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VII.4. Approval of Micromobility Sharing Services License Agreement between the City of Hopkins and Pheenix USH, LLC DBA Spin; Elverum CITY OF HOPKINS City Council Report 2025-082 To: Honorable Mayor and Council Members Mike Mornson, City Manager From: Kersten Elverum, Director of Planning & Development Date: May 6, 2025 Subject: Micromobility Sharing Services License Agreement - Spin _____________________________________________________________________ RECOMMENDED ACTION MOTION TO approve the Micromobility Sharing Services License Agreement between the City of Hopkins and Pheenix USH LLC.,D/B/A Spin. OVERVIEW Hopkins had successful shared scooter programs in the 2022 season (Bird scooters in a Hopkins-only pilot program) and 2023 season (Spin scooters in partnership with SLP and Golden Valley). Hopkins staff was excited to continue Spin’s contract in 2024, but learned shortly before the 2024 season that Spin was acquired by Bird, and Bird had filed for Chapter 11 bankruptcy. The uncertainty surrounding Spin’s financial stability prompted the partnership of Hopkins, SLP, and Golden Valley to go back out and issue an RFP for other potential operators. We received no proposals and thus had no scooters in the 2024 season. In the interest of brining scooter service back for the 2025 season, on November Hopkins executed a Memorandum of Understanding with the cities of Minneapolis, St. Paul, the U of M, the Minneapolis Park & Recreation Board, SLP, and Hopkins and issued a joint Request for Applications. Individual cities retained the right to negotiate and execute contracts with operators individually. Three proposals were received and Spin and Lime were offered contracts for the 2025 season, with the option to be extended in future years at the discretion of the licensing cities. Hopkins’ 2025 Spin contract agreement is very similar to the 2023 version and has been reviewed by Public Works and Kennedy & Graven. In addition to safety and operational items, the key terms of the agreement are as follows: Duration – o Initial term is April 15, 2025 to November 1, 2025. o City has the ability to extend the term within the calendar year o Agreement can be renewed by the City for up to three additional years. Fees – o Licensee pays the annual fee of $500 o Plus a one-time fee of $3,750 for the delivery of 50 scooters. Planning & Economic Development Service Area – o City has the ability to GEO fence with 48 hour notice o Mainstreet is a slow zone – 10 mph maximum o City has the ability to rebalance and/or reduce distribution An agreement with Lime is still being negotiated. If acceptable terms are reached, Staff may also bring forward an agreement with Lime that would provide for two operators in the City of Hopkins in 2025. SUPPORTING INFORMATION • Micromobility Sharing Services License Agreement 1 DOCSOPEN\HP145\1\787247.v4-4/25/25 MICROMOBILITY SHARING SERVICES LICENSE AGREEMENT THIS MICROMOBILITY SHARING SERVICES LICENSE AGREEMENT (the “Agreement”) is made on this 18th day of April, 2025, by and between the City of Hopkins, Minnesota, a Minnesota municipal corporation (the “City”), and Pheenix USH LLC., D/B/A Spin (the “Licensee”) (individually, a “Party,” or collectively, “the Parties”). RECITALS WHEREAS, the City controls certain public rights-of-way located within its municipal boundaries (the “City’s Right-of-Way”); and WHEREAS, Licensee owns a fleet of micromobility bicycles and scooters intended or equipped for shared use by paying consumers from and within locations in the City’s Right-of- Way (individually, “Fleet Vehicles,” or collectively, “Licensee’s Fleet”); and WHEREAS, Licensee requires use of City’s Right-of-Way to facilitate the stationing, parking, and operation of the Fleet Vehicles within the City (“Licensee’s Operation”); and WHEREAS, this Agreement is intended to outline the terms and conditions for Licensee’s Operation during the term of the Agreement. AGREEMENT NOW, THEREFORE, in consideration of the premises and their mutual promises, the parties hereby agree as follows: 1. Incorporation of Recitals and Exhibits; Conflicting Terms. The above recitals and the exhibits attached are incorporated into this Agreement as if fully set forth in the Agreement. However, in the event of any conflict between the requirements in this Agreement and the requirements of the exhibits, the requirements of this Agreement shall control. 2. Additional City Permits. In addition to this License Agreement and its terms and conditions, Licensee shall obtain and follow the terms and conditions of all other City permits, including but not limited to an obstruction permit approved by the City Engineer. 3. Term of License. a. The City grants a license to Licensee to utilize a portion of the City’s Right- of-Way, for an initial term of April 15, 2025 to November 1, 2025. The City shall have the option to extend the end-date of the initial term based on weather and other conditions, to be exercised at the sole discretion of the City. Such extension shall not require an amendment to this Agreement. 2 DOCSOPEN\HP145\1\787247.v4-4/25/25 b. Following the initial term, the City shall have the option to renew for three (3) additional 12-month terms, to be exercised at the sole discretion of the City. c. Notwithstanding the term of this license, the City shall retain the authority to unilaterally limit or reduce the number of Fleet Vehicles under this Agreement. 4. Fees. a. Licensee shall pay the City an annual fee of $500.00 for this License Agreement. b. Licensee shall pay the City a one-time fee of $3,750 for the initial delivery and implementation of 50 scooters in the City; Licensee shall not be required to pay fees for any additional delivery and implementation of Fleet Vehicles. c. Licensee shall pay all additional fees required by the City to obtain an obstruction permit approved by the City Engineer. d. Licensee shall pay all other costs and fees, including impound fees, as described in this Agreement. e. Licensee shall pay the City for all costs or fees described in this Agreement within 30 days of receipt of an invoice. 5. Terms and Conditions for Use of the City’s Right-Of-Way. In addition to the terms and conditions in the attached Exhibit A, Licensee agrees to the following terms and conditions regarding Licensee’s Operation: a. Additional Fleet Size and Type Requirements. (1) The City reserves the right to unilaterally limit or reduce the number of Fleet Vehicles in Licensee’s Fleet under this Agreement. The City will notify Licensee of any increases or decreases applicable to Licensee’s Fleet under this section by sending written or emailed notice. Such increases or decreases shall not require an amendment to this Agreement. (2) The City reserves the right to temporarily geofence or close certain areas to use of the Licensee’s Fleet. The City will notify Licensee of such temporary geofencing or closure of areas applicable to Licensee’s Fleet under this section by sending written or emailed notice at least 48 hours in-advance. Such temporary geofencing or closure of areas shall not require an amendment to this Agreement. (3) Licensee shall distribute its Fleet Vehicles throughout the City in a 3 DOCSOPEN\HP145\1\787247.v4-4/25/25 manner that accounts for citizen demand, the City’s requests, and is consistent with this Agreement and all laws, regulations, and ordinances. Licensee shall not deploy Fleet Vehicles at inappropriate densities and shall monitor its Licensee Fleet density at least once every day and relocate vehicles as needed to comply with these density requirements. The City, in its sole discretion, may require Licensee to rebalance the distribution of Fleet Vehicles in specified areas of the City if deemed too dense or too sparse. b. Additional Fleet Scooter Equipment, Maintenance, and Safety Requirements. (1) Each Fleet Vehicle must visibly display Licensee’s logo or business name and shall have a unique identifier clearly displayed on each device for the purposes of conveying or documenting parking, safety, or other complaints, and for auditing the quantity and type of devices in Licensee’s Fleet. (2) Licensee shall provide to the City a comprehensive inventory of Licensee’s Fleet, including model, type, and unique identifier. Such inventory shall be proactively updated by the Licensee within five (5) business days, if or when vehicles are added or removed from Licensee’s Fleet. Licensee shall provide this inventory to the City upon request from the City within five (5) business days. (3) All vehicles in Licensee’s Fleet shall be equipped with both a locking mechanism to prevent theft and an operable mechanism to provide real-time location when a device is parked. (4) Licensee shall proactively remove any and all inoperable or unsafe vehicles from Licensee’s Fleet. (5) Licensee agrees that it will provide all users of Licensee’s Fleet with a summary of instructions and laws regarding riding, operating, and parking bicycles or scooters, including those set forth in Minnesota Statutes, Section 169.225, and any other law or regulatory provision applicable to the operation or parking of Fleet Vehicles. (6) Licensee agrees that it will either require or recommend the use of helmets to all users of Licensee’s Fleet in accordance with Minnesota Statutes, Section 169.225, and any other law, regulation, or ordinance applicable to the operation of Fleet Vehicles. (7) Licensee will maintain a comprehensive and complete record of all Fleet Vehicle collision reports received by Licensee or its contractor(s) during the term of this Agreement. The record shall include day, time, and location. A copy of such record shall be provided to the City within two (2) business days of a written or 4 DOCSOPEN\HP145\1\787247.v4-4/25/25 emailed request. (8) Licensee will implement and maintain a “Slow Zone” in the City on Historic Mainstreet from 11th Avenue to 5th Avenue, within which users of Fleet Vehicles may not exceed 10 miles per hour. (9) Licensee will implement geofencing at the Downtown Hopkins Light Rail Station in order to protect the ongoing construction project. c. Additional Fleet Vehicle Parking Requirements. (1) Licensee shall be solely responsible for monitoring and addressing Fleet Vehicle improper parking or dumping on private property or other public property not owned or controlled by the City. (2) Notwithstanding Section 5(c)(1), the City may impound illegally parked Fleet Vehicles in accordance with this Agreement. (3) Impound fees will be applied to any and all devices owned or controlled by Licensee as follows: $10.00 per impoundment, plus $5 for each full day after the Fleet Vehicle is impounded. d. Additional Data Collection/Sharing Requirements. Licensee agrees that it will provide any and all user or customer data in Licensee’s possession that is directly or indirectly related to active investigations into third party criminal behavior or claims of civil liability against the City by persons using or riding a Fleet Vehicle. 6. Rescission, Revocation, or Other Penalties. The City may rescind, revoke, suspend or modify this License after sending written notice to Licensee, in order to protect the public health, safety and welfare of the public or if Licensee violates any terms and conditions of this Agreement. If the City determines, in its sole discretion, that the public’s safety and welfare will be unduly compromised by the passage of time, the City may take action to remedy any violation or respond to any complaint at Licensee’s expense. If the City incurs any costs or damages arising out of such action, Licensee shall reimburse the City for such costs within 30 days of notice. 7. Ownership and Condition of the City’s Right-of-Way. This Agreement shall not be construed so as to transfer ownership or control of the City’s Right-of-Way to Licensee, or to any other party. The City makes no representations or warranties concerning the condition of the City’s Right-of-Way, or its suitability for use by Licensee, its contractors or customers. 8. Delegation of Power. This Agreement does not delegate or otherwise transfer the City’s power to regulate the Fleet Vehicles, Licensee’s Operation, and/or to enforce City ordinances or other laws, to Licensee, or to any other party. Licensee understands and agrees that ultimate decisions related to City enforcement against third parties and/or public compliance issues, shall remain within the City’s sole discretion. 5 DOCSOPEN\HP145\1\787247.v4-4/25/25 9. Compliance with Laws. Licensee agrees to comply with all applicable federal, state, and local laws as they may be adopted or amended from time to time. Licensee further acknowledges that its rights hereunder are subject to the lawful exercise of the power of the City to adopt, amend, and enforce ordinances, resolutions, and policies. 10. Removal Upon Order. Licensee shall remove any or all Fleet Vehicles or other property owned or controlled by Licensee upon being ordered to do so by the City. Licensee shall be responsible for restoring the City’s Right-of-Way to its original condition. The City shall not be liable for any damages resulting to Licensee by reason of such an order. Such removal and restoration of the City’s Right-of-Way will be at the sole expense of Licensee. Upon failure of Licensee to remove Fleet Vehicles or other property as ordered within a reasonable time period, the City may perform the removal or work at Licensee’s cost. 11. Non-Discrimination. Licensee will not discriminate against any employee or applicant for employment because of race, color, creed, religion, ancestry, sex, national origin, affection preference, disability, age, marital status, or status with regard to public assistance. Such prohibition against discrimination shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation and selection for training, including apprenticeship. 12. Insurance. Licensee must at all times maintain insurance meeting the requirements for all micromobility company operations in the attached Exhibit B. Proof of the required liability insurance shall be in the form of a certificate of insurance or some other form acceptable to the City Attorney and City Clerk. All liability insurance policies required in this Agreement shall name the City as any additional insured and shall provide that there shall be no cancellation of the policy for any cause, by the insured or by the insurance company, without first giving 10-days’ written notice to the city, addressed to the City Clerk. 13. Indemnification. Licensee shall indemnify and hold the City, the City’s public officials, employees and agents harmless from and against any and all liability, claims, demands, actions, and causes of action, including expenses and reasonable attorneys’ fees, for personal injuries, property damage, or for loss of life or property resulting from, or in any way connected with, Licensee’s use of City Right-of-Way, except the liability for personal injuries, property damages, or loss of life or property caused by the negligence and willful misconduct of the City. The indemnification provisions of this Agreement shall survive expiration, suspension, revocation and any other termination of this License. 14. Assignment or Transfer of Interest. Licensee shall not assign any obligation or interest in this Agreement, and shall not transfer any obligation or interest in the same either by assignment or novation without the prior written approval of the City. Notice of any such assignment or transfer shall be furnished to the City. Except as provided herein, Licensee shall not subcontract any services under this Agreement without prior written approval of the City of Hopkins department contract manager designated herein. 15. Independent Contractor Status. Nothing contained in this Agreement is intended to, or shall be construed in any manner, as creating or establishing the relationship of employer/employee between the parties. Licensee shall at all times remain an independent 6 DOCSOPEN\HP145\1\787247.v4-4/25/25 contractor with respect to the work and/or services to be performed under this Agreement. Any and all employees of Licensee or other persons engaged in the performance of any work or services required by Contractor under this Agreement shall be considered employees or sub-contractors of the Contractor only and not of the City; and any and all claims that might arise, including Worker's Compensation claims under the Worker's Compensation Act of the State of Minnesota or any other state, on behalf of said employees or other persons while so engaged in any of the work or services to be rendered or provided herein, shall be the sole obligation and responsibility of Contractor. 16. Retention of Records. Licensee shall retain all records pertinent to this License Agreement for a period of six years. 17. Minnesota Data Practices Laws Compliance. Licensee agrees to comply with the Minnesota Government Data Practices Act and all other applicable state and federal laws relating to data privacy or confidentiality. Licensee must immediately report to the City any requests from third parties for information relating to this License Agreement. Licensee agrees to hold the City, its officers, and employees harmless from any claims resulting from Licensee’s unlawful disclosure or use of data protected under state and federal laws. 18. Inspection of Records. All Licensee records with respect to Licensee’s obligations under this License Agreement shall be made available to the City or its designees, at any time during normal business hours, as often as the City deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. 19. Ownership of Materials/Intellectual Property. a. All finished or unfinished documents, data, studies, surveys, maps, models, photographs, reports or other materials furnished by the City in connection with this Agreement shall be the property of the City. b. The City may use, extend, or enlarge any document produced by the City under this Agreement without the consent, permission of, or further compensation to Licensee. c. Each party is the sole and exclusive owner of all right, title, and interest in and to its services, products, software, source and object code, specifications, designs, techniques, concepts, improvements, discoveries and inventions including all intellectual property rights thereto, including without limitations any modifications, improvements, or derivative works thereof, created prior to, or independently, during the term of this Contract. This Agreement does not affect the ownership of each party’s pre-existing, intellectual property. Each party further acknowledges that it acquires no rights under this Agreement to the other party’s pre-existing intellectual property, other than any limited right explicitly granted in this Agreement. 20. Contacts. The following are designated as official representatives for each of the Parties, and as points of contact for purposes of delivering or receiving notice, contract management, official requests, and all other communication contemplated under this License 7 DOCSOPEN\HP145\1\787247.v4-4/25/25 Agreement: For the City of Hopkins: TBD Hopkins City Hall 1010 1st Street South Hopkins, MN 55343 For the Licensee: Jimmy Gilman 382 NE 191st St PMB 20388 Miami, FL 33179 21. Entire Agreement. This License Agreement and attachments and other documents named, is the entire agreement between the parties. No modification of this Agreement shall be valid or effective unless made in writing and signed by the parties hereto. [remainder of page left intentionally blank] 8 DOCSOPEN\HP145\1\787247.v4-4/25/25 IN WITNESS WHEREOF, the parties have caused this Agreement to be duly executed in their names and on their behalves, and is effective as of the date first written above. CITY OF HOPKINS By: Patrick Hanlon Its: Mayor By: Michael Mornson Its: City Manager PHEENIX USH LLC By: John Lankford Its: Sr. Director of Partnerships & Policy A-1 DOCSOPEN\HP145\1\787247.v4-4/25/25 EXHIBIT A APPENDIX A: CITY OF HOPKINS BIKE AND SCOOTER SHARE ADDITIONAL TERMS All vendors operating bike and scooter sharing programs in the City of Hopkins must comply with the following terms and conditions: 1. PRODUCT SPECIFICATIONS, MAINTENANCE, AND SECURITY a. All bicycles and scooters used in sharing systems shall meet or exceed the standards outlined in the Code of Federal Regulations (CFR) under Title 16, Chapter II, Subchapter C, Part 1512 (“Requirements for Bicycles”), the safety standards outlined in ISO 43.150 – Cycles, subsection 4210, and any pertinent state of Minnesota statutes, regulations, or other laws. b. Any electric bicycles and scooters shall meet the National Highway Traffic Safety Administration’s (NHTSA) definition of low-speed electric bicycles and shall be subject to the same requirements as ordinary bicycles. This means that electric bicycles shall have fully operable pedals, an electric motor of less than 750 watts, and a top motor-powered speed of less than 20 miles per hour when operated by a rider weighing 170 pounds. c. All bicycles and scooters shall meet the State of Minnesota requirements described in Minnesota Statutes, Section 169.222, including those for lights during hours of darkness. This includes a front light that emits white light. Devices must comply with State of Minnesota requirements for rear visibility by providing a rear red light rather than a reflector. All bicycles and scooters shall include a light or reflector on the side in order to increase night visibility. d. Every bicycle and scooter shall have a unique identifier that is visible to the user on the bicycle and scooter. e. All vendors shall provide a mechanism for customers to notify the company that there is a safety or maintenance issue with the bicycle or scooter. All vendors shall provide a mechanism so that the company is able to receive and provide confirmation of receipt of the message at any time bikes or scooters are present within the public right-of-way or are available for use. f. Any inoperable bicycle or scooter, or any bicycle or scooter that is not safe to operate shall immediately be made unavailable for use and removed within 24 hours of receiving notice from the City or through the vendor’s own communications platforms. The bicycle or scooter shall be repaired before returning to revenue service. 2. INSURANCE AND INDEMNITY a. Vendors shall have commercial general liability insurance or the equivalent and additional coverages that include the terms contained in the standard City of Hopkins Insurance Requirements as found at the bottom of this document. b. Vendors shall sign and record an indemnification agreement indemnifying, defending and holding harmless the City. c. Vendors must agree that the City of Hopkins is not responsible for educating users regarding statutes, regulations, or other laws governing safe and legal operation of a bicycle or scooter as defined in State Statute. Vendors must also agree that the City is not responsible for educating users on how to ride or operate a bicycle or scooter. Vendors 2023 Request for Proposals for Micromobility Provider must agree to educate users regarding laws applicable to riding and operating a bicycle or scooter. A-2 DOCSOPEN\HP145\1\787247.v4-4/25/25 3. FEES AND REIMBURSEMENT a. Vendors shall pay any fees associated with obtaining obstruction permits from the Right of Way Division of the City’s Public Works Department for the permanent or seasonal installation of objects (excluding bicycles and scooters) in the right-of-way. b. Vendors shall pay an annual program administrative fee per bike or scooter to the City to cover costs associated with the City’s management and oversight of the vendor, as further defined in a contract between the City and the vendor. c. Vendors shall reimburse the City for any time spent by City crews or employees relocating or removing bicycles or scooters from any location where a device is prohibited under this permit or for relocating unused bicycles or scooters. The cost to be paid by the vendor will be established by the City. Payment by the vendors shall be made within 30 days. d. If any City department or office incurs any costs addressing or abating any violations of these requirements or incurs any costs of repair or maintenance of public property, the vendor shall reimburse the City for those costs. Upon receiving written notice of the City costs, the vendor shall reimburse the City for such costs within 30 days. 4. PARKING AND RIGHT-OF-WAY MAINTENANCE a. All parked devices must be in compliance with any local ordinances or state laws regarding bicycle and scooter parking at all times. All locations not identified as permitted bicycle or scooter parking locations in this document shall be understood to be locations where it is prohibited to park a shared bike or scooter, even in situations where those requirements are more stringent than those applying to privately-owned, non-fleet bikes or scooters. b. The City reserves the right to modify where or how dockless bicycles or scooters are permitted to be parked at any time at its sole discretion. c. An annual right-of-way permit must be applied for and approved by the City Engineer. The cost of this permit is additional to any other costs to be paid to the City under a micro mobility sharing agreement. The vendor must obtain approval from the Public Works Department prior to installing any objects in the right-of-way. d. For dockless bicycle or scooter share systems, bicycles and scooters shall be parked in the boulevard/furnishing zone of the public right-of-way or near a bicycle rack in the public right-of- way. e. Restrictions on eligible bicycle or scooter parking areas within the boulevard/furnishing zone: 1. In the Downtown, along Mainstreet from 6th Street South to 13th Street South, the vendor must create geofenced areas where vehicles may be parked, to be determined by the City. 2. In all areas other than Downtown, bicycles or scooters shall not be parked on blocks where the boulevard/furnishing zone is less than 3 feet wide, or where there is no boulevard/furnishing zone. A-3 DOCSOPEN\HP145\1\787247.v4-4/25/25 2023 Request for Proposals for Micromobility Provider 3. Any bicycle or scooter parked adjacent to a sidewalk must not obstruct a clear 5-foot pedestrian walkway on the public right-of-way. 4. The City reserves the right to determine certain block faces or locations where dockless bicycle or scooter share parking is prohibited. 5. Bicycles or scooters shall not be parked in the boulevard/furnishing zone in a manner that is adjacent to, within, or blocking: a. Pedestrian curb ramps; b. Fire Hydrants; c. Parklets; d. Sidewalk Cafes; e. Transit zones, including bus stops, shelters, passenger waiting areas, and bus layover and staging zones, except at existing bicycle racks; f. Signed loading zones; g. Disability parking areas; h. Street furniture that requires pedestrian access (for example, benches, parking pay stations, trash bins, bus shelters, transit information signs, permitted sidewalk patios, etc.); i. Entryways; j. Outwalks; k. Driveways; and l. Slopes sufficiently steep that devices cannot stay upright. f. Additional parking zones may also be established within public right-of-way where sufficient space exists, at the sole discretion of the City. An example may include using in street bike corrals, subject to Public Works installation requirements and annual permit fees. g. Additional parking zones may be established outside of public right-of-way; for example, locations within parks, schools, publicly accessible plazas, off-street parking lots/garages, or campuses. However, vendors must obtain permission to do so from the appropriate City department, agency, or property owner. These additional parking zones shall be communicated to the customer through signage, through the mobile and web applications, or through other means as approved by the City and property owner. h. The City retains the right to, at any time, require vendors to create or eliminate geo fenced stations within certain areas where bicycles and scooters shall be parked, particularly in downtown or in other congested areas. Any geofenced areas must be submitted to the City in an electronic format as requested by the City. The City may also, at its sole discretion, create or require vendors to create new geo-fenced areas. i. Bicycles and scooters shall be parked upright when parked. Bicycles and scooters shall be equipped with a kickstand to allow them to be parked upright without leaning against another object, bicycle, or scooter. j. Vendors shall inform customers how to park a bicycle and scooter properly. Vendors agree that the City has no responsibility to help customers understand parking requirements. Bike and scooter share vendors bear all responsibility in the event of incorrectly parked bikes and scooters. A-4 DOCSOPEN\HP145\1\787247.v4-4/25/25 2023 Request for Proposals for Micromobility Provider k. Vendors shall provide contact information on every bicycle or scooter for relocation requests. The vendor must be able to receive relocation requests at any time the bike and scooter share system is in operation and/or bicycles or scooters are located within the public right-of-way. l. Any bicycle or scooter that is parked incorrectly shall be re-parked in a correct manner or shall be removed by the vendor without prior notice from the City. m. Upon receiving notification of an incorrectly parked bicycle or scooter from the City or through the vendor’s own communication platforms, the vendor shall re-park, rebalance, or remove the bicycle or scooter within the following timeframes, whichever applicable: i. 6am to 8pm on weekdays, not including public holidays - within two hours of receiving notice; and ii. All other days and times – within 10 hours of receiving notice. n. Upon receiving notification from the City or through the vendor’s own communication platforms of a bicycle or scooter parked or left in any manner that poses an immediate safety threat to any persons, the vendor shall remove the bicycle or scooter immediately. In such an event, the City may also abate the nuisance without notifying the vendor. The vendor shall reimburse the City for the cost of abatement. o. Any bicycle or scooter located in the right-of-way must be cleared of snow by the vendor within 24 hours of a snow event and parked in a location where snow has been cleared. In most areas, the boulevard/furnishing zone is typically used for snow storage. Clearing snow to create parking spaces is the sole responsibility of the vendor. Vendors are prohibited from pushing snow into the street, the shoulder of a street, or against objects or structures that may be damaged. 5. IMPLEMENTATION AND OPERATIONS a. The service area will be defined as the City of Hopkins municipal boundaries. The City may adjust the service area at its sole discretion. The vendor may not modify the area of bike or scooter sharing operations without approval from the Director of Public Works. b. Vendors shall have a staffed operations center in the City of Hopkins or within 25 miles. c. Vendors shall maintain a 24-hour customer service phone number and email address for customers and City staff to report safety concerns, complaints, or ask questions. d. Vendors shall provide the City with a direct contact for bicycle or scooter share company staff that is capable of removing or rebalancing bicycles or scooters. e. Vendors shall maintain a minimum bicycle and scooter fleet within the City, electric or otherwise. Vendors shall meet this fleet size within four weeks of initial launch date. f. Vendors are limited to 50 bicycles or scooters during the first month of operation. After the first month, vendors may request permission from the City to expand in 50-unit intervals. Permission to increase the fleet size will be granted by a designated Contract Administrator for the City based, in part, on the vendor’s performance in meeting the requirements of this document as well as a demonstrated need for more devices. g. Vendors shall notify the City two weeks in-advance of any proposed increase or decrease to their fleet size and include any additional program administrative fee. A-5 DOCSOPEN\HP145\1\787247.v4-4/25/25 2023 Request for Proposals for Micromobility Provider h. All vendors shall relocate or rebalance bicycles and scooters upon receiving a request from the City based on the following timeframes, whichever applicable: i. 6am to 8pm on weekdays, not including public holidays - within two hours of receiving notice from the City; and ii. All other days and times – within 10 hours of receiving notice from the City. i. Any dockless bicycle or scooter that is parked in one location for more than 7 consecutive days without moving may, at the City’s sole discretion, be removed by the City and taken to a City facility for storage at the expense of the vendor. The cost to be paid by the vendor will be established by the City. j. Vendors will be required to immediately rectify an excessive accumulation of bicycles or scooters in a concentrated area. It is at the sole discretion of the City to determine what constitutes an excessive accumulation. k. Any bicycle or scooter that is found to be parked outside of the defined service area will be removed or relocated by the vendor, unless the vendor has a formal agreement to operate in that jurisdiction. l. Vendors must utilize an internal demand/user behavior management component capable of determining the location of all bikes and scooters at all times to aid in rebalancing and preventing the excessive accumulation of devices in a concentrated area. 6. TECHNOLOGY AND DATA SYSTEMS a. All service and system data, except for users’ Personally Identifiable Information (PII) as defined in Section 7, must be made available to the City at no cost on a real-time and historical basis. b. Any data provided to the City shall be considered public data, unless otherwise defined as not public data under state law, and the City is permitted to display or otherwise distribute such data at its sole discretion. c. All vendors shall provide a monthly report. Report data shall be based on calendar months (i.e., July 1st – 31st) and be submitted by the 15th day of the succeeding month. Reports shall provide the following information: i. Number of rides for the previous month; ii. Number of bikes and scooters in service; iii. Number of bikes and scooters out of service (damaged or otherwise); iv. Safety reports on any crashes involving operators’ bicycles and scooters; v. Aggregated repair information on operators bicycles and scooters by type of repair; vi. Any instances of illegal/unauthorized parking and corrective action taken by the vendor, including response time; vii. Data regarding rebalancing efforts; viii. Bike and scooter distribution and GPS-based natural movement in heat map format; ix. Summary of customer comments/complaints and resolution; x. Summary of theft/vandalism and resolution; xi. Aggregated system usage, including total unique users, total miles ridden, total number of rentals, average rental duration; and A-6 DOCSOPEN\HP145\1\787247.v4-4/25/25 2023 Request for Proposals for Micromobility Provider xii. Disaggregated user counts for each of the following demographic variables for active riders during the monthly period: gender (ensure inclusivity), age (matching Census brackets: under 5 to 85 years and over, in groups of 5), race (matching Census race descriptions), residential zip code (including riders who reside outside the City of Hopkins), and number of active riders and miles traveled by riders who reside in designated corridors, to be defined by the City of Hopkins. Each variable should be paired with all system usage variables listed under section 6(C)(11). d. The following data must be provided to the City no less frequently than within 15 days succeeding the month in which the event(s) occur(s). Anonymized trip data that includes the origin and destination, trip duration, date and time of trip, and route traveled. This information is to be provided via a standard GIS format (i.e., REST/WFS/shapefile/file geodatabase/etc.), and match the schema outlined below: Field name Format Description Company Name [company name] n/a Type of device “Standard” or “Electric” n/a Trip record number xxx0001, xxx0002, xxx0003, … 3- letter company acronym + consecutive trip # Trip duration HH:MM:SS n/a Trip distance US Feet n/a Start date MM, DD, YYYY n/a Start time HH:MM:SS (00:00:00 – 23:59:59) n/a End date MM, DD, YYYY n/a End time HH:MM:SS (00:00:00 – 23:59:59) n/a Start location X,Y n/a End location X,Y n/a Device ID number xxxx1, xxxx2, … Unique identifier for every bicycle and scooter, determined by company, and documented in section 1(d). Route Shape: lines n/a e. Real-time data must be in a documented and City-agreed format. The City reserves the right to require a specific application program interface (API) for real-time data publishing, public consumption, and submission to the City. f. All vendors of dockless service models will make the following bicycle and scooter service data available in real-time and at no cost to the general public: Field name Format Description GPS Coordinate X, Y n/a Availability duration Minutes n/a Availability start date MM, DD, YYYY n/a Availability start time HH:MM:SS (00:00:00 – 23:59:59) May be combined with start date. Fuel Level 0 – 100% If electric. Fall Over Binary If equipped: Yes/1/True = Bicycle/Scooter has fallen over. No/0/False = Bicycle/Scooter is upright. g. Dock-based service models will make all service and system data available publicly using the General Bikeshare Feed Specification (GBFS) format. Vendors are exempt from section 6(f) if all required variables listed in section 6(f) are served by their publishing of the GBFS format. Vendors must also ensure similar data is available for scooters. h. If geofenced station areas are created by the operators as defined in section 4(h), the City shall receive a standard GIS format file (i.e., shapefile, file geodatabase, etc.) with the station areas prior to enabling them in the system. Any updates to geofenced areas shall be provided to the City as a new version of the dataset prior to taking effect. i. Vendors shall provide City staff with up to 10 unlimited licenses to use the system to aid in system oversight, monitoring quality control, verifying user experience and device maintenance standards, validating data, and aiding in device relocation efforts when necessary. j. All references to spatial data and positional coordinates shall be accurate to within 3 meters or less. A-7 DOCSOPEN\HP145\1\787247.v4-4/25/25 2023 Request for Proposals for Micromobility Provider k. Computer and other technical systems should maintain current security standards sufficient to protect users’ PII data, as defined in section 7. Security methods should meet or exceed industry standards for: data encryption, antivirus, firewall, user account reclamation, brute-force lockouts, minimum password requirements for users and staff, and minimum necessary data transference. System security is the sole responsibility of the Vendor. 7. CONSUMER PROTECTION a. The City will use the definition of Personally Identifiable Information (PII) as defined by Government Accountability Office publication GAO-08-536 and accepted by National Institute of Standards and Technology via publication 800-122 for any information about an individual, including: i. Any information that can be used to distinguish or trace an individual’s identity, such as name, Social Security number, date and place of birth, mother’s maiden name, or biometric records; and ii. Any other information that is linked or linkable to an individual, such as medical, educational, financial, and employment information. The following non exhaustive list will serve as examples of PII: 1. Name (in whole or in part), 2. Home Address, 3. Email Address, 4. Social Security Number, 5. Passport Number, 6. Citizenship, 7. Driving License Number, 8. User Photos, 9. Credit Card Numbers, 10. Social Media Accounts, 11. Digital Identity, 12. Genetic Information, 13. Age, 14. Race, 15. Telephone Number, 16. Usernames/Login Information, and 17. Financial Information b. Users’ PII may not be shared, sold, traded, or given to any third party without the users’ consent except for the express purpose of fulfilling service needs and contractual requirements with the City of Hopkins, and as required by law. This prohibition includes but is not limited to: related organizational entities, such as parent corporations and subsidiaries; marketing and advertising firms; political organizations; religious organizations; financial entities; other governmental agencies; and private parties. c. Vendor staff access to users’ PII shall be limited to the minimum access necessary to ensure these terms and conditions. Internal staff security protocols shall be established to maintain the security of users’ PII and technical systems. 8. TERMINATION AND CONTRACT AMENDMENTS a. The City shall have the right to amend the contract between the City and a vendor at any time for any reason. The City will notify all vendors of any amendment and a reasonable time-period for which to comply. If compliance is not made within the specified time period, then the City shall have the right to terminate the contract. b. The City shall reserve the right to terminate the contract between the City and a vendor at any time and require that the entire fleet of bicycles and scooters be removed. The decommissioning shall be completed within 30 days unless a different time-period is determined by the City. B-1 DOCSOPEN\HP145\1\787247.v4-4/25/25 EXHIBIT B APPENDIX B: INSURANCE SPECIFICATIONS FOR CITY CONTRACTS Contractor shall not commence work under the contract until it has obtained all the insurance described below and the City has approved such insurance. Contractor shall maintain such insurance in full force and effect throughout the term of the contract. Contractor is required to maintain and furnish satisfactory evidence of the following insurance policies: 1. Workers’ Compensation Insurance Except as provided below, Contractor must provide Workers’ Compensation insurance for all its employees and, in case any work is subcontracted, Contractor will require the subcontractor to provide Workers’ Compensation insurance in accordance with the statutory requirements of the State of Minnesota, including Coverage B, Employer’s Liability. If Minnesota Statutes, Section 176.041 exempts Contractor from Workers’ Compensation insurance, or if the Contractor has no employees in the City, Contractor must provide a written statement, signed by an authorized representative, indicating the qualifying exemption that excludes Contractor from the Minnesota Workers’ Compensation requirements. If, during the course of the contract, the Contractor becomes required under law to provide Workers’ Compensation, the Contractor must comply with the Workers’ Compensation insurance requirements herein and provide the City with a certificate of insurance. 2. Commercial General Liability Insurance Contractor is required to maintain insurance protecting it from claims for damages for bodily injury, including sickness or disease, death, and for care and loss of services as well as from claims for property damage, including loss of use which may arise from operations under the Contract whether the operations are by the Contractor or by a subcontractor or by anyone directly or indirectly employed by the Contractor under the contract. Insurance minimum limits are as follows: $1,500,000 – per occurrence $2,000,000 – annual aggregate $2,000,000 – annual aggregate – Products/Completed Operations The following coverages shall be included: • Premises and Operations Bodily Injury and Property Damage • Personal and Advertising Injury • Blanket Contractual Liability • Products and Completed Operations Liability B-2 DOCSOPEN\HP145\1\787247.v4-4/25/25 3. Commercial Automobile Liability Insurance Contractor is required to maintain insurance protecting it from claims for damages for bodily injury as well as from claims for property damage resulting from the ownership, operation, maintenance or use of all autos which may arise from operations under this contract, and in case any work is subcontracted the contractor will require the subcontractor to maintain Commercial Automobile Liability insurance. Insurance minimum limits are as follows: $1,500,000 – per occurrence Combined Single Limit for Bodily Injury and Property Damage In addition, the following coverages should be included: • Owned, Hired, and Non-owned Automobiles. 4. Professional/Technical (Errors and Omissions) Liability Insurance This policy will provide coverage for all claims the contractor may become legally obligated to pay resulting from any actual or alleged negligent act, error, or omission related to Contractor’s professional services required under the contract. Contractor is required to carry the following minimum limits: $1,000,000 – per claim or event $2,000,000 – annual aggregate Any deductible will be the sole responsibility of the Contractor and may not exceed $50,000 without the written approval of the City. If the Contractor desires authority from the City to have a deductible in a higher amount, the Contractor shall so request in writing, specifying the amount of the desired deductible and providing financial documentation by submitting the most current audited financial statements so that the City can ascertain the ability of the Contractor to cover the deductible from its own resources. The retroactive or prior acts date of such coverage shall not be after the effective date of this Contract and Contractor shall maintain such insurance for a period of at least three (3) years, following completion of the work. If such insurance is discontinued, extended reporting period coverage must be obtained by Contractor to fulfill this requirement. 5. Additional Insurance Conditions Contractor’s policies shall be primary insurance to any other valid and collectible insurance available to the City with respect to any claim arising out of Contractor’s performance under this contract. The City may require that it be named on any of the above-required policies. Contractor’s policies shall not be cancelled without at least thirty (30) days’ advanced written notice to the City, or ten (10) days’ written notice for non-payment of premium. Contractor shall provide the City with any notice of cancellation of any policy for any reason within 10 days of receipt. Contractor is responsible for payment of Contract related insurance premiums and B-3 DOCSOPEN\HP145\1\787247.v4-4/25/25 deductibles. If Contractor is self-insured, a Certificate of Self-Insurance must be attached. Contractor’s policies shall include legal defense fees in addition to its liability policy limits, with the exception of the professional liability insurance. Contractor shall obtain insurance policies from insurance companies having an “AM BEST” rating of A- (minus); Financial Size Category (FSC) VII or better, and authorized to do business in the State of Minnesota; and An Umbrella or Excess Liability insurance policy may be used to supplement the Contractor’s policy limits on a follow-form basis to satisfy the full policy limits required by the Contract. The City reserves the right to immediately terminate the contract if the Contractor is not in compliance with the insurance requirements and retains all rights to pursue any legal remedies against the contractor. All insurance policies must be open to inspection by the City, and copies of policies must be submitted to the City’s authorized representative upon written request. The Contractor is required to submit a Certificates of Insurance acceptable to the City as evidence of the required insurance coverage requirements. The City reserves the right to modify the insurance requirements for any particular project.