.co, through Bird’s customer service app portal listed in Exhibit A, or through another agreed upon mechanism, for any Motorized Scooter that is found to be adversely affecting the ROW. Bird shall be responsible to correct improperly parked personal mobility vehicle within the timeframes listed in Exhibit “A.” 3. Condition of ROW. 3.1.No Warranties.City makes the ROW available to Bird in an “as is” condition. City makes no representations or warranties concerning the ownership or condition of the ROW or its suitability for use by Bird or its customers, and it assumes no duty to warn either Bird or its customers concerning conditions that exist now or may arise in the future. Bird acknowledges that it is providing the Services at its own risk, and Bird will advise its customers as a condition of use of the Motorized Scooters that they are operating same at their own risk, with no liability to the City. 3.2.No Liability to City. City assumes no liability for loss or damage to Bird’s Motorized Scooters or other property. Bird agrees that City is not responsible for providing security at any location where Bird’s Motorized Scooters are stored or located, and Bird hereby waives any claim against City in the event Bird’s vehicles or other property are lost, stolen, or damaged. 4. Additional Responsibilities of Bird. 4.1.Maintenance and Care of Portion of the ROW. Bird expressly agrees to repair, replace, or otherwise restore any part or item of real or personal property that is damaged, lost, or destroyed as a result of Bird’s use of the ROW. Any such repair, replacement, or restoration work by Bird shall require Bird to obtain the prior written approval of the City and shall be done in compliance with all City requirements. Should Bird fail to repair, replace, or otherwise restore such real or personal property, Bird expressly agrees to pay the City’s costs in making such repairs, replacements, or restorations. 4.2.Operations and Maintenance. Bird will operate in the City no more than the maximum number of Motorized Scooters that is specified in Exhibit “A,” unless amended (the “Fleet”). Bird shall be responsible to maintain the Fleet as set forth in “Exhibit A.” Bird shall be solely responsible for all maintenance and service costs in order to maintain the Fleet and associated maintenance to minimum level of service and reporting outlined in Exhibit “A.” City shall have the right, in its sole discretion, to reduce the number of Motorized Scooters in the Fleet provided in Exhibit “A.” 8 4.3.Bird shall furnish all reports, documents, and information obtained pursuant to this Agreement, and recommendations during the term of this Agreement (hereinafter “Deliverables”) to the City upon request, but in no event later than ten (10) days following the end of the initial Pilot Program Term. 5. Subcontractors. 5.1.Bird shall be responsible for all payments to any subcontractors and shall maintain responsibility for all work related to the Services. 5.2.Bird may only utilize the services of a particular subcontractor with the prior written approval of the City Manager, which approval may be granted or withheld in the City Manager’s sole and absolute discretion. 6. City’s Responsibilities. 6.1.City may reasonably, but shall not be obligated to, make available any maps, plans, existing studies, reports, staff and representatives, and other data pertinent to the Services and in possession of the City, and provide criteria requested by Bird to assist Bird in performing the Services. 6.2.Upon Bird’s request, City shall reasonably cooperate in arranging access to public information that may be required for Bird to perform the Services, provided such cooperation is at no cost to City. 7. Bird’s Responsibilities; Representations and Warranties. 7.1.Bird shall exercise the same degree of care, skill and diligence in the performance of the Services as is ordinarily provided by a contractor operating shared mobility devices for rental within the right-of-way under similar circumstances in other municipalities. If at any time during the term of this Agreement or within two (2) years from the completion of this Agreement, it is determined that Bird’s Deliverables or Services are incorrect, not properly rendered, defective, or fail to conform to City requests, Bird shall at Bird’s sole expense, immediately correct its Deliverables or Services. 7.2.Bird hereby warrants and represents that at all times during the term of this Agreement it shall maintain in good standing all required licenses, certifications and permits required under Federal, State and local laws applicable to and necessary to perform the Services for City as an independent contractor of the City. Bird further warrants and represents that it has the required knowledge, expertise, and experience to perform the Services and carry out its obligations under this Agreement in a professional and first class manner. 7.3.Bird represents that is an entity validly existing and in good standing under the laws of Florida. The execution, delivery and performance of this Agreement by Bird have been duly authorized, and this Agreement is binding on Bird and enforceable against Bird in accordance with its terms. No consent of any other person or entity to such execution, delivery and performance is required. 9 8. Termination. 8.1.The City Manager may terminate this Agreement upon five (5) calendar days written notice to Bird, or immediately with cause. 8.2.Upon receipt of the City's written notice of termination, Bird shall immediately stop work on the Pilot Program and discontinue the Services unless directed otherwise by the City Manager. 8.3.Upon termination of this Agreement by either party, Birdshall, at its sole cost and expense, immediately remove its property from the ROW. 8.4.Bird shall transfer all books, records, reports, working drafts, documents, maps, and data pertaining to the Services and the project to the City, in a hard copy and electronic format within fourteen (14) days from the date of the written notice of termination or the date of expiration of this Agreement. 9. Insurance. 9.1.Birdshall secure and maintain throughout the duration of this agreement insurance of such types and in such amounts not less than those specified below as satisfactory to City, naming the City as an Additional Insured, underwritten by a firm rated A-X or better by A.M. Best and qualified to do business in the State of Florida. The insurance coverage shall be primary insurance with respect to the City, its officials, employees, agents, and volunteers naming the City as additional insured. Any insurance maintained by the City shall be in excess of Bird’s insurance and shall not contribute to Bird’s insurance. The insurance coverages shall include at a minimum the amounts set forth in this section and may be increased by the City as it deems necessary or prudent. 9.1.1. Commercial General Liability coverage with limits of liability of not less than a $1,000,000 per Occurrence combined single limit for Bodily Injury and Property Damage. This Liability Insurance shall also include Completed Operations and Product Liability coverages and eliminate the exclusion with respect to property under the care, custody and control of Bird. The General Aggregate Liability limit and the Products/Completed Operations Liability Aggregate limit shall be in the amount of $2,000,000 each. 9.1.2. Workers Compensation and Employer’s Liability insurance, to apply for all employees for statutory limits as required by applicable State and Federal laws. The policy(ies) must include Employer’s Liability with minimum limits of $1,000,000.00 each accident. No employee, subcontractor or agent of Bird shall be allowed to provide Services pursuant to this Agreement who is not covered by Worker’s Compensation insurance. 9.1.3. Business Automobile Liability with minimum limits of $1,000,000 per occurrence, combined single limit for Bodily Injury and Property Damage. Coverage must be 10 afforded on a form no more restrictive than the latest edition of the Business Automobile Liability policy, without restrictive endorsements, as filed by the Insurance Service Office, and must include Owned, Hired, and Non-Owned Vehicles. 9.1.4. Professional Liability Insurance in an amount of not less than One Million Dollars ($1,000,000.00) per occurrence, single limit. 9.2.Certificate of Insurance. Certificates of Insurance shall be provided to the City, reflecting the City as an Additional Insured (except with respect to Professional Liability Insurance and Worker’s Compensation Insurance), prior to commencing the Services under the Pilot Program. Each certificate shall include no less than (30) thirty-day advance written notice to City prior to cancellation, termination, or material alteration of said policies or insurance. Bird shall be responsible for assuring that the insurance certificates required by this Section remain in full force and effect for the duration of this Agreement, including any extensions or renewals that may be granted by the City. The Certificates of Insurance shall not only name the types of policy(ies) provided, but also shall refer specifically to this Agreement and shall state that such insurance is as required by this Agreement. The City reserves the right to inspect and return a certified copy of such policies, upon written request by the City. If a policy is due to expire prior to the completion of the Services, renewal Certificates of Insurance shall be furnished thirty (30) calendar days prior to the date of their policy expiration. Each policy certificate shall be endorsed with a provision that not less than thirty (30) calendar days’ written notice shall be provided to the City before any policy or coverage is cancelled or restricted. Acceptance of the Certificate(s) is subject to approval of the City. 9.3.Additional Insured. Except with respect to Professional Liability Insurance and Worker’s Compensation Insurance, the City is to be specifically included as an Additional Insured for the liability of the City resulting from Services performed by or on behalf of Bird in performance of this Agreement. Bird’s insurance, including that applicable to the City as an Additional Insured, shall apply on a primary basis and any other insurance maintained by the City shall be in excess of and shall not contribute to Bird’s insurance. Bird’s insurance shall contain a severability of interest provision providing that, except with respect to the total limits of liability, the insurance shall apply to each Insured or Additional Insured (for applicable policies) in the same manner as if separate policies had been issued to each. 9.4.Deductibles. All deductibles or self-insured retentions must be declared to and be reasonably approved by the City. Bird shall be responsible for the payment of any deductible or self-insured retentions in the event of any claim. 9.5.The provisions of this section shall survive termination of this Agreement. 10. Nondiscrimination.During the term of this Agreement, Bird shall not discriminate against any of its employees or applicants for employment because of their race, color, religion, sex, or national origin, and to abide by all Federal and State laws regarding nondiscrimination. 11 11. Attorneys Fees and Waiver of Jury Trial. 11.1.In the event of any litigation arising out of this Agreement, the prevailing party shall be entitled to recover its attorneys’ fees and costs, including the fees and expenses of any paralegals, law clerks and legal assistants, and including fees and expenses charged for representation at both the trial and all appellate levels. 11.2.IN THE EVENT OF ANY LITIGATION ARISING OUT OF THIS AGREEMENT, EACH PARTY HEREBY KNOWINGLY, IRREVOCABLY, VOLUNTARILY AND INTENTIONALLY WAIVES ITS RIGHT TO TRIAL BY JURY. 12. Indemnification. 12.1.Bird shall indemnify and hold harmless the City, its officers including its Mayor, Vice-Mayor, Commissioners, City Manager, City Attorney, City Clerk, and Department directors, agents, employees, and volunteers from and against any and all demands, claims, losses, suits, liabilities, causes of action, judgment or damages, arising from Bird’s provision of Services or any aspect of operations under the Pilot Program, including Bird’s performance or non-performance of any provision of this Agreement, including, but not limited to, liabilities arising from operations contracts between Bird and third parties made pursuant to this Agreement. Bird shall reimburse the City for all its expenses including reasonable attorneys’ fees and costs incurred in and about the defense of any such claim or investigation and for any judgment or damages arising from Bird’s performance or non- performance of this Agreement. Bird’s indemnification obligations shall not extend to cover the City’s gross negligence or intentional acts. Bird’s indemnification obligations shall not extend to cover the City’s gross negligence or intentional acts. 12.2.Nothing herein is intended to serve as a waiver of sovereign immunity by the City nor shall anything included herein be construed as consent to be sued by third parties in any matter arising out of this Agreement or any other contract. The City is subject to section 768.28, Florida Statutes, as may be amended from time to time. 12.3.The provisions of this section shall survive termination of this Agreement. 13. Notices/Authorized Representatives.Any notices required by this Agreement shall be in writing and shall be deemed to have been properly given if transmitted by hand-delivery, by registered or certified mail with postage prepaid return receipt requested, or by a private postal service, addressed to the parties (or their successors) at the addresses listed on the signature page of this Agreement or such other address as the party may have designated by proper notice. 14. Governing Law and Venue. This Agreement shall be construed in accordance with and governed by the laws of the State of Florida. Venue for any proceedings arising out of this Agreement shall be proper exclusively in Miami-Dade County, Florida. 12 15. Entire Agreement/Modification/Amendment. 15.1.This writing contains the entire Agreement of the parties and supersedes any prior oral or written representations. No representations were made or relied upon by either party, other than those that are expressly set forth herein. 15.2.No agent, employee, or other representative of either party is empowered to modify or amend the terms of this Agreement, unless executed with the same formality as this document. 16. Ownership and Access to Records and Audits. 16.1.Bird agrees to keep and maintain public records in Bird’s possession or control in connection with Bird’s performance under this Agreement. The City Manager or her designee shall, during the term of this Agreement and for a period of three (3) years from the date of termination of this Agreement, have access to and the right to examine and audit any records of Bird involving transactions related to this Agreement. Bird additionally agrees to comply specifically with the provisions of Section 119.0701, Florida Statutes. Bird shall ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed, except as authorized by law, for the duration of the Agreement, and following completion of the Agreement until the records are transferred to the City. 16.2.Upon request from the City’s custodian of public records, Bird shall provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided by Chapter 119, Florida Statutes, or as otherwise provided by law. 16.3.Unless otherwise provided by law, any and all records, including but not limited to reports, surveys, and other data and documents provided or created in connection with this Agreement are and shall remain the property of the City. 16.4.Upon completion of this Agreement or in the event of termination by either party, any and all public records relating to the Agreement in the possession of Bird shall be delivered by Bird to the City Manager, at no cost to the City, within seven (7) days. All such records stored electronically by Bird shall be delivered to the City in a format that is compatible with the City’s information technology systems. Once the public records have been delivered upon completion or termination of this Agreement, Bird shall destroy any and all duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. 16.5.Bird’s failure or refusal to comply with the provisions of this section shall result in the immediate termination of this Agreement by the City. 13 16.6.Notice Pursuant to Section 119.0701(2)(a), Florida Statutes.IF BIRD HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO BIRD’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS. Custodian of Records: Nkenga “Nikki” Payne, CMC, FCRM Mailing address:6130 Sunset Drive South Miami, FL 33143 Telephone number:305-663-6340 Email:NPayne@southmiamifl.gov 17. Nonassignability.This Agreement shall not be assignable by Bird unless such assignment is first approved in writing by the City Manager. The City is relying upon the apparent qualifications and expertise of Bird, and such firm’s familiarity with the City’s area, circumstances and desires. 18. Severability. If any term or provision of this Agreement shall to any extent be held invalid or unenforceable, the remainder of this Agreement shall not be affected thereby, and each remaining term and provision of this Agreement shall be valid and be enforceable to the fullest extent permitted by law. 19. Independent Bird. Bird and its employees, volunteers and agents shall be and remain an independent contractor and not an agent or employee of the City with respect to all of the acts and services performed by and under the terms of this Agreement. This Agreement shall not in any way be construed to create a partnership, association or any other kind of joint undertaking, enterprise or venture between the parties. 20. Compliance with Laws. Bird shall comply with all applicable laws, ordinances, rules, regulations, and lawful orders of public authorities in carrying out Services under this Agreement, including Article V, Sections 17.51 – 17.53 of the City Code and Florida Statutes, Section 316.001, et seq., and in particular shall obtain all required permits from all jurisdictional agencies to perform the Services under this Agreement at its own expense. 21. Waiver. The failure of either party to this Agreement to object to or to take affirmative action with respect to any conduct of the other which is in violation of the terms of this Agreement shall not be construed as a waiver of the violation or breach, or of any future violation, breach or wrongful conduct. 22. Survival of Provisions. Any terms or conditions of either this Agreement that require acts beyond the date of the term of the Agreement, shall survive termination of the Agreement, shall remain in full force and effect unless and until the terms or conditions are completed and shall be fully enforceable by either party. 14 23. Prohibition of Contingency Fees.Bird warrants that it has not employed or retained any company or person, other than a bona fide employee working solely for Bird, to solicit or secure this Agreement, and that it has not paid or agreed to pay any person(s), company, corporation, individual or firm, other than a bona fide employee working solely for Bird, any fee, commission, percentage, gift, or any other consideration, contingent upon or resulting from the award or making of this Agreement. 24. Public Entity Crimes Affidavit. Bird shall comply with Section 287.133, Florida Statutes (Public Entity Crimes Statute), notification of which is hereby incorporated herein by reference, including execution of any required affidavit. 25. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original and such counterparts shall constitute one and the same instrument. 26. Conflicts.In the event of a conflict between the terms of this Agreement and any exhibits or attachments hereto, the terms of this Agreement shall control. 27. E-Verify Affidavit. In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide its proof of enrollment in E-Verify. For instructions on how to provide proof of the contracting entity’s participation/enrollment in E-Verify, please visit: https://www.e-verify.gov/faq/how-do-i-provide-proof-of-my-participationenrollment-in-e- verify. By entering into this Agreement, Bird acknowledges that it has read Section 448.095, Florida Statutes; will comply with the E-Verify requirements imposed by Section 448.095, Florida Statutes, including but not limited to obtaining E-Verify affidavits from subcontractors; and has executed the required affidavit attached hereto and incorporated herein. [Remainder of page intentionally left blank. Signature page and E-Verify Affidavit follows.] 15 E-VERIFY AFFIDAVIT In accordance with Section 448.095, Florida Statutes, the City requires all contractors doing business with the City to register with and use the E-Verify system to verify the work authorization status of all newly hired employees. The City will not enter into a contract unless each party to the contract registers with and uses the E-Verify system. The contracting entity must provide of its proof of enrollment in E-Verify. For instructions on how to provide proof of the contracting entity’s participation/enrollment in E-Verify, please visit: https://www.e-verify.gov/faq/how-do-i-provide-proof-of-my-participationenrollment-in-e-verify By signing below, the contracting entity acknowledges that it has read Section 448.095, Florida Statutes and will comply with the E-Verify requirements imposed by it, including but not limited to obtaining E-Verify affidavits from subcontractors. ☐Check here to confirm proof of enrollment in E-Verify has been attached to this Affidavit. In the presence of: Signed, sealed and delivered by: Witness #1 Print Name: Print Name: Title: Witness #2 Print Name: Entity Name: ACKNOWLEDGMENT State of Florida County of The foregoing instrument was acknowledged before me by means of ☐physical presence or ☐ online notarization, this day of , 20 , by (name of person) as (type of authority) for (name of party on behalf of whom instrument is executed). Notary Public (Print, Stamp, or Type as Commissioned) Personally known to me; or Produced identification (Type of Identification:) Did take an oath; or Did not take an oath 16 Page 12 of 17 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed the day and year as first stated above. CITY OF SOUTH MIAMI By: Genaro “Chip” Iglesias City Manager Attest: By: Nkenga “Nikki” Payne, CMC, FCRM City Clerk Approved as to form and legal sufficiency: By: Weiss Serota Helfman Cole & Bierman, P.L. City Attorney Addresses for Notice: Genaro “Chip” Iglesias City of South Miami Attn: City Manager 6130 Sunset Drive South Miami, FL 33143 305-668-2510 (telephone) 305-663-6345 (facsimile) chip@southmiamifl.gov (email) With a copy to: Weiss Serota Helfman Cole & Bierman, P.L. Attn: Lillian Arango, Esq. City of South Miami Attorney 2800 Ponce de Leon Boulevard, Suite 1200 Coral Gables, FL 33134 larango@wsh-law.com (email) BIRD RIDES, INC., a Delaware corporation. By: Name: Title: Addresses for Notice: (telephone) (facsimile) (email) With a copy to: (telephone) (facsimile) (email) 17 EXHIBIT “A” MOTORIZED SCOOTER PILOT PROGRAM OPERATIONS AND MAINTENANCE PLAN Page 13 of 17 Exhibit “A” Motorized Scooter Pilot Program Operations and Maintenance Plan City of South Miami, FL 1. FLEET SIZE a. Bird will deploy an initial fleet of up to 75 Motorized Scooters. The City Manager may increase the fleet without Commission Approval based on a finding that Bird is operating in compliance with this Operations and Maintenance Plan and the public’s use of Motorized Scooters is in compliance with all applicable regulations and does not otherwise create a safety hazard.Motorized Scootersfor purposes of this agreement shall only include electric kick-scooters. The Motorized Scooters will initially be deployed with an emphasis on transit stations, commercial areas, and denser residential areas, or other locations identified in conjunction with the City’s Public Works Department, to help guide distribution based on user demand and usage trends. Bird may not operate more than 75 Motorized Scooters in the City at one time, unless the City Manager has authorized an increase in the fleet. 2. PLACEMENT PLAN a. Bird plans to initially deploy up to 75 Motorized Scooters at key transit stations, commercial zones, and denser residential areas, where Bird Motorized Scooters may help address “last mile” transportation issues. b. Initial deployment by Bird will be vetted by the Public Works Department staff and adjusted as deemed necessary by staff. c. Vehicle deployment and distribution can be adjusted based on user demand and usage data. The City will be able to request deployment of Motorized Scooters at a particular location or require Bird modify the then existing deployment locations. d. Rebalancing/relocation requests are a priority and should be handled by Bird in a timely manner. Poorly placed Motorized Scooters and excessive numbers of Motorized Scooters in one staging location reflect poorly on the City and on Bird. e. Furthermore, Bird will work with transit agencies and other relevant entities to determine areas at transit stations where Bird Motorized Scooters can be placed, as well as work with companies in the City to locate Bird distribution points, in addition to locating Bird Motorized Scooters on the ROW. f. Bird’s ground operations team will place Bird Motorized Scooters upright in a neat fashion on wide sidewalks, at or near racks and corrals, and any other locations designated or suggested by the City. Bird will ensure that personal mobility Motorized Scooters are not obstructing any fire hydrant, call box, other emergency facility, bus 18 EXHIBIT “A” MOTORIZED SCOOTER PILOT PROGRAM OPERATIONS AND MAINTENANCE PLAN Page 14 of 17 bench, utility pole or box, or pedestrian or motor vehicle traffic when they are deployed, and that ADA required paths of travel are available at all times. Bird will ensure that personal mobility Motorized Scooters shall not be placed in such a manner as to impede or interfere with the reasonable use of any commercial window display or access to or from any building. Bird will work with the Public Works Department to develop best practices for placement on City sidewalks and ROWs, and to develop a map of locations throughout the City suitable for placement, parking, and deployment. The City may veto any placement, parking, or deployment location at any time for any reason. 3. USER EDUCATION a. Bird is responsible for all user education regarding their personal mobility Motorized Scooters, including education regarding all relevant statutes, ordinances, and regulations. Bird believes that the most effective, consistent, and efficient method of providing important notices and educating users is through Bird’s app. Any Bird user may utilize the app, helping to ensure important information is seen and acknowledged. Bird shall also place informative stickers regarding customer service and 24/7 contact information. b. New Bird users will receive informational pop-ups when they use Bird’s app to take a ride for the first time. The pop-ups will require the new users to affirmatively dismiss the pop- ups in order to proceed. The informational pop-ups will include: a) reminders about applicable laws; and b) instructions on how to park responsibly. c. The City may request at any time that users be limited to those users who have a valid Driver’s License scanned and verified by Bird within the app. Users should be limited to those sixteen years (16) of age and older. d. Users should be instructed (via Bird’s mobile app, printed instructions, and website) to not obstruct pedestrian paths when parking the scooters. Users should also be instructed to park scooters upright, and be instructed not to park scooters in single family residential areas. Users are required to take a photo whenever they park their scooter at the end of a ride. e. Users should also be instructed to obey all traffic laws when riding in traffic, and obey all other official City-posted signs within the City. 4. RIDING. a. Motorized Scooters shall not be ridden on the sidewalk within the Hometown District Overlay (including Sunset Drive). b. Users shall dismount when riding through crowded sidewalks filled with pedestrians c. Motorized Scooters may be ridden outside the City limits, provided that Bird provides for 19 EXHIBIT “A” MOTORIZED SCOOTER PILOT PROGRAM OPERATIONS AND MAINTENANCE PLAN Page 15 of 17 the minimum amount of Motorized Scooters as specified herein. The City recognizes that there will be a fluctuation in Motorized Scooters deployed within the City at any given time, but Bird shall rebalance the number of Motorized Scooters within the City by 9:00 A.M. each day. d. The City reserves the right, in its sole discretion, to further restrict locations or areas of operation. 5. CUSTOMER SUPPORT. a. Bird is solely responsible for all customer support for their personal mobility Motorized Scooters and any and all direct or indirect customer support needs related to use of their personal mobility Motorized Scooters. Bird will provide easy mechanisms through which users and the public can contact Bird to ask questions, report Bird Motorized Scooters that are damaged or obstructing the ROW or otherwise. Bird’s app has a “Help” button on the user interface that enables users to report any issues. Users and members of the public can also contact Bird’s customer support via email Hello@Bird.co, phone, and social media for any issues or to make a relocation request. For additional details, please see https://www.bird.co/contact-us The City will be provided a 24/7 contact for City support. b. The City should be provided copies of all complaints received by Bird involving Bird vehicle and pedestrian/automobile conflicts. These complaints shall be provided to the City within 24 hours of receipt by Bird. These complaints will be used to inform future staging changes, infrastructure improvements, and policy changes. Additionally, the City should be copied on all written injury complaints/reports involving Bird’s Motorized Scooters. The complaints should be provided to the City within 24 hours of receipt by Bird. 6. GROUND OPERATIONS a. Bird’s ground operations staff are hired locally and help ensure the safety, accessibility, and responsible placement of Bird Motorized Scooters. Bird shall provide the City with 24- 7 contact information for Bird’s ground operations. The exact number of locally hired staff will depend on the fleet size in operation. The ground operations staff ensure that: b. Maintenance i.Every vehicle is inspected for safety before deployment, with a recorded history of inspections and repairs. ii.All repairs and staff training are done by experienced mechanics. iii.Tune ups can be performed on the spot by the local operations team, who are equipped with the necessary tools. iv.Repairs are performed at the warehouse by mechanics. v.All Motorized Scooters are inspected, at a minimum, for cleanliness, damage, and safe and reliable operation. c. Fleet Management 20 EXHIBIT “A” MOTORIZED SCOOTER PILOT PROGRAM OPERATIONS AND MAINTENANCE PLAN Page 16 of 17 i.Deploy Motorized Scooters in accordance with local parking and road rules, and shall not obstruct vehicular or pedestrian traffic when deploying or picking up Motorized Scooters. ii.Visually survey streets and sidewalks and reposition any obstructing Motorized Scooters. iii.Respond to and retrieve Motorized Scooters that have been marked for repair, relocation, or cleaning. iv.Rebalance/redistribute scooters based on usage patterns and based on any City request or requirements. v.Work with contractors to pick up Motorized Scooters at the end of each day to charge overnight. d. Repair requests are a priority and should be handled by Bird in a timely manner. Broken or damaged Motorized Scooters reflect poorly on the City and Bird. 7. PLACEMENT OF MOTORIZED SCOOTERS. a. Motorized Scooters will be neatly placed by Bird staff on wide sidewalks (minimum 6’ width) and at or near public racks and corrals. b. Motorized Scooters will be neatly placed such that they do not obstruct the ROW, Motorized Scooters shall leave ADA required paths of travel at all deployment locations c. Bird will work with City staff to determine authorized placement, deployment, and parking locations throughout the City. d. In its sole discretion, City can request removal of Motorized Scooters in certain areas, and request that Bird cease deployment of Motorized Scooters in certain areas upon request of City. e. In the event a hurricane watch for the City area is issued, or upon request of the City Manager or the Manager’s designee, Bird shall pick up all Motorized Scooters located within the City within twelve (12) hours of the issuance of the watch or notification by the City. 8. RELOCATION REQUESTS a. Bird users and the general public can report Motorized Scooters 24/7 via the website, app, email, phone, or social media. b. Bird will dispatch a ground operations member within three hours between the hours of 9am-6pm on weekdays to deal with Motorized Scooters reported as obstructing the ROW. c. Requests received after normal business hours, weekends, and/or holidays will be handled as soon as practicable the following day. Bird shall provide the City with a 24-7 point of contact. d. City reserves the right to impound those improperly parked, deployed, or abandoned Motorized Scooters that create a nuisance or a life safety issue at the discretion of the City Manager or designee, In order to retrieve any impounded vehicle Bird must demonstrate proper proof of ownership and pay a $50 impoundment fee per device, reflecting the City’s 21 EXHIBIT “A” MOTORIZED SCOOTER PILOT PROGRAM OPERATIONS AND MAINTENANCE PLAN Page 17 of 17 enforcement, investigation, storage, and impound costs in accordance with Section 17.53 of the City Code. 9. MAINTENANCE AND SAFETY a. Every Bird vehicle shall be inspected for safety, with a recorded inspection history, at least once per month. Motorized Scooters requiring charging are picked up by our local operations team as a part of its daily responsibilities or are brought in by a member of our charger network. b. Bird’s local operations team shall be trained by professional mechanics and inspect the following: i.Handlebars ii.Brakes iii.Brake levers iv.Grips v.Tires vi.Bell vii.Wheel lock viii.Exposed wires ix.Rear fender x.Wheels xi.Rear red light xii.Front white light c. Once a vehicle has been repaired and/or cleaned, it will go through a quality assurance check before being processed for redeployment back into the field. 10. REPORTING a. Bird will provide, at a minimum, monthly reports to the City with aggregate usage data including: i.Number of users in the system ii.Number of trips generated for the month iii.Heat maps of usage trip showing top pick-up spots and drop-off spots iv.User route data v.Average trip length and trip time vi.Accident data for incidents involving motorized scooters vii.Number and nature of complaints logged by Bird electric scooter users and the general public. b. Bird will also provide additional data and information, at the request of the City, to assist with City oversight and transportation planning. 22