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RFP No. 4463_North Central Service Corridor_FINAL 175 W. Jackson Blvd, Suite 1650 Chicago, IL 60604 312-913-3200 rtachicago.org REGIONAL TRANSPORTATION AUTHORITY (“RTA”) REQUEST FOR PROPOSAL (“RFP”) REQUISITION NO. 4463 (2018) for NORTH CENTRAL SERVICE CORRIDOR ANALYSIS AND IMPLEMENTATION PLAN Required for use by CAPITAL PROGRAMMING AND PLANNING DEPARTMENT PROPOSALS WILL NOT BE ACCEPTED AFTER THE DUE DATE AND TIME Confidentiality and Non-Disclosure: Firms requiring assistance shall contact Annisha Whittaker, Procurement Specialist, at (312) 913-3225. Firms, including all team sub-consultants, who contact any RTA personnel, either verbally or in writing, directly or indirectly, concerning this solicitation package, are in violation of the procedures for this procurement and any submitted proposals may be disqualified. Proposals may be subject to disclosure under the Freedom of Information Act, 5 ILCS 140/1 et seq. Proprietary information will be protected to the full extent of the RTA’s ability, provided that the owner of the information clearly identifies those portions of the proposal containing proprietary information. This selection process is unique to the Scope of Work described herein and notwithstanding any other proposal, qualification or bid requests provided by the Regional Transportation Authority. Proposers must comply with the requirements as defined in this RFP. www.rtachicago.org RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 2 TABLE OF CONTENTS I. INTRODUCTION ...................................................................................................................... 4 II. BACKGROUND ........................................................................................................................ 4 III. INTENT AND PURPOSE ........................................................................................................... 5 IV. SCOPE OF SERVICES ............................................................................................................... 6 V. GENERAL INSTRUCTIONS ..................................................................................................... 11 VI. PROPOSAL REQUIREMENTS ................................................................................................. 14 VII. EVALUATION PROCESS AND CRITERIA ................................................................................. 17 LIST OF ATTACHMENTS ATTACHMENT A - STUDY AREA MAP LIST OF APPENDICES APPENDIX A - SAMPLE AGREEMENT - DO NOT EXECUTE APPENDIX B - EEO REQUIREMENTS APPENDIX C - DISADVANTAGED BUSINESS ENTERPRISE APPENDIX D - INSURANCE REQUIREMENTS APPENDIX E - PROTEST PROCEDURES APPENDIX F - NON-COLLUSION AFFIDAVIT APPENDIX G - VENDOR/CONTRACTOR CERTIFICATION APPENDIX H - RTA CERTIFICATIONS AND ASSURANCES APPENDIX I - VENDOR REFERENCE FORM APPENDIX J - PRICE PROPOSAL APPENDIX K - TABLE OF EXCEPTIONS APPENDIX L - LOBBYING RESTRICTIONS APPENDIX M - FTA FISCAL YEAR CERTIFICATIONS AND ASSURANCES RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 3 KEY INFORMATION 1. RESPONDENT CONTACT WITH THE RTA The Manager of Procurement and Contracting, has identified below the sole point of contact regarding this RFP from the date of issuance until selection of the successful proposer(s): Annisha Whittaker, Procurement Specialist Regional Transportation Authority Procurement and Contracts 175 W. Jackson Blvd, Suite 1650 Chicago, Illinois 60604 Phone: (312) 913-3225 E-mail: whittakera@rtachicago.org 2. SUBMISSION DEADLINE AND PROCUREMENT TIMETABLE The following dates are set forth for informational and planning purposes; however, the RTA reserves the right to change the dates. Date of Issuance ............................................................................ April 30, 2018 Pre-Proposal Conference ........................................ May 11, 2018 at 10AM, CST RTA encourages all interested firms to attend the Pre-Proposal Conference. Questions Due Date and Time................................. May 14, 2018 at 10AM, CST Proposal Due Date and Time ................................... May 31, 2018 at 11AM, CST Oral Presentation (if applicable)......................................Week of June 11, 2018 3. QUESTIONS All questions must be submitted through the RTA Procurement Portal (https://rtachicago.procureware.com/) no later than Monday, May 14, 2018 at 10AM, CST. Respondents shall only communicate with the Manager, Procurement and Contracting regarding this RFP and the proposal submitted under it. Responses to questions will be provided to all Respondents, in the form of an Addendum to the RFP if the RTA determines that it is in its best interest. Any questions received after the above - mentioned due date and time will likely be unanswered. The RTA reserves the right, at its sole discretion, to respond to such questions. 4. SUBMISSION INFORMATION The RTA invites Respondents to submit an electronic proposal for the above described Requisition. Respondents shall upload all documents via the RTA Procurement Portal at: https://rtachicago.procureware.com/. Respondent shall bear all costs of responding to this solicitation. PROPOSALS WILL NOT BE ACCEPTED AFTER THE DUE DATE AND TIME RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 4 I. INTRODUCTION The Illinois State Legislature created the Regional Transportation Authority (“RTA”) in 1974 to provide public transportation in the six-county area surrounding Chicago in northeastern Illinois. These counties are Cook, DuPage, Kane, Lake, McHenry and Will, covering approximately 3,700 square miles and serving approximately eight million residents. In 1983, the RTA Act was amended with substantial changes made to the RTA's organization, funding and operations. The amended Act created three "service boards" known as the Chicago Transit Authority (CTA), Metra commuter rail, and Pace suburban bus, including paratransit. The RTA's primary responsibilities are now financial and budget oversight of CTA, Metra, and Pace, and regional transit planning issues. The RTA's mission is to ensure a fiscally sound, comprehensive and coordinated transit system in northeastern Illinois. It is governed by a sixteen -member Board of Directors which employs an Executive Director to administer and manage the organization. The RTA region encompasses a complex transit network of bus routes, urban and commuter rail lines, vanpools and paratransit service covering a six-county region in Northeastern Illinois. The RTA plays a vital role in financing the region’s public tran sit system. The agency is responsible for overseeing the region’s operating budget and capital program including developing revenue estimates and forecasts of regional sales tax receipts, issuing bonds to provide funding for capital investments and approving and monitoring the annual budgets of each of the Service Boards (CTA, Metra and Pace). The RTA is also responsible for approving and monitoring the two and five year capital programs of each of the Service Boards, as well as conducting regular oversight audits to verify the Service Board’s financial information, evaluate compliance with statutes and regulations, develop assessments of program effectiveness and efficiency, and provide recommendations for improvements. Additional information can be obtained at www.rtachicago.org. II. BACKGROUND Metra’s North Central Service (NCS) extends from Chicago Union Station (CUS) in downtown Chicago to Antioch. In addition to CUS, it provides service to 17 stations on its 53 -mile route and has an average weekday ridership of 5,800, which ranks 10th of Metra’s 11 rail lines. The Canadian National (CN) freight railroad owns 40 of the 53 total route miles on the NCS, specifically, the segment north of the junction with the Milwaukee District West (MD -W). Metra invested heavily to expand CN corridor capacity, initially to introduce commuter service and later to expand the commuter service, while each municipality also invested in the development and expansion of station facilities. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 5 The NCS began operations in August of 1996 as the first new commuter rail line in Northeast Illinois in 70 years. Service on the line began with eight trains each weekday, but was quickly expanded to 10 weekday trains in December 1996. In January 2006, Metra increased service on the line to 20 weekday trains and opened four new stations at Belmont Avenue/Franklin Park, Schiller Park, Rosemont and Washington Street/Grayslake. This effort to enhance the line also included a commuter parking expansion for several stations and track improvements to allow NCS trains to run express over the segment shared by the NCS and MD -W. In December 2006, Metra added two additional trips to introduce express trains to the line, resulting in 22 total weekday trains. Despite the improvements implemented in this project, the NCS has never had weekend service and off-peak and reverse-peak service remains sparse. Although this project resulted in a notable ridership increase, NCS service remains significantly lower than nearby Metra lines, such as the Milwaukee District North (MD-N), which has 60 weekday trains. Although stakeholder communities have expressed interest in increasing service, Metra approved a 2018 operating budget of $797.2 million that included fare increases and, for the first time, cuts in service in order to close a $45 million budget deficit caused by rising expenses, a reduction in state aid and disappointing sales tax revenues. Metra also proposed a 2018 capital budget that totals $196.8 million from its available funding sources – only one-sixth of its estimated annual need. As a result, service on the NCS was affected by the schedule changes implemented, with two inbound A.M. rush hour trains combined and two outbound P.M. rush hour trains combined, reducing the overall weekday trains to 20. Furthermore, this has led local stakeholders to pursue potential partnerships and innovative funding strategies to explore the possibilities for improving NCS service. The RTA, through its Community Planning Program, will support the community stakeholders’ efforts by bringing together a multi-jurisdictional group of stakeholders to develop a collaborative study that will provide valuable information and implementation strategies for pursuing transit improvements in this area of the region . III. INTENT AND PURPOSE The RTA is seeking consultant services for a community planning study in the North Central Service (NCS) Corridor. This project will explore ideas and options to increase service on the NCS, as well as potential funding mechanisms and implementation stra tegies. Considering Metra’s current financial circumstances, communities along the NCS who support more frequent Metra service find it necessary to pursue an alternative approach by creating partnerships between local governments and other funding agencies to pursue the resources needed for improved service through innovative funding and implementation strategies. With its proximity to O’Hare airport and job markets in the north and northwest suburbs, more frequent service on the NCS would benefit both the communities along the corridor and the region, at large. As the communities along the NCS line grow, Metra service will also play an increasing critical role in their economic development success by supporting transit -oriented development (TOD) and improving mobility for the residents living along the corridor. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 6 This project will accomplish two (2) major goals toward improving NCS service: (1) study the line to identify the major investments needed to accommodate more service and provide a coordinated vision for the future for the stakeholder group that will champion this effort ; and (2) It will analyze a variety of funding mechanisms (including non-traditional strategies that are not widely adopted), provide parameters for legal authority to implement the plan, recommend consensus building strategies, and outline implementation tasks. Given the scale and unconventional nature of this project, a broad and dynamic approach is necessary for success. As project sponsor, the Village of Mundelein will work closely with Lake County Transportation Alliance to provide input and guidance during the process. As an advocacy group organized around implementing transportation improvements and reducing congestion at the county level, the Lake County Transportation Alliance has significant experience coordinating projects with multi-jurisdictional stakeholders. The project sponsor will work in partnership with a Steering Committee to inform the consultant team’s work, review deliverables, and meet throughout the course of the project to discuss progress, deliverables and the project’s overall direction. The Steering Committee will consist of representatives from local governments with NCS stations, Lake County Transportation Alliance, Lake County and Cook County governments and transportation departments, Metra, Pace, Canadian National (CN) and RTA. Due to the large study area, there are a number of potential stakeholders that may wish to be involved in this project, such as municipalities on the corridor without a station and major employers in the area. Therefore, steps will be taken to ensure that these additional stakeholders have opportunities to offer their feedback on the project, such as forming a sub -committee, distributing a survey, or other means to be decided by the Steering Committee and consultant team. The consultant team will hold at least four (4) meetings with the Steering Committee throughout the project for the kickoff and review key deliverables such as the existing conditions report, draft recommendations and implementation strategies and the final report. All major deliverables will be provided to the Steering Committee for review, at least two weeks prior to Steering Committee meetings. IV. SCOPE OF SERVICES The study area (reference Attachment A – Study Area Map) will include the entire NCS rail corridor between Antioch Station and CUS that consists of two (2) distinct sections with unique characteristics: the segment of the corridor between Antioch and the B-12 junction, which CN owns, and the segment between the B-12 junction and CUS, which Metra owns. In addition to right-of-way ownership, these segments are also distinct in terms of operations and infrastructure. Due to the station locations and existing conditions, the CN -owned segment will be the primary focus of the study; however, the Metra-owned segment will also be considered in the study. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 7 The following tasks outline the general approach the consultant team should take to prepare the plan. Proposals should expand on the approach for each of the tasks: Task 1: Project Initiation and Steering Committee Kick-Off Meeting The consultant team will first coordinate with the Village of Mundelein, the Lake County Transportation Alliance and the RTA to establish a project timeline, project managemen t plan, and plan the kick-off meeting. The consultant team will then assemble a contact list for the Steering Committee members and distribute invitations. The kick-off meeting will be an opportunity to present the project scope of work, discuss the role of the Steering Committee, discuss public engagement, review the project timeline and discuss data collection needs. Deliverables: project management plan, project timeline, steering committee contact list, kick - off meeting agenda. Task 2: Research and Analyze Existing Conditions Task 2 will address two (2) key areas of study: the current characteristics of the overall railroad infrastructure and NCS service and ridership. This task will require close coordination with Metra and CN as infrastructure and freight operations data are largely unavailable to the public. The consultant team will perform a thorough study of the NCS rail corridor with a focus on the relationship between the existing conditions and the capacity and mechanisms to add service. The existing conditions report will address corridor elements such as capacity, current freight and passenger train volumes, vital infrastructure points (e.g. junctions, bridges and signal towers), infrastructure condition (state of repair), right-of-way ownership, and current funding sources for operations and capital projects. Much of the existing conditions information and data is already available from Metra and the RTA. The report will also include data on Metra service and ridership, as well as projected population growth and population demographics along the corridor, as a basis for analyzing the potential ridership benefits of increased service. This aspect of Task 2 will be a broad -level analysis, rather than a detailed ridership projection, as the focu s of the study is operational improvements. Additionally, the consultant team will gather qualitative data such as any operational agreements that apply to the railroad, as well as any relevant plans, policies and capital improvement projects related to Metra, CN or any other corridor stakeholders. The study will also consider the additional contractual constraints of operating additional service: Metra cannot add trains into CUS without Amtrak’s approval and Canadian Pacific (CP) has input into off-peak trains added to the Milwaukee District West Line. The consultant team will also engage with leadership staff at both Metra and CN to identify their priorities for future operations on the corridor. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 8 Deliverables: the consultant team provides a draft existing conditions report to the Steering Committee for review and comment. The document will be in draft format throughout the duration of the study and will summarize the data described above and will be presented with a heavy emphasis on graphics such as annotated maps, charts and photos. Task 3: Public Outreach Public outreach efforts will focus on residents of communities with NCS stations and other key stakeholders not included on the Steering Committee. Due to the number of potential stakeholders for this project, a sub-committee or other outlet should be included for interested parties who are not on the Steering Committee, but have a stake in the project such as nearby municipalities without stations, major employers, and community groups . Online resources and possibly a special meeting could be provided to offer the sub-committee a forum to interact and provide input on the study. Public outreach to residents could take place in the form of a survey to gauge public interest in enhanced NCS service and identify resident transit needs. Communities with stations on the corridor will assist in survey distribution with the consultant team providing standardized outreach materials and timeframe guidance. Major employers located near the corridor may also be engaged to consider employee transit demand. Due to the large scale of the study area, public outreach efforts should be designed to reach a broad audience in a cost-efficient manner. Deliverables: A detailed public engagement plan outlining the strategies mentioned above and identifying when in the process the public meetings will be held; a project website that is regularly updated. Task 4: Strategic Investments Report The consultant team develops a document cataloging strategic investments and cost sha ring opportunities that are necessary for increasing passenger service capacity on the NCS, which may include major infrastructure projects, land acquisition, operations costs, or other relevant investments. Due to the lack of engineering plans for many of the projects that will be considered, this document is intended to provide an overview-level of information with rough estimates for cost and other key details such as challenges to implementation and potential funding sources. Projects will also be prioritized based on their importance to preparing the corridor for more passenger service and their ability to facilitate sustainable solutions over time. Much of the information required to complete Task 4 will be available in Metra’s System- wide Cost Benefit Analysis, which is expected to be complete in early 2018. This study examines RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 9 potential systematic improvements to each of Metra’s 11 existing rail lines and evaluates potential major infrastructure improvements on the NCS. Furthermore, Task 4 will identify any contractual agreements, involving Metra, CP and Amtrak, that may be required to increase NCS service, as well as any challenges they may pose to implementation. Deliverables: a draft version of the Strategic Investments Report as defined in Task 4 will be presented to the Steering Committee for review and finalized based on feedback. Task 5: Implementation Plan The Implementation Plan provides a framework for pursuing funding sources in addition to the current transit funding structure that can support NCS service enhancements; it will address four key elements:  Formation and coordination of an implementation organization: this section of the plan will determine an implementation outline, identify potential members of a stakeholders group to lead implementation efforts, recommend potential organizational structures and identify any corresponding legal needs for its creation, and create a coordination plan for meetings and communication.  Potential funding mechanisms: this section of the plan will identify potential funding mechanisms for investing in infrastructure and operational improvements to the NCS , in addition to the transit funding sources currently in place, and evaluate their potential to generate funds. It will consider a broad range of mechanisms, including those that are commonly employed at the regional, state and national levels, as well as innovative and creative approaches that may not be permitted under current regulations. Therefore, the plan should also consider potential legislative actions needed to establish new funding sources.  Financial analysis: this section of the plan will analyze and compare the potential financial impacts of the recommended funding strategies. It will propose multiple funding scenarios, combining various funding strategies identified in the previous section, that will be the most effective for raising the funds required to improve service. Additionally, this section will propose various ratios of capital versus operational investments and evaluate their potential outcomes.  Consensus building: this section will outline strategies for creating a greater coalition around the effort to improve NCS service and build consensus among relevant groups, such as corridor residents, local government officials and legislators at the state and RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 10 federal levels. It will also suggest legislative actions necessary to implement the project and include useful data points to make the case for NCS service improvements. The Implementation Plan will synthesize these key elements in a manner that communicates the order and priority of implementation steps and, if necessary, outline different scenarios for implementation. This document will serve as the future implementation organization’s roadmap and should be structured in an organized and navigable format that reflects its purpose. Deliverables: a draft version of the Implementation Plan as defined in Task 5 will be presented to the Steering Committee for review and finalized based on feedback. Task 6: Final NCS Corridor Analysis and Implementation Plan The consultant team will assemble all previous work into a cohesive draft final plan and send to the Steering Committee for review before issuing a completed report. Deliverables: An illustrative and concise final report with emphasis on graphics and illustrations. [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 11 V. GENERAL INSTRUCTIONS A. Acceptance of Proposals Proposals in response to this RFP may be received (electronically) through the RTA Procurement Portal or by paper (manually); must be signed, sealed and received in complete form at the RTA’s Department of Procurement and Contracting located at 175 W. Jackson Blvd, 16th Floor, Chicago, IL 60604 no later than the proposal submission date and time. Proposals submitted after the designated date and time will not be accepted for any reason and shall be returned, unopened, to the originator. The RTA reserves the right to accept or reject any or all proposals, issue addenda, or to waive any informalities. A Respondent whose proposal fails to fully comply with the requirements of the RFP may be determined to be non-responsive and excluded from further consideration. B. Time for Receiving Proposals Proposals received prior to the due date and time will be maintained in a secure place, unopened. No proposal received after the deadline set forth on the cover page of this RFP will be considered. Proposals will not be publicly opened. Once submitted, proposals will become the property of the RTA. C. Right To Cancel The RTA reserves the right to cancel this procurement process whenever the best interest of the RTA is served. The RTA shall not be liable for costs incurred by Respondents associated with this procurement process. D. Addenda Any interpretations, corrections, or changes to the RFP will be made by addenda issued by the RTA. Any addenda that are issued will be provided to prospective Respondents’, and posted on the RTA’s Procurement Portal at: https://rtachicago.procureware.com/. It is the responsibility of the Respondent to inquire of the issuance of any addenda. Respondents shall acknowledge receipt of all addenda in the cover letter of the response. If the RTA determines this RFP should be modified, it will inform all prospective Respondents by distributing add endum/addenda to this RFP before the date set for receipt of proposals. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 12 E. False Statements Any false statement(s) made by the Respondent (s) will void the response and eliminate the Respondent(s) from further consideration. F. Withdrawal of Proposals Proposals may be withdrawn by written or faxed request that is dispatched by the Respondent in time for delivery in the normal course of business prior to the time fixed for receipt. A written withdrawal of a Proposal must be accompanied by a signed confirmation of the faxed withdrawal, placed in the mail and postmarked by the Respondent, prior to the time set for opening of Proposals. A Respondent’s negligence in preparing a Proposal creates no right of withdrawal or modification after the date and time set for opening of the Proposals. G. Award of Contracts The RTA may award one or more contracts according to the Evaluation Criteria contained in this RFP to responsible and responsive respondents, provided their Proposals are in the best interest of the RTA. The Selected Respondent(s) will be notified at the earliest practical date. No award may be made to a contractor or firm that is on the list of contractors ineligible to receive awards from the RTA or the United States, as furnished by FTA. The RTA reserves the right to reject any and all proposals and reserves the right to secure services solicited by this RFP by means of a non-competitive procurement in accordance with §2 CFR 200.320 (f)(4) or to re-solicit competitive proposals. H. Contract Term The base term of the contract is for two (2) years. I. Notice of Contract Award Unsuccessful Respondents will be notified in writing after an award of contract has been made by the Manager Procurement and Contracting. J. Right to Protest RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 13 In accordance with RTA’s Procurement Protest Procedures (attached herein), all protests regarding this solicitation document must be filed no later than five (5) business days before the due date for proposals. All other protests regarding the evaluation of proposals or awar d of contract by the Authority must be filed no later than ten (10) business days after the notice of contract award. Any protest filed after such date will not be considered. K. Preparatory Costs All costs incurred in the preparation and presentation of Proposals shall be wholly borne by each Respondent. All supporting documentation and manuals submitted with each Proposal will become the property of the RTA unless otherwise indicated by the Respondent at the time of submission. The RTA is not liable for any costs incurred by any Respondent prior to issuance of a Notice to Proceed. L. Confidential Material Any material submitted by a Respondent as part of a proposal that is to be considered confidential must be clearly marked as such, but may be subject to disclosure under applicable law. M. Subcontract / Sub consultants All subcontractors proposed to be used under the Contract must be identified within the proposal. If the proposed services include the use of subcontractors, the RTA will hold the prime contractor responsible for the proposed services to be provided by the subcontractors. [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 14 VI. PROPOSAL REQUIREMENTS A. FORMAT Submittals shall be prepared on standard size paper (8 ½'' x 11'') with remo vable binding on the left hand side. The proposal shall contain sufficient detail to enable the RTA to evaluate it according to the criteria outlined in Section VI, Evaluation Process and Criteria. The RTA may request additional written information and/o r oral presentations. Each proposal is to consist of three parts, each to be bound separately, with removable binding , binder clips or stapled in the upper left hand corner, as follows: Part 1 - Technical Proposal (1 original and 1 electronic copy submitted on a CD or flash drive) Part 2 - Cost Proposal (1 original and 1 electronic copy submitted on a CD or flash drive) Your Cost Proposal must include completed copies of Appendices F through K. Part 3 - DBE Proposal (1 original and 1 electronic copy submitted on a CD or flash drive) Parts 1-3 should be placed into one envelope or box that is clearly identified with the RFP number and description of the solicitation. Proposers should refrain from using expensive materials for their submittals. All submittals become the property of the RTA and will not be returned. All costs incurred in the preparation and presentation of the proposal are the responsibility of the proposer. Issuance of this RFP does not commit RTA to pay any cost incurred in the preparation of this proposal. Proposers are advised to adhere to the submittal requirements. Failure to comply may be cause for rejection of the submission. RTA reserves the right to accept or reject any or all submittals or parts thereof, to extend the time for submission of proposals, to negotiate with any or all proposers, and to award a contract to the proposer whose initial proposal is most advantageous to RTA, without further discussion or negotiation. Additional documents describing the firm should be submitted as separate items. The cover letter lists the due date and time before which the proposals must be submitted. B. CONTENT PART 1. Technical Proposal Proposers must submit a technical proposal with a cover letter. The cover letter must contain a commitment to provide the services described in this RFP. Each cover letter must include the name and address of your company, the requisition number, the project name, the name, title, address and telephone numbers and signature of a representati ve who is authorized to RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 15 negotiate a contract with RTA and/or whom we may contact with questions regarding your response. The following elements must be addressed in the technical proposal: Sections must be separated by labeled tabs and organized in accor dance with Proposal Requirements A. Format. All Proposals must be tabbed to reflect the submittal contents requirements as follows: 1. Project Overview The proposal must contain a project overview which describes the relative roles of its staff and any sub-contractors, as well as the proposer's concept of the overall project, including but not limited to the following: Task 1: Project Initiation and Steering Committee Kick-Off Meeting Task 2: Research and Analyze Existing Conditions Task 3: Public Outreach Task 4: Strategic Investments Report Task 5: Implementation Plan Task 6: Final NCS Corridor Analysis and Implementation Plan 2. Qualifications a) Firm Applicable Firm qualifications must be presented in this section covering the proposer’s experience on similar or related engagements including experience, if any, with transit or municipal accounts. The firm must have at least five (5) years of relative experience. The firm shall provide at least one (1) reference for each project example as indicated in Section II. Intent and Purpose and Section III. Scope of Services, and completed within the last five (5) years, using the attached Vendor References Form provided in Appendix I. Project examples should show proposer’s experience with projects similar in size and complexity to the scope of work that involve diverse, multi-jurisdictional stakeholder groups. b) Staffing This section must contain the resumes for all personnel who will be involved in the engagement. The Proposer must identify the contractor representatives, their specialized experience, and professional qualifications as it relates to this contract as described in Section III. Scope of Services. Key Personnel should have a minimum of three (3) years of experience in performing work similar to RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 16 that of this RFP. The RTA reserves the right to request and secure replacement personnel from the firm to substitute for any or all persons previously selected, for any reason. c) Organizational Chart The proposer shall provide an organizational chart showing upper management and other areas within the corporate structure and organizational charts showing the responsibilities of the employees for this project. 3. Table of Exceptions The summary must state whether the Proposal does or does not fully comply with the requirements as defined in this RFP and shall provide a detailed list of exceptions to the Scope of Services or other RFP requirements including all exhibits and appendices. This list must be in table form (Appendix K) and must identify the page, section number, provision and the specific exception, non-conformance and/or substitute language proposed. Failure to identify any specific items of non-compliance will result in RTA assuming compliance. The RTA, at its sole discretion, may reject any exception within the proposal. 4. Financial Background Documents supporting a firm’s and subcontractor(s)’ financial stability and ability to perform the contract must be included as well. Proposers must provide audited financial statements for the past year and information pertaining to any past bankruptcy, contract defaults and violations of any regulatory acts. This information will be used to determine vendor responsibility. If audited financials are not available, provide the most recent version of the financials available. 5. Insurance After award of a contract, the successful proposer shall procure and maintain during the term of the contract, at vendor’s expense, insurance as described on the INSURANCE REQUIREMENTS found in APPENDIX D. Verification of insurance must be provided within 10 days following award of a contract. 6. Joint Venture Agreement Firms entering into a joint venture must submit a copy of its joint venture agreement and all required submittals must be signed by a principal of each joint venture partner including, but not limited to, subcontractors’ information submittals, DBE Plans. Indicate N/A if Respondent will not be part of a joint venture agreement. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 17 7. Liens, Suits and Judgments Respondents shall include a detailed description of any disputes they currently are involved in, as well as, a complete list of any lawsuits, judgments occurring within the last five (5) years, and all current liens pending. Indicate N/A if Respondent does not have any disputes described above. PART 2. Cost Proposal A fully completed Cost Proposal must include the following items: 1. Signed copies of all RTA certification forms provided in Appendices F – K, including all necessary documents from your proposed subcontractors. 2. The Cost Proposal must be valid for at least 120 days from the submission date. PART 3. Disadvantaged Business Enterprise (DBE) Goal The DBE goal for this procurement is 10%. Proposers must complete the DBE Goal detailed in Appendix C. Responses to this section must be submitted separately from Technical and Price Proposal sections. Proposers must describe their firm’s policy and approach to utilize disadvantaged firms in order to comply with the DBE Goal. The RTA encourages any team arrangements that will work to the benefit of this project. If such arrangements are made, the contractor must assume full responsibility for the work performed by all sub -contractors. All proposed DBE firms must be certified as DBEs by the Illinois Unified Certification Program (IL UCP). VII. EVALUATION PROCESS AND CRITERIA All proposals will be evaluated by the RTA, which reserves the right to make an award or choose not to award to any Proposer, after determining which proposal it finds to be most advantageous. The evaluation will be based primarily on the written proposal. However, the RTA may also require oral presentations by those Proposers in the competitive range. All responses will be evaluated by one or more evaluation committee(s). Following the initial evaluation process, the RTA may select Proposers in the competitive range for negotiations. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 18 The RTA reserves the right to reject any or all proposals, or parts thereof, as it deems necessary for any reason. In addition, the RTA reserves the right to make an award to one or more responsive, responsible Proposer(s) whose offer(s) best conform to the requirements of this solicitation and are most advantageous to the RTA. In reviewing and evaluating the responses to this RFP, the RTA will consider the following factors, which are listed in the order of their relative importance, beginning with the most important: 1. Firm’s experience on similar projects; 2. Quality of proposal as related to the Scope of Services and Project Approach; 3. Credentials and experience of key personnel designated for this project; and 4. Cost proposal Award will be made to the Proposer whose proposal offers the combination of the above criteria and cost offering the best overall value to the RTA. The RTA will compare differences in the technical and management criteria, as stated above, with differences in cost. The RTA is more concerned with obtaining superior technical or management features than with making an award at the lowest overall cost. However, the RTA will not make an award at a significantly higher overall cost in order to achieve slightly superior technical or management features. Cost is not expected to be the controlling factor in the selection of a Proposer for this RFP. The degree of importance of cost as a factor could become greater depending upon the equality of the proposals for the other listed criteria evaluated; where proposals are determined to be substantially equal, total price and other price factors would become the controlling factor. The RTA retains the right to require additional information including revised pricing information from any Proposer, and to determine the veracity of the information in the proposal. A proposal found to be based on inaccurate or misrepresented information may be dismis sed from further consideration. Firms in the competitive range (in contention for negotiations or award of the contract) may be required to make oral presentations. Failure of a firm to report for an oral presentation will be cause for dismissal of the proposal from further consideration, provided that the RTA has given adequate notice for the Proposer to prepare the oral presentation. However, the RTA is not required to hear a presentation from any Proposer and reserves the right to issue a contract based on the initial proposal submitted without providing any firm an opportunity for oral presentations or negotiations. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 19 After determining which Proposers are in the competitive range, the RTA may conduct negotiations with those Proposers to discuss any d eficiencies in their proposal and to ensure that the Proposers fully understand all the requirements of this RFP. Should negotiations occur, the RTA may issue to those Proposers remaining in the competitive range an invitation to submit a Best and Final Offer (BAFO). The BAFO will reflect the Proposer’s final cost/price proposal to the RTA based on all the clarifications to the proposed Scope of Work included in the oral presentation and/or negotiations. As a final component of the evaluation process, RTA may determine a relative ranking of Proposers based on an all-inclusive evaluation. [THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK] ATTACHMENT A STUDY AREA MAP RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 21 APPENDIX A SAMPLE AGREEMENT – NOT FOR EXECUTION RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 22 AGREEMENT FOR PROFESSIONAL AND CONSULTING SERVICES This Agreement for Professional and Consulting Services (this “Agreement”) is entered into as of the date of execution hereof, in the City of Chicago and the State of Illinois, by and between the Regional Transportation Authority, a unit of local government, body politic, political subdivision and municipal corporation existing under the Constitution and laws of the State of Illinois (the “Authority”), having offices located at 175 West Jackson Boulevard, Chicago, Illinois 60604, and _____________ (the “Contractor”), having offices located at _________________________. For good and valuable consideration, the receipt of which is mutually acknowledged, the Authority and the Contractor hereby agree as follows: ARTICLE 1. CONTRACTOR’S SERVICES 1.1 Scope and Description of Services. The Contractor will perform for the benefit of the Authority the services described in the attached Exhibit A, which is incorporated by reference herein as though fully set forth (the “Services”). The Contractor must furnish all professional services, labor, materials, tools, equipment and supervision necessary or appropriate to fully perform the Services and all other duties and responsibilities of the Contractor pursuant to this Agreement. 1.2 Standard of Performance. The Contractor shall perform all Services required of it under this Agreement in accordance with the practices, methods, standards, degree of judgment and skill that are ordinarily possessed and exercised by (and generally accepted as being appropriate for) professionals of good standing who are performing work which is of similar scope, nature and complexity as the Services (the “Professional Standard”). 1.3 Compliance with Laws. In the performance of the Services, the Contractor shall comply with, and ensure that the Services comply with, all applicable federal, state and local laws, regulations, rules, ordinances, codes, permits, licenses, approvals, orders, declarations and decrees in effect from time to time (collectively, the “Laws”). 1.4 Independent Contractor. The Contractor is engaged by the Authority only for the purpose and to the extent set forth in this Agreement, and the Contractor’s status during the period of this engagement is that of an independent contract or and nothing herein will at any time be construed to create the relationship of employer and employee, principal and agent, partners, or joint venturers between the Authority and the Contractor, or between the respective officers, directors, partners, managers, employees or agents of the Authority and the Contractor. The Contractor will neither be an employee or agent of the Authority, nor claim to be acting as such, and will have no authority whatsoever to bind the Authority, waive any contractual requirements or make any statements or representations on behalf of the Authority. ARTICLE 2. TERMS OF PAYMENT FOR SERVICES RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 23 2.1 Contract Sum. [The contract sum for the Contractor’s performance of the Services (the “Contract Sum”) shall be calculated as set forth in the attached Exhibit B, which is incorporated by reference herein as though fully set forth, but in no event shall the contract sum exceed _____________________ Dollars ($____________).] 2.2 Invoices. The Contractor shall submit an invoice to the Authority within thirty (30) days after the end of each month for which payment is sought. Such invoice shall cover all Services completed to the end of such month that were not covered by a previously submitted invoice and shall be directed to the attention of “Accounts Payable.” Additionally, all invoices must show Authority Purchase Order Number __________. 2.3 Documentation Supporting Invoices. Each invoice for payment submitted by the Contractor must include (i) costs attributable to direct labor, including current and cumu lative hours worked by key personnel, with billing rates; (ii) all other direct and indirect costs for which reimbursement is being requested; (iii) the previous two items for any Contractor Related Parties (hereinafter defined) utilized over the invoiced period; (iv) a monthly progress report, as provided for in Section 3.4; and (v) the amounts previously invoiced, the amount currently due, and the total amount paid or due, including the invoice being submitted. The Contractor shall also attach to each in voice such receipts or other information as may reasonably be required by the Authority to substantiate the amounts properly owing to the Contractor. 2.4 Lien Waivers. To the extent required by the Laws or requested by the Authority, the Contractor must also submit to the Authority (all in a form reasonably satisfactory to the Authority) a lien waiver from the Contractor covering the amounts for which payment is then being sought. 2.5 Payment of Amounts Due. The Authority will pay all amounts properly owing to the Contractor as set forth in each invoice within thirty (30) days following receipt of such invoice, provided that the necessary supporting data set forth in Section 2.3 is received with the invoice. However, if the Authority objects to all or any portion of any invoice or the supporting documentation therefor, the Authority will so notify the Contractor within fifteen (15) days after receipt of such invoice, setting forth the deficiencies in the invoice or supporting documentation. The Authority will then withhold that portion of the invoice which is in dispute until the deficiencies are cured, at which point the Authority shall pay the remainder of the invoice within thirty (30) days. 2.6 Withholding Payment. Notwithstanding anything to the contrary herein contained, no compensation will be paid to or claimed by the Contractor for services required to correct deficiencies attributable to errors or omissions of the Contractor, and all such errors or omissions must be corrected by the Contractor at the Contractor’s sole cost and expense. The Authority has the right to withhold from payment due the Contractor such sums as are reasonably necessary to protect the Authority against any loss or damage which may result from: (i) the negligence of or unsatisfactory S ervices provided by the Contractor or Contractor Related Parties; (ii) the failure by the Contractor or any Contractor Related Parties to perform the Contractor’s obligations hereunder; or (iii) claims filed against the Authority relating to the Services. Any sums withheld from the Contractor as provided in this Article, and subsequently determined to be due and owing to the Contractor, will be immediately paid to the Contractor. 2.7 No Assignment of Contract Funds. The Contractor must not transfer or assign any Contract funds or claims due, or to become due, without first obtaining the written approval of the Authority. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 24 2.8 Records. The Contractor’s records relating to the Services must be kept in accordance with generally accepted principles of accounting consistently applied and must be retained by the Contractor for a period of not less than three (3) years following the completion of the Services. Such records must be available to the Authority or any authorized representative of the Authority, upon reasonable prior notice, for audit and review during normal business hours at the Authority’s offices, 175 West Jackson Boulevard, Suite 1650, Chicago, Illinois 60604. This provision survives beyond the Term of Agreement. ARTICLE 3. TIME FOR COMPLETION OF SERVICES 3.1 Term of Agreement. The term of this Agreement shall begin on the date of execution hereof and end on ____________ (the “Term”). The Contractor must complete all Services within the Term. The Contractor must furnish such manpower, materials, facilities, and equipment and must work such hours, including overtime operations, as may be necessary to ensure the progress and completion of the Services within the Term. Time is of the essence in performance of the Services required by this Agreement. 3.2 Schedule. The Contractor will perform the Services in a timely manner according to the schedule in the attached Exhibit C, which is incorporated by reference herein as though fully set forth (the “Schedule”). If the Contractor is behind in performing the Services, based on the Schedule, the Authority may direct the Contractor to promptly submit a plan to bring the Services back into compliance with the Schedule. The Contractor must take such action as necessary to bring the general progress of the Services into compliance with the Schedule and must bear the entire cost of such action. The Contractor will also be liable for any increased costs or damages incurred by the Authority related to such action unless the variance from schedule was caused by an Excusable Delay (as def ined below). 3.3 Unavoidable Delay. If the Contractor is delayed in the delivery of the Services pursuant to this Agreement by an Excusable Delay (as defined below) legitimately beyond its reasonable control, it must, within seven (7) days after the Excusable Delay commences, give a written notice request for extension to the Authority. Failure to submit such request in a timely manner will be sufficient cause for denying the request for an extension of time. Requests for an extension of time must specify the cause of the delay, an approximation of the length of the delay, and such other proofs as are reasonably related to the cause of the delay. The Authority will examine the request and all documents supplied by the Contractor and will determine if the Contractor is entitled to an extension. The Authority shall not unreasonably deny any request for extension hereunder. An “Excusable Delay” is a delay arising from force majeure (including fire, flood, earthquake, storm, hurricane or other natural disaster), war, invasion, act of foreign enemies, hostilities (regardless of whether war is declared), civil war, rebellion, revolution, insurrection, military or usurped power or confiscation, terrorist activities, nationalization, government sanction, blockage, emba rgo, labor dispute, strike, lockout or interruption or failure of electricity or telephone service not caused by negligence of the Contractor. The Contractor may not terminate this Agreement because of such circumstances. 3.4 Progress Reports. The Contractor must prepare and submit monthly progress reports describing the Services performed in the prior month and anticipated to be performed in the following one-month period. The thirty (30) day period for payment of invoices provided for in Article 2 shall tol l until the corresponding progress report is received for the period invoiced. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 25 ARTICLE 4. PERSONNEL 4.1 Key Personnel. The names of the key personnel of the Contractor (the “Key Personnel”) who will perform or be responsible for supervising performance of the Services on behalf of the Contractor are set forth in the attached Exhibit G. 4.2 Qualifications. Any personnel performing the Services on behalf of the Contractor must be suitably qualified and experienced to perform the Services in accordance with the requirements of this Agreement and the Professional Standard. 4.3 Substitution of Key Personnel. If, in the opinion of the Authority, the performance of any Key Personnel is unacceptable, such Key Personnel may no longer be assigned to the Services, and the Contractor must furnish to the Authority the name of a substitute person meeting the requirements set forth in this Section. The Contractor may not remove any Key Personnel from the Services without the prior written approval of the Authority unless such Key Personnel are n o longer employed by or affiliated with the Contractor or for bona fide promotion, health, or personal reasons. Such approval will not be unreasonably withheld. 4.4 Responsibility for Employees. The Contractor has, and hereby retains, full control over the employment, direction, compensation and discharge of all persons employed by the Contractor who are assisting in the performance of services under this Agreement. The Contractor is solely responsible for the compensation, benefits, contributions and taxes, if any, of all employees. The Contractor must, at its own expense, comply with all applicable workers compensation, unemployment insurance, employer’s liability, tax withholding, minimum wage and hour, and other Laws. This is a material term of the Agreement. Failure to comply with all labor and employment related federal and state laws may constitute an Event of Default. ARTICLE 5. CONTRACTOR RELATED PARTIES 5.1 Contractor Related Parties. “Contractor Related Party” means any subcontractor, consultant, agent or other entity with which the Contractor directly, or through another party, contracts to perform a portion of the Services. The names of the Contractor Related Parties to be retained by the Contractor, if any, are set forth in the attached Exhibit H. 5.2 Responsibility for Contractor Related parties. The Contractor has, and hereby retains, full control over the employment, direction, compensation and discharge of all Contractor Related Parties. The Contractor is solely responsible for the compensation, benefits, contri butions and taxes, if any, of all Contractor Related Parties. 5.3 Qualifications. All Contractor Related Parties must be suitably qualified and experienced to perform the Services in accordance with the requirements of this Agreement and the Professional Standard. To the extent required by any Laws, all Contractor Related Parties, and their respective personnel performing the Services, must be suitably licensed or certified to perform the Services. 5.4 Substitution of Contractor Related Parties. If, in the opinion of the Authority, the performance of any Contractor Related Party is unacceptable, such Contractor Related Party may no longer be assigned to the Services, and the Contractor must furnish to the Authority the name of a substitute Contractor Related Party meeting the requirements set forth in this Section. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 26 5.5 Sworn Statements and Lien Waivers. To the extent required by the Laws or requested by the Authority, the Contractor must also submit to the Authority (all in a form reasonably satisfactory to the Authority) with each invoice a statement setting forth all Contractor Related Parties retained by the Contractor in connection with the performance of the Services, together with a lien waiver from each such Contractor Related Party covering the amounts for which payment is then being sought. 5.6 Prompt Payment. The Contractor agrees to pay each Contractor Related Party under this Agreement for satisfactory performance of its subcontract no later than fourteen (14) calendar days from the receipt of each payment the Contractor receives from the Authority. A delay in or postponement of payment to the Subcontractor requires good cause and prior written approval of the Authority. Failure to comply with these prompt payment requirements is a breach of this Agreement which may lead to any remedies permitted under law, including, but not limited to, Contractor debarment. In addition, Contractor’s failure to promptly pay its Contractor Related Parties is subject to the provisions Section 9 of the Local Government Prompt Payment Act (50 ILCS 505/9). The prime contractor agrees to return retainage payments to each subcontractor within fourteen (14) days after the subcontractors work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the RTA. This clause applies to both DBE and non -DBE subcontracts. 5.7 Contracts with Contractor Related Parties. The Contractor will not contract with any Contractor Related Party for performance of a portion of the Services without first securing the Authority’s approval of the proposed Contractor Related Party. Upon request by the Authority, the Contractor shall provide a copy of each contract with a Contractor Related Party. Each contract with a Contractor Related Party must: (a) require such Services to be performed in accordance with the requirements of this Agreement, including without limitation the requirements of all Laws and the Professional Standard; (b) require the Contractor Related Party to agree to be bound by all the terms and conditions of this Agreement applicable to the Contractor and/or Contractor Related Parties; and (c) contain such other terms and conditions as the Authority may reasonably request. The Contractor shall be responsible for payments to Contractor Related Parties out of the Contract Sum or other funds of the Contractor. 5.8 Authority as Third Party Beneficiary. The Authority will be expressly identified as a third party beneficiary in any agreement between the Contractor and a Contractor Related Party. The Contractor, in all agreements with Contractor Related Parties entered into under this Agreement, must include clauses designating the Authority as a third party beneficiary of the provisions contained in, b ut not limited to, the following: 1. Section 1.3 – “Compliance with Laws” 2. Section 2.9 – “Records” 3. Article 6 – “Warranties and Representations” 4. Article 8 – “Indemnification and Limitation of Liability” 5. Article 10 – “Confidentiality” 6. Article 12 – “Events of Default, Remedies, Stop Work Order, Termination for Convenience” RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 27 7. Article 13 – “Termination for Convenience” 8. Section 14.5 – “Consent to Service of Process and Jurisdiction” 5.9 Compliance with Laws. The Contractor shall cause all Contractor Related Parties to comply with the Laws. ARTICLE 6. WARRANTIES AND REPRESENTATIONS In connection with the execution of this Agreement, the Contractor warrants and represents as follows: 6.1 Feasibility of Performance. The Contractor (i) has carefully examined and analyzed the provisions and requirements of this Agreement, including all Exhibits hereto; (ii) understands the nature of the Services required; (iii) from its own analysis has satisfied itself, to the extent reasonably possible, as to the nature of all things needed for the performan ce of this Agreement and all other matters that in any way may affect this Agreement or its performance; (iv) represents that this Agreement is feasible of performance in accordance with all of its provisions and requirements; and (v) can and will perform, or cause to be performed, the Services in accordance with the provisions and requirements of this Agreement. 6.2 Ability to Perform. The Contractor hereby represents and warrants to the Authority, with the intention that the Authority rely thereon in enterin g into this Agreement, that: (a) the Contractor is financially solvent; (b) the Contractor, and each Contractor Related Party, has the training, capability, experience, expertise, and licensing necessary to perform the Services in accordance with the requirements of this Agreement and the Professional Standard; (c) the Contractor possesses and will keep in force all required licenses, permits and accreditations to perform the Services; (d) the Contractor has full power to execute, deliver and perform this Agreement and has taken all necessary action to authorize such execution, delivery and performance; (e) the individual(s) executing this Agreement are duly authorized to sign the same on the Contractor’s behalf and to bind the Contractor hereto; and (f) the Contractor will perform the Services described herein promptly, diligently and continuously with an adequate number of qualified personnel to ensure such performance. 6.3 Unauthorized Code. Any concepts, works, information, data, computer programs and other ideas and materials developed, invented, prepared or discovered by the Contractor or any of its employees, agents or Contractor Related Parties, either alone or in collaboration with others, which relate to the actual or anticipated activities, business o r research of the Authority, which result from or are suggested by the Services or any other work the Contractor or the Contractor Related Parties may do for the Authority, or which result from use of the Authority premises or property (collectively, the “Developments”) in electronic form will be free, at the time of receipt by Authority, of any computer virus, software locks or other such unauthorized code. Unauthorized code includes harmful programs or data incorporated into the software which destroys, erases, damages or otherwise disrupts the normal operation of the software or other programs, hardware or systems utilized by Authority or allows for unauthorized access to the software or other programs, hardware or systems utilized by Authority. Unauthorized code also includes any mechanism, such as password checking, CPU serial number checking or time dependency, that could hinder Authority freedom to fully exercise its rights under this Agreement. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 28 6.4 Certifications. The certifications, assurances and statements made by the Contractor in the Vendor/Contractor Certification and RTA Certifications and Assurances, attached hereto and incorporated herein as Exhibits D and E, respectively, are true, accurate and complete as of the date hereof. The Contractor hereby agrees to update the Exhibits if any of the information provided therein should change during the term of this Agreement. 6.5 Equal Employment Opportunity Clause. In the event of the Contractor’s non- compliance with the provisions of this Equal Employment Opportunity Clause, the Illinois Human Rights Act (775 ILCS 5/1 et seq.) (the “Human Rights Act”) or the rules and regulations (the “Rules and Regulations”) of the Illinois Department of Human Rights (for the purposes of this Article 6, the “Department”), the Contractor may be declared ineligible for future contracts or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations, and this Agreement may, in addition to any remedies provided pursuant to this Agreement, be canceled or voided in whole or in part, and such other sanctions or penalties may be imposed or remedies invoked as provided by statute or regulation. During the performance of this Agreement, the Contractor agrees as follows: (1) That it will not discriminate against any employee or applicant for employment because of race, color, religion, sex, marital status, national origin or ancestry, age, sexual orientation, physical or mental handicap unrelated to ability, or an unfavorable discharge from military service; and further that it will examine all job classifications to determine if minority persons or women are underutilized and will take appropriate affirmative action to rectify any such underutilization. (2) That, if it hires additional employees in order to perform this Agreement or any portion thereof, it will determine the availability (in accordance with the Department’s Rules and Regulations) of minorities and women in the area(s) from which it may reasonably recruit and it will hire for each job classification for which employees are hired in such a way that minorities and women are not underutilized. (3) That, in all solicitations or advertisements for employees placed by it or on its behalf, it will state that all applicants will be afforded equal opportunity without discrimination on the basis of race, color, religion, sex, marital status, national origin or ancestry, age, sexual orientation, physical or mental handicap unrelated to ability, or an unfavorable discharge from military service. (4) That it will send to each labor organization or representative of workers with which it has or is bound by a collective bargaining or other agreement or understanding a notice advising such labor organization or representative of the Contractor’s obligations under the Human Rights Act and the Department’s Rules and Regulations. If any such labor organization or representative fails or refuses to cooperate with the Contractor in its efforts to comply with such Act and Rules and Regulations, the Contractor will promptly so notify the Department and the Authority and will recruit employees from other sources when necessary to fulfill its obligations thereunder. (5) That it will submit reports as required by the Department’s Rules and Regulations, fur nish all relevant information as may from time to time be requested by the Department or the Authority, and in all respects comply with the Human Rights Act and the Department’s Rules and Regulations. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 29 (6) That it will permit access to all relevant books, records, accounts and work sites by personnel for the Authority and the Department for purposes of investigation to ascertain compliance with the Human Rights Act and the Department’s Rules and Regulations. (7) That it will include verbatim or by reference the provisions of this clause 6.5 in every subcontract it awards under which any portion of this Agreement’s obligations are undertaken or assumed so that such provisions will be binding upon such subcontractor. In the same manner as with other provisions of this Agreement, the Contractor will be liable for compliance with applicable provisions of this clause 6.5 by such subcontractors, and it will promptly notify the Authority and the Department in the event any subcontractor fails to or refuses to comply therewith. In addition, the Contractor will not utilize any subcontractor declared by the Illinois Human Rights Commission to be ineligible for contracts or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations. 6.6 Disadvantaged Business Enterprise Assurance. In accordance with 49 CFR Part 26.13(a), as amended, the Contractor assures the Authority that it shall not discriminate on the basis of race, color, national origin or sex in the performance of this Agr eement or the award and performance of any subcontract hereunder. Furthermore, the Contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the Contractor to carry out these requirements is a material breach of this Agreement, which may result in its termination or such other remedy as the Authority deems appropriate. The DBE Compliance Plan attached hereto as an exhibit is incorporated by reference herein as though fully set forth. Implementation of its DBE Compliance Plan is a legal obligation of the Contractor, and failure to carry out its terms shall be treated as a violation of this Agreement for which the Authority may impose sanctions as provided for in the Compliance Plan. The Authority may also in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001, as amended, and/or the Program Fraud Civil Remedies Act, 31 U.S.C. 3801 et seq., as amended, or other statutes as appropriate. The Contractor furth er agrees to comply with all procedural, reporting and invoicing requirements that the Authority may now or hereafter establish in order to comply with the DBE Program and to include the language set forth in this Disadvantaged Business Enterprise Assurance in each subcontract it executes. 6.7 Public Works Employment Discrimination Act. The Contractor certifies and agrees that it will comply with the Public Works Employment Discrimination Act (775 ILCS 10/1 et seq.). In confirmation and furtherance of the foregoing, the Contractor agrees that no person shall be refused or denied employment in any capacity on the ground of unlawful discrimination, as that term is defined in the Human Rights Act, nor be subjected to unlawful discrimination in any manner, in connection with the contracting for or the performance of any work or service of any kind, by, for, on behalf of, or for the benefit of the Authority, including without limitation, the Services to be provided pursuant to this Agreement. 6.8 Drug-Free Workplace. The Contractor certifies and agrees that it will provide a drug-free workplace as required by the Drug Free Workplace Act (30 ILCS 580/1 et seq.) and that it will comply with all provisions thereof. ARTICLE 7. INSURANCE 7.1 Unless otherwise specified or required by the Authority, the Contractor shall maintain such insurance as is customary and reasonable within the Contractor’s industry for entities performing services similar to the Services, which insurance shall cover, at a minimum, all claims, whenever made, RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 30 arising out of or in relation to the performance of or failure to perform the Services pursuant to this Agreement in the amounts set forth in Exhibit F. The Contactor shall furnish certificates evidencing such insurance to the Authority prior to commencement of the Services, and shall promptly furnish to the Authority notices of cancellation, renewal or non -renewal of such insurance. Such insurance must be kept in full force and effect until the date that all Services are complete and final payment for such Services is made. ARTICLE 8. INDEMNIFICATION AND LIMITATION OF LIABILITY 8.1 General Indemnification. To the fullest extent permitted by law, the Contractor will indemnify, defend and hold harmless the Authority and its officers, directors, employees, agents, affiliates and representatives, from and against any and all injuries, death, losses, damages, claims, suits, liabilities, judgments, costs and expenses that may in any manner accrue against the Authority as a consequence of the execution of this agreement or performance of the Services, including those arising or resulting from, or occasioned by or in connection with any and all claims which are based upon or make the contention that any of the Developments or other materials supplied to the Authority or used by the Authority in the manner recommended by the Contractor, in whole or in part, constitute infringement of any copyright, trademark, patent, trade secret or other proprietary rights of any third party. This indemnity applies whether any loss for which the Authority seeks indemnity is caused or contributed to by the sole or partial negligent act or omission of the Contractor, Contractor’s employees, or Contractor Related Party. The Contractor must, at its own expense, appear, defend, and pay all charges of attorneys and all costs and other expenses arising in connection with this indemnity. If any judgment is rendered against the Authority, the Contractor must at its own expense satisfy and discharge the judgment. If indemnity pursuant to this Section is not permitted by the Laws, then, to the maximum extent permitted by law, the Contractor must make full contribution to the Authority for its percentage share of any liability that is attributable to an act or omission of the Contractor or a Contractor Related Party. The Contractor expressly waives any legal limitations on its liability to the Authority for contribution, including but not limited to limitations related to the payment of workers compensation benefits. The Contractor expressly understands and agrees that any performance bond and payment bond, or insurance protection required by this Contract or otherwise provided by the Contractor, will in no way limit the responsibility to indemnify and defend the Authority pursuant to this Section. The indemnification contained herein will survive the termination or expiration of this Agreement. 8.2 No Liability for Consequential Damages. In no event will the Authority be liable to the Contractor, whether such liability arises in tort, in equity or in contract, for inciden tal, indirect or consequential damages, including, but not limited to, loss of profits or revenue, loss of use of equipment or facilities, cost of capital, underutilization of equipment, facilities or labor, or downtime costs, except as and if provided in Articles 12 and 13 hereof. 8.3 No Liability of Public Officials. In carrying out any of the provisions of this Agreement or in exercising any power or authority granted to them thereby, there will be no liability imposed upon any employee or officer of the Authority, either personally or as officials of the Authority; it being understood that in such matters they act as representatives of the Authority. ARTICLE 9. RECORDS, DEVELOPMENTS AND INTELLECTUAL PROPERTY RIGHTS RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 31 9.1 Developments; Intellectual Property Rights. All concepts, works, information, data, computer programs and other ideas and materials developed, invented, prepared or discovered by the Contractor or any of its employees, agents or Contractor Related Parties, either alone or in collaboration with others, which relate to the actual or anticipated activities, business or research of the Authority, which result from or are suggested by the Services or any other work the Contractor or the Contractor Related Parties may do for the Authority, or which result from use of the Authority premises or property (collectively, the “Developments”) and any trademark, trade secret, copyright, patent, common law right, title or slogan or any other proprietary right (“Proprietary Rights”) in such Developments will be the sole property of the Authority. The Contractor hereby assigns (and agrees to cause all Contractor Related Parties to assign) to the Authority the Contractor’s (or the Contractor Related Parties’) entire right and interest in any such Development, and will execute (or cause the Contractor Related Parties to execute) any documents in connection therewith that the Authority may reasonably request. The Contractor agrees to enter into agreements with all of its Contractor Related Parties necessary to establish the Authority’s ownership in the Developments, and the Contractor agrees to provide the Authority with copies of such agreements if requested by the Authority. The Contractor shall retain all right, title, and interest in and to any know-how, concepts, techniques, methodologies, ideas, processes, models, templates, utilities, routines, and trade secrets of the Contractor that were developed by or for it independent of this Agreement or that, to the extent they are of general application may have been discovered, cre ated, or developed by the Contractor as a result of its own efforts in providing the Services (collectively, the “Contractor Property”). The Authority shall acquire no rights or interest to the Contractor Property except for a non -exclusive, non- transferable, royalty-free right to use such Contractor Property solely in connection with any deliverable or work product to the extent any Contractor Property is incorporated therein. The Authority shall not sublicense or otherwise grant any other party any rights to use, reproduce, distribute, publicly display/perform, or otherwise exploit or create derivative works from the Contractor Property. This Agreement will not preclude the Contractor from using its general knowledge, skills and experience for its other clients, provided that the Contractor does not use in connection therewith any Developments or Confidential Information At all times during the term of this Agreement, upon request from the Authority and upon termination or expiration of this Agreement, the Contractor will immediately provide to the Authority the then- current version of any Developments and any data derived therefrom in the Contractor’s possession, indexed and arranged to the satisfaction of the Authority. Upon completion or termination of the services the Contractor shall return any Confidential Information as required by the Professional Standard or the Laws and, in the event that the Services are comprised, in whole or in part, of a license for computer software, provide the Authority wi th an electronic copy of any data produced by such software. ARTICLE 10. CONFIDENTIALITY 10.1 Confidential Information Defined. “Confidential Information” shall mean all information, whether in written, verbal, graphic, electronic or any other form, which is disclosed to o r observed by the Contractor in the course of its performance of Services hereunder. Confidential Information will include Developments, business plans, forecasts, projections, analyses, Authority employee and vendor information (including social security numbers, addresses, telephone numbers, RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 32 and email addresses), software (including all documentation and codes), hardware and system designs, architectures and protocols, specifications, manufacturing, logistic and sale processes. 10.2 Use of Confidential Information. (a) The Contractor (i) will use Confidential Information only in connection with Contractor’s performance of the Services, and (ii) will not disclose Confidential Information except to the Contractor’s employees and Contractor Related Parties to th e extent such employees or Contractor Related Parties need to know such Confidential Information in connection with the performance of the Services. In addition to the requirements of the foregoing sentence, if the Contractor wishes to disclose Confidential Information to a Contractor Related Party, the Contractor Related Party must agree in writing to be bound by equally restrictive confidentiality requirements as contained in this Agreement. (b) In addition to the requirements of the foregoing paragraph, if the Contractor wishes to disclose Confidential Information to a Contractor Related Party, the Authority must first consent to such disclosure and the Contractor Related Party must agree in writing to be bound by the terms and conditions of this Article in a document satisfactory to the Authority. The Contractor will be responsible and liable for any unauthorized disclosure, publication or dissemination by any party who obtained Confidential Information from the Contractor, including Contractor’s empl oyees and Contractor Related Parties. (c) This Article does not apply to any information that (i) the Contractor can demonstrate that it possessed prior to the date of this Agreement without obligation of confidentiality, (ii) the Contractor develops independently without use of any Confidential Information, (iii) the Contractor rightfully receives from a third party without any obligation of confidentiality to such third party, (iv) is or becomes publicly available without breach of this Agreement, or (v) must be disclosed as required under the Laws; provided, however, that the Contractor must give the Authority reasonable notice prior to such disclosure and will reasonably cooperate with any efforts requested by the Authority to limit the nature or scope of the disclosure. 10.3 Disclosure of Confidential Information. Confidential Information may be disclosed as required by the Laws. ARTICLE 11. APPROPRIATION OF FUNDS 11.1 Authority Appropriation. The Authority and the Contractor agree that, if the term of this Agreement extends beyond the current fiscal year of the Authority (the current fiscal year being the year in which the first date of the term of this Agreement falls), this Agreement is subject to the appropriation of funds by the Authority’s Board of Directors for each subsequent year. If the Authority fails to make such an appropriation, the Authority may terminate this Agreement and the Contractor will be entitled to receive, as its sole and exclusive remedy, compensation for Services properly performed to the date of termination to the extent the Authority has funds available and appropriated to pay the Contractor such amount. ARTICLE 12. EVENTS OF DEFAULT, REMEDIES, STOP WORK ORDER, TERMINATION FOR DEFAULT 12.1 Contractor Events of Default. The following will constitute events of default (“Events of Default”) hereunder: RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 33 1. Any material misrepresentation, whether negligent or willful and whether in the inducement or in the performance of this Agreement, made by the Contractor to the Authority, or any material breach of a representation , covenant or warranty of the Contractor made herein. 2. The Contractor’s failure to perform any of its obligations under this Agreement, including, but not limited to, the following: a) failure to perform the Services or any portion thereof with sufficient pers onnel and equipment or with sufficient material to ensure the performance of the Services; b) failure to perform the Services in accordance with the standards of performance applicable thereto; c) insolvency, filing of bankruptcy or assignment for the benefit of creditors; d) failure to comply with a material term of this Agreement; or e) any other acts specifically and expressly stated in this Agreement as constituting an Event of Default. 3. Any change in ownership or control of the Contractor without the prior written approval of the Authority, which consent will not be unreasonably withheld. 12.2 Declaration of Default. The Authority will notify the Contractor of any circumstances that the Authority believes to be an Event of Default and will – if the Event of Default is reasonably curable within 30 calendar days or less – allow the Contractor a reasonable amount of time to proceed to cure such Event of Default, which period of time will be no more than thirty (30) calendar days. If the Contractor has failed to proceed to cure the Event of Default within such cure period, the Authority may declare the Contractor to be in default; provided, however, if such Event of Default cannot reasonably be cured within the cure period, the Authority may, in its sole discretion, allow t he Contractor additional time in which to cure such Event of Default so long as the Contractor diligently pursues such cure. Written notification of any decision of the Authority to declare the Contractor in default will be provided to the Contractor, and such decision will be final and effective upon the Contractor’s receipt of such notice. The Authority has the sole discretion to declare the Contractor in default. 12.3 Remedies for Default. Upon giving notice of a declaration of default due to the occurrence of an Event of Default, the Authority may invoke any or all of the following remedies: 1. the right to take over and complete the Services, either directly or through others; 2. the right to terminate this Agreement effective at a time specified by the Authorit y; 3. the right to seek specific performance, an injunction or any other appropriate remedy; 4. the right to recover money damages; RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 34 5. the right to withhold all or any part of the Contractor’s compensation hereunder; and/or 6. the right to require the Contractor to discontinue any Services and deliver all materials accumulated in the performance of the Services, whether completed or in process, to the Authority. 12.4 Remedies Nonexclusive. The remedies under the terms of this Agreement are not intended to be exclusive of any other remedies provided, but each and every such remedy will be cumulative and will be in addition to any other remedies, existing now or hereafter, at law, in equity or by statute. No delay or omission to exercise any right or power accruing upon any Event of Default will impair any such right or power, nor will it be construed as a waiver of any Event of Default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient. 12.5 Stop Work Order. The Authority may at any time, by delivering written notice to the Contractor (a “Stop Work Order”), require the Contractor to stop all or any part of the performance of Services required by this Agreement for a period of up to ninety (90) days af ter the Contractor receives a Stop Work Order. The Stop Work Order shall include the following: a clear description of the Services to be suspended; guidance as to the action to be taken with Contractor Related Parties; and other requests for minimizing costs. Upon receipt of the Stop Work Order, the Contractor will comply with its terms and take all reasonable steps to minimize costs for Services covered by the Stop Work Order during the period of work stoppage. Within a period of ninety (90) days after the Contractor’s receipt of a Stop Work Order, or within any extension of that period to which the Contractor and the Authority have agreed in writing, the Authority will either cancel the Stop Work Order or terminate this Agreement pursuant to the terms hereof. Provided this Agreement has not theretofore been terminated, the Contractor will resume performance of Services upon cancellation or expiration of any Stop Work Order. ARTICLE 13. TERMINATION FOR CONVENIENCE 13.1 Right of Authority to Terminate for Convenience. The Authority may terminate this Agreement, in whole or in part, at any time, when it is in the Authority’s best interest. If the Authority decides to terminate the Agreement, the Authority will send a written Notice of Termination for Convenience to the Contractor specifying the extent to which performance of the Services under the Agreement are terminated. Such notice will be effective on the date of receipt. The Contractor shall then restrict its activities and those of the Contractor Related Parties to wi nding down their work. No payment will be made for Services performed after the Notice of Termination becomes effective, except for winding down activities specified in the termination notice and as provided in this Article . The Contractor agrees to accept such payment as its sole and exclusive remedy for termination under this Article, and under no circumstances is the Contractor entitled to anticipatory, unearned profits or consequential damages as a result of a termination or partial termination under t his Article 13.2 Obligations of the Contractor upon Termination for Convenience. After receipt of a Notice of Termination for Convenience, except as otherwise directed by the Authority, the Contractor must do the following: 1. If applicable, deliver to the Authority in the manner, at the times, and to the extent directed by the Authority, any completed or partially completed portion of the Services RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 35 through the effective date of termination, which if the Agreement had been completed, would have been required to be furnished to the Authority; 2. Complete performance of each part of the Services as shall not have been terminated by the Notice of Termination for Convenience in accordance with the Agreement; and 3. Take such action as may be necessary, or as the Authority may direct, for the protection and preservation of the property related to this Agreement which is in the possession of the Contractor and in which the Authority has or may acquire an interest. 13.3 Payment upon Termination for Convenience. After receipt of a Notice of Termination for Convenience, the Contractor shall submit to the Authority its termination claim, in a manner clearly showing how the claim amount was calculated. Such claim shall be submitted promptly and will be waived if not submitted within 60 days of the effective date of termination unless an extension is granted in writing by the Authority. In the event of a failure of the Contractor and the Authority to agree upon the amount to be paid the Contractor by reason of the termination of the Services for convenience, the amount payable to the Contractor with respect to Services performed prior to the effective date of the Notice of Termination for Convenience will be the total of: 1. The portion of the Contract Sum, including any profit component thereof, related to the Services completed by the Contractor immediately prior to the Notice of Termination, adjusted to account for defective work not remedied. The total sum to be paid to the Contractor hereunder shall not exceed the Contract Sum, as reduced by the amount of payments otherwise made; 2. The cost of settling and paying claims arising out of the termination of the Services under subcontracts or orders, exclusive of the amounts paid or payable on account of supplies or materials delivered or services furnished by the Subcontractor prior to the effective date of the Notice of Termination under the Agreement, which amounts shall be included in the cost on account of which payment is made under (a) above; and 3. The reasonable cost of the preservation and protection of property incurred pursuant to sub-section 3 of Section 13.2. 13.4 Price Adjustment upon Partial Termination. If the termination hereunder is partial, prior to the settlement of the terminated portion of this Agreement, the Contractor may file with the Authority a request in writing for an adjustment of the price or prices specified in the Contract relating to the continued portion of the Agreement (the portion not terminated by the Notice of Termination for Convenience), and such adjustment as may be agreed upon will be made in such price or prices. 13.5 Flow Through to Contractor Related Parties. The Contractor shall insert in all agreements with Contractor Related Parties that the Contractor Related Party shall stop work on the date of and to the extent specified in a Notice of Termination for Convenience from the Authority. The Contractor shall communicate, immediately upon receipt thereof, any Notice of Termination for Convenience issued by the Authority to the affected Contractor Related Parties of any tier. 13.6 No Other Payments; No Damages. Under no circumstances is the Contractor entitled to anticipatory, unearned profits as a result of a termination or partial termination under this Article. The RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 36 payment to the Contractor determined in accordance with this Article constitutes its exclusive remedy for a termination hereunder. In no event shall the Authority be responsible for unabsorbed or underabsorbed overhead as part of termination claims under this Article. 13.7 No Waiver. Anything contained in this Agreement to the contrary notwithstanding, a termination under this Article shall not waive any right or claim to damages that the Authority may have and the Authority may pursue any cause of action that it may have under the Agreement. ARTICLE 14. GENERAL PROVISIONS 14.1 Amendments. This Agreement, including all Exhibits hereto and any addenda thereto, constitutes the entire Agreement between the Contractor and the Authority. It supersedes all prior or contemporaneous communications, representations or agreements, whether oral or written, relating to the Services set forth in this Agreement. No modification, addition, deletion, etc. to this Agreement including, without limitation, changes to the Contract Sum or the Services, will be effective unless and until such changes are reduced to writing and executed by the authorized officers of each party. If no such written and mutually executed instrument exists, then the Contractor will not be compensated for any changed work or out-of-scope Services performed. 14.2 Assignment. Neither this Agreement nor any of the rights, interests or obligations under it shall be assigned, in whole or in part, by operation of law, change of control, merger or otherwise without the prior written consent of the Authority. Such consent is not required i n instances where the parent company of the Contractor succeeds to all or any part of the Contractor’s operations, though in no case is an assignment of this Agreement valid unless the successor accedes to all of the terms, conditions and requirements of this Agreement as a condition precedent to such succession. 14.3 Solicitation and Employment. The Contractor will not employ any person employed by the Authority at any time during the term of this Agreement to perform any Services required by the terms of this Agreement. Further, the Contractor will not solicit for employment any of the Authority’s employees during the term of this Agreement without the prior consent of the Authority. 14.4 Governing Law. This Agreement will be interpreted under, and governed by, the laws of the State of Illinois, without regard to choice of law principles. 14.5 Consent to Service of Process and Jurisdiction. The Contractor agrees to exclusive jurisdiction of Illinois state and federal courts for the resolution of any dispute related to this Agreement. The Contractor hereby irrevocably submits, and will cause any Contractor Related Parties to submit, to the original jurisdiction of those State or Federal courts located within the County of Cook, State of Illinois, with regard to any controversy arising out of, relating to, or in any way concerning the execution or performance of this Agreement. The Contractor agrees that service of process on the Contractor may be made, at the option of the Authority, either by registered or certified m ail addressed to the applicable office as provided for in this Agreement, by registered or certified mail addressed to the office actually maintained by the Contractor, or by personal delivery on any officer, director, or managing or general agent of the Contractor. 14.6 Notices. All notices given under this Agreement shall be in writing, whether physical or electronic, and will be deemed properly served (i) if delivered in person to the individual to whom it is addressed, (ii) 3 days after deposit in the United States mail, if sent postage prepaid by United States RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 37 registered or certified mail, return receipt requested, or (iii) if sent via electronic mail to the address(es) specified below, as follows: If to the Authority: ____________________ (Project Manager) Regional Transportation Authority 175 West Jackson Boulevard, Suite 1650 Chicago, Illinois 60604 email: ____________________ phone: ____________________ fax: ____________________ with a copy to: Manager of Procurement and Contracting (at address listed above) If to the Contractor: _______________________________ ________________________________ ________________________________ email: ____________________ phone: ____________________ fax: ____________________ The foregoing addresses may be changed from time to time by notice to the other party in the manner provided for herein. 14.7 Interpretations. The headings of this Agreement are for convenience of reference only and in no way define, limit or describe the scope or intent of this Agreement. Words importing the singular number will include the plural number and vice versa, unless the context otherwise indicates. All references to any exhibit or document will be deemed to include all supplements and/or amendments to any such exhibits or documents entered into in accordance with the terms and conditions hereof and thereof. All references to any person or entity will be deemed to include any person or entity succeeding to the rights, duties and obligations of such persons or entities in accordance with the terms and conditions of this Agreement. 14.8 Joint and Several Liability. In the event that the Contractor, or its successors or assigns, if any, is comprised of more than one individual or other legal entity (or combination thereof), then and in that event, each and every obligation or undertaking herein stated to be fulfilled or performed by the Contractor will be the joint and several obligation and undertaking of each such individual or other legal entity. 14.9 Third Party Beneficiaries. The parties agree that this Contract is solely for the benefit of the parties and nothing herein is intended to create any third party beneficiary rights for Contractor Related Parties or other third parties other than the Chicago Transit Authority, the Commuter Rail Division of the Authority, and the Suburban Bus Division of the Authority. 14.10 Setoff. The Authority shall have the right of setoff of any claim of the Authority against any payments due or to become due to the Contractor or the retention under this Agreement or any other contract or obligation of the Contractor to the Authority. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 38 14.11 Severability. The invalidity of any one or more phrases, sentences, clauses or sections contained in this Agreement will not affect the remaining portions of this Agreement or any part thereof. 14.12 No Waiver of Legal Rights. Neither the acceptance by the Authority, or any representative of the Authority, nor any payment for, or acceptance of, the whole or any part of the Services, nor any extension of time, nor any possession taken by the Authority, will operate as a waiver by the Authority of any portion of this Agreement, or of any power herein reserved, or any right of the Authority to damages herein provided. A waiver of any breach of this Agreement will not be held to be a waiver of any other or subsequent breach. The Authority may only waive its rights in a writing executed by the Executive Director or General Counsel of the Authority. Whenever under this Agreement the Authority by a proper power waives the Contractor's performance in any respect, or waives a requirement or condition to either the Authority’s or the Contractor's performance, the waiver so granted will only apply to the particular instance and will not be dee med a waiver forever or for subsequent instance of the performance, requirement, or condition. No such waiver will be construed as a modification of this Contract, regardless of the number of times the Authority may have waived the performance, requirement, or condition. 14.13 Advertising and Publicity. The Contractor may not disclose, use, or refer to this Agreement or any of its terms, or the name of the Authority, in any advertising, publicity releases, promotional materials, or materials distributed to existing or prospective customers without the prior written consent of the Authority. 14.14 Counterparts. This Agreement may be executed in one or more counterparts, which together shall constitute one and the same instrument. 14.15 Other Agencies. Other local government agencies may negotiate their own agreements with the Contractor based on the terms and conditions of this Agreement. Other agencies will issue their own contracts directly to the Contractor. Participation by other agencies shall have no adverse effect on the Authority. The Authority will not be responsible for any obligation due from any other agency to the Contractor. The Authority will have no liability for the acts or omissions of any other agency. ARTICLE 15. REGARDING THE ILLINOIS DEPARTMENT OF TRANSPORTATION. 15.1 The records described in Article 2 must be available, upon reasonable prior notice, for audit and review by the Illinois Department of Transportation (“IDOT”). 15.2 The Contractor will also indemnify, defend and hold harmless IDOT to the same extent that it does the Authority under Article 8 of this Agreement. 15.3 IDOT, will not be subject to any obligations or liabilities by or to the Contractor or Contractor Related Parties in connection with the Services, notwithstanding any concurrence in the retention or solicitation of the Contractor or Contractor Related Parties. 15.4 To the extent IDOT is providing funding for all or any portion of the Contract Sum, the Developments and Proprietary Rights are the sole property of IDOT. The Contractor hereby assigns (and agrees to cause all Contractor Related Parties to assign) to IDOT the Contractor’s (or the Contractor Related Parties’) entire right and interest in any such Development, and will execute (or cause the Contractor Related RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 39 Parties to execute) any documents in connection therewith that the Authority may reasonably request. The Contractor agrees to enter into agreements with all of its Contractor Related Parties necessary to establish IDOT’s ownership in the Developments, to the extent that IDOT is providing fundin g for all or any portion of the Contract Sum, the Contractor agrees to provide the Authority with copies of such agreements if requested by the Authority or IDOT. The foregoing does not apply to any inventions that the Contractor made prior to the Contractor’s retention by the Authority, or to any inventions that the Contractor develops without using any of the Authority equipment, supplies, facilities or Confidential Information and that do not relate to the Services or the Authority business or research, or the Services the Contractor performs for the Authority. The Contractor hereby grants to IDOT (to the extent IDOT is providing funding for all or any portion of the Contract Sum) a perpetual, irrevocable, non-exclusive right and license, with the right to sublicense, to use all materials, software, technology, data or other goods or services, that are not Developments but that are required to use fully and completely the Developments. 15.5 To the extent IDOT is providing funding to pay all or a portion of the Contract Sum, this Agreement and the obligation of the Authority to pay the Contract Sum is contingent upon approval of this Agreement (if required by IDOT) and appropriation of the relevant funding by IDOT (which may in turn be contingent upon an appropriation of funds to IDOT by the Illinois General Assembly or the federal government). If IDOT fails to approve this Agreement (if approval is required by IDOT), appropriate such funding or provide such funding, the Authority may terminate this Agreement and the Contractor will be entitled to receive, as its sole and exclusive remedy, compensation for Services properly performed to the date of termination to the extent the Authority has funds available and appropriated to pay the Contractor such amount. Upon the request of the Contractor, the Authority will inform the Contractor as to whether IDOT is providing funding to pay all or a portion of the Contract Sum and the status of approval of this Agreement by IDOT. In the event of a conflict between this Agreement and any funding agreement between the Authority and IDOT, the terms of such funding agreement will control. 15.6 IDOT will not be subject to any obligations or liabilities by or to the Contractor or Contractor Related Parties in connection with the Services, notwithstanding any concurrence in the retention or solicitation of the Contractor or Contractor Related Parties. ARTICLE 16. REGARDING THE FEDERAL TRANSIT ADMINISTRATION. 16.1 Federal Assurances. The certifications, assurances and statements made by the Contractor in this Article and the Federal Certifications and Assurances attached hereto as Exhibit J are true, accurate and complete as of the date hereof. The term “Grantee” in the Federal Certifications and Assurances shall be understood to mean “Contractor” f or the purposes of this Agreement. 16.2 Incorporation of FTA Terms. Federal Laws, Regulations, Requirements, and Guidance. The Contractor agrees: (1) To comply with the requirements of 49 U.S.C. chapter 53 and other applicable federal laws, regulations, and requirements in effect now or later that affect its third party procurements, (2) To comply with the applicable U.S. DOT Common Rules, and (3) To follow the most recent edition and any revisions of FTA Circular 4220.1, “Third Party Contracting Guidance,” to the extent consistent with applicable federal laws, regulations, requirements, and guidance. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 40 16.3 Access to Records. The Contractor and all Contractor Related Parties must provide to the U.S. Secretary of Transportation and the Comptroller General of the United States or their duly authorized representatives, access to all records as required by 49 U.S.C. § 5325(g). 16.4 Federal Indemnity. The Contractor will also indemnify, defend and hold harmless the Federal Transit Administration (the “FTA”) to the same extent that it does the Authority under Article 8 of this Agreement. 16.5 No Federal Government Obligations. The Federal Government shall not be subject to any obligations or liabilities to the Contractor or any Contractor Related Party. Notwithstanding that the Federal Government may have concurred in or approved any solicitation, subagreement, lease, third party contract, or arrangement in connection with this Agreement, the Federal Government has no obligations or liabilities to any entity other than the Authority, including the Contractor and all Contractor Related Parties. 16.6 Fraud and False or Fraudulent Statements or Acts. The Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §§ 3801 et seq., and U.S. DOT regulations, “Program Fraud Civil Remedies,” 49 C.F.R. Part 31, apply to the Contractor’s and all Contractor Related Parties’ activities in connection with the Project. By executing this Agreement, the Contractor certifies or affirms the truthfulness and accuracy of each statement it has made, it makes, or it may make in connection with the Services. In addition to other penalties that may apply, the Contractor also acknowledges that if it makes a false, fictitious, or fraudulent claim, statement, submission, certification, assurance, or representation to the Federal Government, the Federal Government reserves the right to impose on the Recipient the penalties of the Program Fraud Civil Remedies Act of 1986, as amended, to the extent the Federal Government deems appropriate. If the Contractor makes a false, fictitious, or fraudulent claim, statement, submission, certification, assurance, or representation to the Federal Government or includes a false, fictitious, or fraudulent statement or representation in any agreement with the Federal Government in connection with a Project authorized under 49 U.S.C. chapter 53 or any other Federal law, the Federal Government reserves the right to impose on the Recipient the penalties of 49 U.S.C. § 5323(l), 18 U.S.C. § 1001, or other applicable Federal law to the exte nt the Federal Government deems appropriate. 16.7 Federal Changes. The Contractor agrees that Federal laws and regulations control the award and implementation of the Services. The Contractor also agrees that certain Federal directives provide Federal guidance applicable to the Services, except to the extent that FTA determines otherwise in writing. Thus, FTA strongly encourages adherence to applicable Federal directives. The Contractor understands and agrees that unless the Contractor or the Authority requests FTA approval in writing, the Contractor may incur a violation of Federal laws or regulations. The Contractor understands and agrees that Federal laws, regulations, and directives applicable to the Services and to the Contractor on the date on which this Agreement was executed may be modified from time to time. In particular, new Federal laws, regulations, and directives may become effective after the date on which the Contractor executes this Agreement, and might apply to this Agreement. The Recipient agrees that the most recent of such Federal laws, regulations, and directives will apply to the administration of the Project. 16.8 Energy Conservation. The Contractor agrees to comply with applicable mandatory energy efficiency standards and policies of applicable State of Illinois energy conservation plans issued in accordance with the Energy Policy and Conservation Act, as amended, 42 U.S.C. §§ 6321 et seq., except to the extent that the Federal Government determines otherwise in writing. 16.9 Federal Termination Provisions. The Contractor agrees that the Federal Government may suspend or terminate all or any part of the Federal assistance to be provided for the Services if the RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 41 Authority has violated the terms of its Grant Agreement or Cooperative Agreement for the Ser vices, or if the Federal Government determines that the purposes of the laws authorizing the Services would not be adequately served by the continuation of Federal assistance for the Services. The Contractor understands and agrees that any failure to make reasonable progress on the Services that endangers substantial performance of the Services shall provide sufficient grounds for the Federal Government to terminate its assistance for this Agreement. In general, termination of Federal assistance for the Pro ject will not invalidate obligations properly incurred by the Authority before the termination date to the extent those obligations cannot be canceled. If, however, the Federal Government determines that the Authority has willfully misused Federal assistance by failing to make adequate progress, by failing to make reasonable and appropriate use of the Services, or by failing to comply with the terms of any applicable grant agreements for the Services including this Master Agreement, the Federal Government m ay require the Authority to refund the entire amount of Federal assistance provided for the Project or any lesser amount as the Federal Government may determine, which refund would take precedence over payment to the Contractor were the Authority’s appropr iation insufficient to fund both amounts. 16.10 Debarment and Suspension. The Contractor agrees to comply, and assures the compliance of each Contractor Related Party, with Executive Orders Nos. 12549 and 12689, “Debarment and Suspension,” 31 U.S.C. § 6101 note, and U.S. DOT regulations, “Nonprocurement Suspension and Debarment,” 2 CFR Part 1200, which adopts and supplements the provisions of U.S. Office of Management and Budget (U.S. OMB) “Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonpro curement),” 2 CFR Part 180. The Contractor agrees to, and assures that each Contractor Related Party will, review the “Excluded Parties Listing System” at http://epls.gov/ before entering into any arrangement in connection with the Services. 16.11 Disputes, Breaches, Defaults, or Other Litigation. The Recipient agrees that FTA has a vested interest in the settlement of any dispute, breach, default, or litigation involving the Project. Accordingly: a. Notification to FTA. The Recipient (in this case, the Authority ) agrees to notify FTA in writing of any current or prospective major dispute, breach, default, or litigation that may affect the Federal Government’s interests in the Project or the Federal Government’s administration or enforcement of Federal laws or reg ulations. If the Recipient seeks to name the Federal Government as a party to litigation for any reason, in any forum, the Recipient agrees to inform FTA in writing before doing so. At a minimum, each notice to FTA under this Section 56 of this Master Agreement shall be provided to the FTA Regional Counsel within whose Region the Recipient operates its public transportation system or implements the Project. b. Federal Interest in Recovery. The Federal Government retains the right to a proportionate share o f any proceeds derived from any third party recovery, based on the percentage of the b. Notification to FTA. If a current or prospective legal matter that may affect the Federal Government emerges: Federal share awarded for the Project, except that the Recipient may return liquidated damages recovered to its Project Account in lieu of returning the Federal share to the Federal Government. c. Enforcement. The Recipient agrees to pursue its legal rights and remedies available under any third party contract or available under law or regulations. d. FTA Concurrence. FTA reserves the right to concur in any compromise or settlement of any claim involving the Project and the Recipient. e. Alternative Dispute Resolution. FTA encourages the Recipient to use alter native dispute resolution RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 42 procedures, as may be appropriate. 16.12 Lobbying. The Contractor agrees that: (i) In compliance with 31 U.S.C. § 1352(a), it will not use funds received from this Agreement to pay the costs of influencing any officer or employee of a Federal agency, Member of Congress, officer of Congress or employee of a member of Congress, in connection with making or extending the Grant Agreement or Cooperative Agreement funding this Agreement; (ii) in addition, it will comply with other applicable Federal laws and regulations prohibiting the use of Federal assistance for activities designed to influence Congress or a State legislature with respect to legislation or appropriations, except through proper, official channels; and (iii) It will comply, and will assure the compliance of each Contractor Related Party, with U.S. DOT regulations, “New Restrictions on Lobbying,” 49 C.F.R. Part 20, modified as necessary by 31 U.S.C. § 1352. 16.13 Clean Air. Except to the extent the Federal Government determines othe rwise in writing, the Contractor agrees to comply with all applicable Federal laws and regulations in accordance with applicable Federal directives implementing the Clean Air Act, as amended, 42 U.S.C. §§ 7401 through 7671q. 16.14 Clean Water. Except to the extent the Federal Government determines otherwise in writing, the Contractor agrees to comply with all applicable Federal laws and regulations in accordance with applicable Federal directives implementing the Clean Water Act, as amended, 33 U.S.C. §§ 1251 thr ough 1377. 16.15 Patent Rights; Right in Data and Copyrights. To the extent the FTA is providing funding for all or any portion of the Contract Sum, the Developments and Proprietary Rights are the sole property of the FTA. The Contractor hereby assigns (and agrees to cause all Contractor Related Parties to assign) to the FTA the Contractor’s (or the Contractor Related Parties’) entire right and interest in any such Development, and will execute (or cause the Contractor Related Parties to execute) any documents i n connection therewith that the Authority may reasonably request. The Contractor agrees to enter into agreements with all of its Contractor Related Parties necessary to establish the FTA’s ownership in the Developments and agrees to provide the Authority with copies of such agreements if requested by the Authority or the FTA. The foregoing does not apply to any inventions that the Contractor made prior to the Contractor’s retention by the Authority, or to any inventions that the Contractor develops without using any of the Authority equipment, supplies, facilities or Confidential Information and that do not relate to the Services or the Authority business or research, or the Services the Contractor performs for the Authority. The Contractor hereby grants t o the FTA (to the extent the FTA is providing funding for all or any portion of the Contract Sum) a royalty -free, perpetual, irrevocable, non-exclusive right and license, with the right to sublicense, to use all materials, software, technology, data or other goods or services, that are not Developments but that are required to use fully and completely the Developments. 16.16 Federal Certifications and Assurances. The Contractor agrees to comply with all applicable provisions of the Federal Certifications and Assu rances, attached hereto as Exhibit J. ARTICLE 17. CONTRACT DOCUMENTS 17.1 Contract Documents. Each of the following described documents, when required by the solicitation (the “Contract Documents”) (copies of which are attached hereto) is hereby incorporated herein and forms a part of this Agreement: Exhibit A: Scope of Services RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 43 Exhibit B: Payment Terms Exhibit C: Schedule Exhibit D: Vendor/Contractor Certification Exhibit E: RTA Certifications and Assurances Exhibit F: Insurance Requirements Exhibit G: Key Personnel Exhibit H: Contractor Related Parties Exhibit I: DBE Compliance Plan Exhibit J: Federal Certifications and Assurances Exhibit K: Lobbying Restrictions 17.2 Conflicts among Contract Documents. In the event of a conflict between the terms of this Agreement and the terms of any of the other Contract Documents, the terms of this Agreement will govern. [This space intentionally left blank] RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 44 IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the dates recited below. [Name of Contractor] By___________________________________ Regional Transportation Authority By___________________________________ (Print Name)___________________________ Title__________________________________ Date:_________________________________ Leanne P. Redden Title: Executive Director Date:_________________________________ Approved as to form and legality By___________________________________ Title: Deputy General Counsel Date:_________________________________ RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 45 APPENDIX B EEO COMPLIANCE REQUIREMENTS I. EEO Compliance Requirements The Regional Transportation Authority requires that all proposers/bidders submit the information below to the RTA Regulatory Compliance Officer, 175 West Jackson, Suite 1650, Chicago, Illinois 60604 along with the bid/proposal. It is to be clearly identified and marked to the attention of the RTA Regulatory Compliance Officer. EQUAL EMPLOYMENT OPPORTUNITY 1. For bids or proposals $50,000 or more, or for any bid amount which when added to prior awa rds made to the bidder/proposer within the calendar year preceding the bid opening date equals $50,000 or more, the bidder/proposer shall provide: a. Current Work Force Utilization Analysis (Exhibit A , attached) b. Current Affirmative Action Plan (only required if bidder/proposer employs more than 15 persons) 2. For bids or proposals $20,000 to $49,999, or for any bid amount which when added to prior awards made to the bidder within the calendar year preceding the bid opening date will equal $20,000 or more, the bidder/proposer shall provide: a. Current Work Force Utilization Analysis The Work Force Utilization Analysis submitted (or on file with the RTA) must be dated within the 12 month period preceding contract award. The Affirmative Action Progra m (including goals and timetables for correcting underutilization, where applicable) must be acceptable and current at the time of contract award. DEFINITIONS: Disadvantaged Business Enterprise (DBE): means a small business concern: (1) Which is at least 51 percent owned by one or more socially and economically disadvantaged individuals, or in the case of any publicly owned business, at least 51 percent of the stock of which is owned by one or more socially and economically disadvantaged individuals; and (2) Whose management and daily business operations are controlled by one or more of the socially and economically disadvantaged individuals who own it. Socially and Economically Disadvantaged Individuals: means those individuals who are citizens of the United States (or lawfully admitted permanent residents) and who are: (1) BLACK: A person with origins in any of the black racial groups of Africa, who is not of Hispanic origin. (2) HISPANIC: A person of Mexican, Puerto Rican, Cuban, Dominican, Central or South Am erican, or other Spanish or Portuguese culture or origin, regardless of race; (3) NATIVE AMERICAN: A person of American Indians, Eskimos, Aleuts, or Native Hawaiian origin. (4) ASIAN or PACIFIC ISLANDERS: A person of Japan, China, Taiwan, Korea Burma (Myanmar), Vietnam, Laos, Cambodia (Kampuchea), Thailand, Malaysia, Indonesia, the Philippines, Brunei, Samoa, Guam, the U.S. Trust Territories of the Pacific Islands (Republic of Palau), the Commonwealth of Northern Marianas Islands, Macao, Fiji, Tonga, Kiribati, Tuvalu, Nauru, Federated States of Micronesia or Hong Kong. The Indian subcontinent including: Bangladesh, Bhutan, India, Nepal, Sikkim, Pakistan and Sri Lanka. (5) “WOMEN,” regardless of race, ethnicity, or origin; and (6) “OTHER,” individuals found to be socially and economically disadvantaged by the Small Business Administration (SBA) pursuant to Section 8(a) of the Small Business Act CURRENT WORKFORCE UTILIZATION ANALYSIS (Exhibit A) Company: _____ Date: Address: City: State: Zip: ______ Prepared By: _____ Title: Phone: ______ Email:____________________ Have you field an Affirmative Action Plan with the RTA? Yes No Job Categories Totals Male Female White Black Hispanic Native American Asian or Pacific Islander White Black Hispanic Native American Asian or Pacific Islander Officials/Managers Availability Professionals Availability Technicians Availability Sales Workers Availability Office and Clerical Availability Skilled Craftsmen Availability Semi-Skilled Craftsmen Availability Laborers Availability Service Workers Availability Other TOTALS RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 47 CIVIL RIGHTS REQUIREMENTS The following requirements apply to this Contract: (1) Nondiscrimination – In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S. § 2000d, secti on 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the American with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (2) Equal Employment Opportunity – The following equal employment opportunity requirements apply to this Contract. a. Race, Color, Creed, National Origin, Sex – In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal Transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor,” 41 C.F.R. Parts 60 et seq, (which implement Executive Order No. 11375, “Amending Executive Order 11246 relating to Equal Employment Opportunity,” 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive or ders, regulations, and Federal policies that may in the future affect any activities undertaken in the course of this project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during e mployment, without regard to their race, color, creed, national origin, sex, or age. Such action 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 of training; including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. b. Age – In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. §§ 623 and Federal transmit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees t o comply with any implementing requirements FTA may issue. c. Disabilities – In accordance with section 102 of the American with Disabilities Act, as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, “Regulations to Implement the Equal Employment Provisions of the American with Disabilities Act,” 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply wit h any implementing requirements FTA may issue. (3) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 48 APPENDIX C DISADVANTAGED BUSINESS ENTERPRISE REQUIREMENTS REGIONAL TRANSPORTATION AUTHORITY (RTA) DISADVANTAGED BUSINESS ENTERPRISE (DBE) COMPLIANCE PLAN Project name: Vendor name: Instructions for Completing the DBE Compliance Plan It is the objective of the RTA to promote the participation of DBEs in the performance of its contracts. To promote this objective, the RTA has established a DBE Program in conformance with U.S. Department of Transportation (U.S. DOT) regulations at 49 CFR Part 26. Additional information and guidance about the regulations is available athttp://www.dot.gov/osdbu/. Additional information on the RTA’s DBE Program is available at http://www.rtachicago.org/about-us/doing-business. A proposer or bidder for this RTA project (referred to herein as “Vendor”) must either achieve or exceed the DBE contract goal established for this project through DBE participation or must sufficientl y document its good faith efforts to meet the DBE goal. A DBE is a business certified through the Illinois Unified Certification Program (IL UCP) or through another state’s certification program, in accordance with the U.S. DOT’s requirements. The firm m ust be certified as a DBE at the time of bid or proposal submittal in order to be counted as a DBE on this project. Other certifications are not acceptable and dollars spent with firms not DBE certified will not be counted towards achieving the DBE contract goal on this project. Information on DBE certification in Illinois through the IL UCP, including a listing of certified DBEs, is available at http://www.idot.illinois.gov/doing- business/certifications/disadvantaged-business-enterprise-certification/il-ucp-directory/index. All DBE certifications must be pre-certifications, i.e., certifications that have been made final before the due date for bids/proposals as required by 49 CFR 26.81(c). All Vendors must submit the DBE Compliance Plan to the RTA at the time specified by the RTA. A Vendor that is itself a DBE must still submit the DBE Compliance Plan to the R TA. Specific instructions for completing this DBE Compliance Plan are included for each Section. The DBE Compliance Plan must be signed and dated by an authorized representative of the Vendor. If the DBE Compliance Plan is not submitted at the time spec ified by the RTA, the Vendor’s bid/proposal may be deemed non-responsive and be rejected. The RTA-approved DBE Compliance Plan will be incorporated into any contract relating to this project and will be attached as an exhibit thereto. Sections I – VII are the DBE Compliance Plan and supporting forms. Questions about this DBE Compliance Plan may be directed to the RTA’s Regulatory Compliance Officer by email at reddl@rtachicago.org or by telephone at 312-913-3212. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 49 DBE Compliance Plan Check List Please complete the following steps: ( ) Review Section I, DBE Program Provisions and DBE Compliance Plan Instructions. ( ) Complete and sign Section II, DBE Participation Commitment, even if no DBEs will be utilized. Submit it with your bid/proposal (or as otherwise specified by the RTA).  Designate the Vendor’s DBE contact person for the project.  List all DBE subconsultants, subcontractors, suppliers and joint venture partners.  Describe the area of specialty and type of work to be performed by the DBE subconsultant, subcontractor, supplier and joint venture partner.  List the dollar amount of DBE participation commitment.  List the total proposal/contract price. ( ) If the DBE contract goal was not fully achieved through participation, complete Section III, Documentation of Good Faith Efforts to Achieve DBE Contract Goal, and submit it with your bid/proposal (or as otherwise specified by the RTA).  Complete the Good Faith Efforts checklist and attach relevant documents.  Complete Good Faith Efforts Contacts Log. ( ) If the Vendor proposes to achieve the DBE contract goal by entering into a joint venture arrangement with a DBE, complete Section IV, DBE Joint Venture Agreement. Submit a copy of the Joint Venture Agreement with your bid/proposal (or as otherwise specified by the RTA). ( ) Complete Section V, Letter of Intent, for each DBE proposed to be utilized on the project as a subconsultant, subcontractor or supplier (but not as a joint venture partner), and submit it with your bid/proposal (or as otherwise specified by the RTA). ( ) Have an authorized officer of the Vendor sign Section VII, Attestation, and have it notarized. ( ) Submit entire DBE Compliance Plan to the RTA with your bid/proposal (or as otherwise specified by the RTA). RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 50 SECTION I DBE PROGRAM PROVISIONS AND DBE COMPLIANCE PLAN INSTRUCTIONS The DBE Compliance Plan must list all DBE firms that will participate on the project as subconsultants, subcontractors, suppliers or joint venturer partners for the Vendor. By listing a subconsultant, subcontractor, supplier or joint venture partner on the DBE Compliance Plan, the Vendor indicates that the firm agrees to the price and scope of work proposed. In the event the Vendor is awarded a contract (or, in the case of a task order contract, task orders are established), the Vendor agrees to contract with the firms listed on the Compliance Plan for the scope and price disclosed. These Provisions and Instructions will be incorporated by reference into the contract. Counting DBE Participation Towards the DBE contract Goal All DBE’s must be certified at the time the bid/proposal is submitted to the RTA. The value of the work actually performed by the DBE, including supplies purchased or equipment leased by the DBE, will be counted toward the DBE contract goal established by the RTA in the manner set forth in 49 CFR 26.55. If a DBE subconsultant, subcontractor, supplier or joint venture partner elects to subcontract part of the work to another firm (i.e., to a second tier subcontractor), the value of the second tier work may be counted toward the DBE contract goal only if the second tier subcontractor is itself a DBE. Work that a DBE subcontracts to a second tier non-DBE will not count towards the goal. After contract award, when evaluating compliance with DBE requirements, the RTA will not credit the participation of a DBE subconsultant, subcontractor or supplier towards the DBE contract goal until that amount has been paid to the DBE. The participation of a DBE subconsultant, subcontractor, supplier or joint venture partner that “graduates” from the Illinois Unified Certification Program, or another state’s program, based upon exceeding the firm size or personal net worth limitations, after contract award and execution of a subcontract with the Vendor, will be counted toward achieving the contract goal (as set forth in 49 CFR 26.87(i)). The participation of a DBE subconsultant, subcontractor, supplier or joint venture partner that loses its certification eligibility before it signs a subcontract for this RTA project for any reason or as a result of fraud, collusion or any other misconduct after contract award shall not be counted toward the contract goal. RTA may require that a subconsultant, subcontractor, supplier or joint venture partner that loses its certification because of misconduct be replaced. The DBE must perform a “Commercially Useful Function” on the contract in the “Area of Specialty” for which it is certified as a DBE to be counted towards the DBE contract goal. Commercially Useful Function means responsibility for the execution of a distinct element of the work on the project and carrying out its responsibilities by actually performing, managing, and supervising the work involved. To determine whether a firm is performing a Commercially Useful Function, the RTA will evaluate the amount of work subcontracted, whether the amount the firm is to be paid under the contract is commensurate with the work it is actually performing and the credit claimed for its performance of the work, industry practices, and other relevant factors. Area of Specialty means the description of a DBE’s activity most reflective of the firm’s claimed specialty or expertise, as listed on its IL UCP letter of certification. The RTA does not make any representations concerning the ability of any DBE to perform work within its Area of Specialty or the quality of any DBE’s work. It is the responsibility of the Vendor to determine the capability and capacity of DBEs to perform the proposed work. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 51 Demonstrating Good Faith Efforts to Achieve the DBE Contract Goal If the Vendor cannot achieve the DBE contract goal through DBE participation on the contract (or, in the case of a task order contract, on the relevant task order), it must document adequate “Good Faith Eff orts” to do so in Section III of this document, including providing any supporting documentation requested by the RTA in order for the bid/proposal to be deemed responsive. A Vendor must show that it took all necessary and reasonable steps to achieve the DBE goal. The fact that there may be some additional costs involved in finding and using DBEs is not in itself sufficient reason for a Vendor’s failure to achieve the DBE contract goal, as long as such costs are reasonable. Also, the ability or desire of a Vendor to perform the work on the project with its own forces or organization does not relieve the Vendor of the responsibility to achieve the DBE contract goal through participation or to make Good Faith Efforts to do so. A Vendor is not, however, required to accept higher quotes from DBEs if the price difference is excessive or unreasonable. The RTA, in its sole discretion, will determine whether the Vendor has made adequate Good Faith Efforts to achieve the DBE contract goal. In evaluating the Vendo r’s Good Faith Efforts, the DBE participation and/or Good Faith Efforts of other vendors on this project or projects of a similar nature may be considered for comparative purposes. If the RTA determines that the Vendor has made Good Faith Efforts to achieve the DBE contract goal, the Vendor will be eligible for contract award (provided that it is otherwise eligible for award). If the RTA determines that the Vendor has not made Good Faith Efforts to achieve the DBE contract goal, the RTA will notify the Vendor of that determination and will provide the apparent successful Vendor an opportunity for administrative reconsideration prior to contract award as set forth in 49 CFR 26.53(d). The RTA may request written clarification of items on the DBE Compliance Plan; however, such clarification does not provide an opportunity to augment listed DBE participation commitments or Good Faith Efforts. Changes to the DBE Compliance Plan are permitted only pursuant to the procedures established in Section VI of this document. Only those vendors who make adequate good faith efforts to meet a contract DBE goal on a contract funded in whole or in part with federal funds will be eligible for contract award. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 52 Joint Ventures with DBEs Joint venture(s) that the Vendor enters into with DBEs may be counted toward the DBE contract goal. A joint venture is an association between two or more persons, or any combination of types of business enterprises and persons numbering two or more, proposing to perform a for -profit business enterprise in which each joint venture partner contributes property, capital, effort, skill and knowledge, and in which the DBE joint venturer is responsible for a distinct, clearly defined portion of the work on the project and whose share in the capital contribution, control, management, risks, and profits of the joint venture are commensurate with its ownership interest. Joint venturers must have an agreement in writing specifying the terms and conditions of their relationships and their risks and respon sibility. The joint venturers must complete Section VI of the DBE Compliance Plan, submit a copy of their joint venture agreement at the time of submitting their DBE Compliance Plan, and must each provide the attestation to the DBE Compliance Plan at Sect ion VII of this document. Changes to the DBE Compliance Plan or Substitutions of Subconsultants, Subcontractors or Suppliers The Vendor may not make changes to its DBE Compliance Plan or its contractual DBE commitments, or substitute a subconsultant, subcontractor or supplier at any time, without the prior written approval of the RTA. Requests for changes or substitutions must be made on the form provided in Section VI of this document. Unauthorized changes or substitutions, including the performance by the Vendor’s own forces of the work designated for a subconsultant, subcontractor or supplier may render the Vendor ineligible for contract award or, if a contract has already been established, will be considered a material breach of the contract. The facts supporting the request for changes or substitutions must not have been known, or could not reasonably have been known, by the Vendor prior to submitting the DBE Compliance Plan to the RTA. Section VI, Request for Change of Compliance Plan, should be submitted only if and when the Vendor seeks to change its DBE Participation Commitments as contained in Section II of this document, or make any other changes to its previously submitted DBE Compliance Plan. Changes or substitutions requested by the Vendo r shall not be considered approved until such approval is given to the Vendor by the RTA in writing. In the event that a Vendor’s request for change(s) to its Compliance Plan or substitution(s) will result in a change in the Vendor’s DBE participation, and the revised participation does not achieve the DBE commitment in the Compliance Plan, the Vendor will be required to submit an updated Section III of the DBE Compliance Plan to demonstrate that it made Good Faith Efforts to achieve the DBE contract goal. If the Vendor’s request involves adding a new DBE subconsultant, subcontractor or supplier, the Vendor must submit with the Request for Change of Compliance Plan a signed and notarized Letter of Intent (Section V of this document), from the DBE identified in the revised Compliance Plan. The RTA will evaluate the Vendor’s request and, in its sole discretion, may approve or reject the request. The written request for a change or substitution must state specific reasons for the proposed change or substitution. Acceptable reasons for changes may include, but are not limited to, the following:  Unavailability of the subconsultant, subcontractor or supplier after the initial submission of the DBE Compliance Plan;  Failure of the subconsultant, subcontractor or supplier to perform the agreed scope(s) of work;  Financial incapacity of the subconsultant, subcontractor or supplier; RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 53  Failure of the subconsultant, subcontractor or supplier to honor the proposal price;  Mistake of fact or law about the scope(s) of work where a reasonable price cannot be agreed upon;  Failure of the subconsultant, subcontractor or supplier to meet bonding, insurance, or licensing requirements specified in the solicitation; or  Withdrawal of the bid or proposal by the subconsultant, subcontractor or supplier. A statement from the DBE to be substituted stating why it cannot perform on the project may be submitted to support the request. Where the reason for the requested change is a valid mistake or disagreement between the Vendor and the subconsultant, subcontractor or supplier on the scope of work, the request must document all efforts made by the parties to reach an agreement for a reasonable price for the corrected scope of work. Records Retention The Vendor must maintain a record of all relevant data with respect to the utilization of DBEs, including but without limitation, payroll records, invoices, canceled checks, sworn statements and books of account for a period of at least 5 years after the RTA’s final acceptance of the work . Full access to these records shall be granted to the RTA, or to any municipal, state or federal authorities, by the Vendor upon 48 hours written demand by the RTA. The RTA shall have the right to obtain from the Vendor any additional data reasonably related or necessary to verify any representations by the Vendor in the DBE Compliance Plan or documents regarding the Vendor’s compliance with its Compliance Plan or the DBE Program Provisions . Sanctions The RTA reserves the right to withhold payment to the Vendor to enforce the provisions of the Vendor’s DBE Compliance Plan and the RTA’s DBE Program. Final payment shall not be made on the contract until the Vendor demonstrates, to the reasonable satisfaction of the RTA, achievement of the DBE contract go al or its Good Faith Efforts to achieve the DBE contract goal, pursuant to its DBE Compliance Plan. The RTA will periodically review the Vendor’s compliance with its DBE Compliance Plan and the terms of its contract. Without limitation, the Vendor’s failure to comply with its DBE Compliance Plan, failure to cooperate in providing information regarding its compliance, or the provision of false or misleading information or statements concerning compliance, certification status of subconsultants, subcontract ors, suppliers or joint venture partners, Good Faith Efforts or any other material fact or representation shall constitute a material breach of contract and entitle the RTA to declare a default, terminate the contract, or exercise those remedies provided for in the contract or at law or in equity. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 54 SECTION II DBE Participation Commitment This form must be completed and su bmitted by the Vendor with its bid or proposal (or at the time otherwise specified by RTA) even if no DBE subcontractors will be utiliz ed. Failure to do so may render the Vendor’s bid/proposal non-responsive and cause it to be rejected and/or render the Vendor ineligible for contract award, at the RTA’s sole discretion. Project Name: Vendor Name: RTA’s DBE contract goal for the project: __________% The undersigned will enter into complete subcontracts, purchase orders or other appropriate agreements or joint venture agreements with all listed DBEs for work as described in this Section II, DBE Participation Commitment, and will enter into such agreements within 5 business days after the date of final execution of the contract with the RTA (or, in the case of a task order contract, 5 business days after final execution of the relevant task order to which the DBE participation commitments apply). Copies of each signed subcontract, purchase order, or other agreement with a DBE must be submitted to the RTA within 10 business days after execution. The Vendor designates the following as its DBE contact person: Name: ____________ _____ Please Print or Type Address:______________________________________________________________________ _______________________________________________________________________ Telephone:______________________________________________________ E mail: __________________________________ All DBEs must be certified at the time you submit your proposal. If the DBE contract goal is achieved, in whole or in part, through a joint venture with a DBE, you must also complete the Joint Venture Affidav it, Section III, and submit it along with a copy of the joint venture agreement with your bid/proposal (or as otherwise specified by the RTA). All DBE subconsultants, subcontractors, suppliers or joint venture partners must be listed on the following form. By: ___________________________ ___________________________ Name/Title RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 55 DBE Prime, Subconsultant, Subcontractor, Supplier or Joint Venture Partner Participation Commitments: Name of Prime, Subconsultant, Subcontractor, Supplier or Joint Venture Partner Is firm certified as a DBE – yes or no? If yes, please identify the state the firm is certified in. If DBE certified, list DBE Area of Specialty. Description of Work to be Performed Dollar amount of subcontract $____________ $____________ $_____________ $_____________ Total DBE participation: (Total Dollar Amount of all DBE subcontracts). Total proposal/contract price: $ ______________________ $_____________ RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 56 SECTION III Documentation of Good Faith Efforts to Achieve DBE Contract Goal If the DBE contract goal was not achieved, the Good Faith Efforts checklist (Section III A) and contacts log (Section III B) must be submitted with your bid or proposal (or as oth erwise specified by the RTA). Failure to do so may render the Vendor’s bid/proposal non-responsive and cause it to be rejected, and/or render the Vendor ineligible for contract award, at the RTA’s sole discretion . The Vendor must provide documentation in support of its Good Faith Efforts to the RTA at the time it submits its bid or proposal. The RTA also reserves the right to independently verify that these efforts have been made. SECTION III A Good Faith Efforts Checklist A representative of the Vendor should insert his/her initials on the line before each of the efforts described below that have been undertaken by the Vendor. Documentation evidencing those activities undertaken by the Vendor should be attached to this form. If any of the items below were not completed, attach a detailed written explanation why such effort was not completed. If any other efforts were made to obtain DBE participation in addition to the items listed below, attach a detailed written explanation of those efforts. The amount of effort that a Vendor must undertake to meet the DBE contract goal varies from contract to contract but includes a number of distinct activities geared to actually finding DBE subcontractors. Examples of the types of documentation that may be attached to support good faith efforts are listed below. These are examples only and are not intended to be the only type of documentation that Vendors can use. The Vendor should use its own judgment when determining which documentation in its possession best evidences the good faith efforts it has made. ______Identified portions of the project work which could be performed by available DBEs, including, where appropriate, breaking out contract work items into economically feasible units to facilitate DBE participation. Ex: A clear summary of the work the Vendor intends to perform with its own employees and a clear summary of the work the Vendor identified as available for subcontracting. ______Solicited through reasonable and available means (e.g., written n otices, advertisements) DBEs to perform the types of work that could be subcontracted on this project, within sufficient time to allow them to respond. (The IL UCP Directory is available at http://www.idot.illinois.gov/doing- business/certifications/disadvantaged-business-enterprise-certification/index.) Ex: Copies of all advertisements, notices and solicitation letters placed in newspapers, trade magazines or small business media, posted in any public place or sent directly to DBE firms. ______Provided timely and adequate information about the plans, specifications and requirements of the project. Followed up initial solicitations to answer questions and encourage DBEs to submit proposals or bids. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 57 Ex: Completion of the attached Good Faith Efforts Contact s Log including information on dates of initial contact and all follow-up contacts w/DBE’s. If contact was written, copies of solicitation letter and any other written information could be attached. ______Negotiated in good faith with interested DBEs that submitted proposals or bids and thoroughly investigated their capabilities. Ex: Explain thoroughly why you were not able to reach agreement with each DBE listed on the Good Faith Efforts Contacts Log and attach copy of bids if any, submitted by those DBE’s. ______Made efforts to assist interested DBEs in obtaining bonding, lines of credit, or insurance as may be required for performance of the contract (if applicable). Ex: A brief written description of the assistance provided to DBEs. ______Utilized resources available to identify available DBEs, including but not limited to DBE assistance groups; local, state and federal minority or women business assistance offices; and other organizations that provide assistance in the recruitment and placement of DBEs. Ex: Copies of letters, facsimiles and email messages sent to organizations, and responses received, and name and phone number of person(s) contacted. RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 58 SECTION III B Good Faith Efforts Contacts Log for Soliciting DBE Subconsultant, Subcontractor or Supplier Participation Use this form to document all contacts and responses (telephone, e -mail, fax, etc.) regarding the solicitation of DBE subconsultants, subcontractors and suppliers. Duplicate as needed. (It is not necessary to show contacts wit h DBEs with which the Vendor reached an agreement to participate on this project, as shown on Section II of this document.) Name of DBE firm Date and method of contact Scope of work solicited Reason agreement was not reached RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 59 SECTION IV DBE Joint Venture Agreement If Vendor proposes to utilize a joint venture arrangement for this project to meet the DBE contract goal, this form must be submitted with the bid or proposal (or as otherwise specified by the RTA). Fai lure to do so may render the Vendor’s bid/proposal non-responsive and cause it to be rejected, and/or render the Vendor ineligible for contract award, at the RTA’s sole discretion. (Attach additional sheets as necessary for additional joint venture partners.) Attach a copy of the joint venture agreement(s). The agreement(s) must describe each partner’s roles and responsibilities and demonstrate that the DBE partner’s share in the capital contribution, control, management, risks, costs and profits of the joint venture is equal to its ownership interest. If there is any change in the information submitted below or to the joint venture agreement after this form is submitted to the RTA, you must immediately inform the RTA. Name of joint venture: Address: Telephone: Fax: Email: Contact person: Name of non-DBE partner: Address: Telephone: Fax: Email: Contact person: Name of DBE partner: Address: Telephone: Fax: Email: Contact person: RFP No. 4463 – North Central Service Corridor Analysis and Implementation Plan pg. 60 SECTION V Letter(s) of Intent between Vendor and DBE Subconsultant, Subcontractor or Supplier A separate Letter of Intent must be provided for each DBE subconsultant, subcontractor or supplier. Failure to provide a Letter of Intent may result in that DBE firm’s participation not being counted for purposes of achieving the DBE contract goal. The Letter of Intent must match the description of services or pro ducts and the amount stated in Section II, DBE Participation Commitment. (Duplicate this form as needed.) Project name: Name of Vendor: Address: Street City State Zip Code Telephone: (____)_________ Fax: (____)_________ Email: _______ Name of DBE subconsultant, subcontractor or supplier: Address: Street City State Zip Code Telephone: (____)_________ Fax: (____)_________ Email: ______________________________ Proposed subcontract amount: $: __________________ Specific description of work to be performed by DBE: ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ The Vendor and the DBE listed above hereby agree that upon the execution of a contract for the above -named project with the RTA, the DBE will perform the scope of work described above for the price indicated above. Vendor: DBE: Name of Firm Name of Firm By: By: Signature Signature Print Name and Title Print Name and Title SECTION VI Request for Change of Compliance Plan or Substitution of Subconsultants, Subcontractors, Suppliers or Joint Venture Partners This form should be submitted only if and when the Vendor seeks to change its previously submitted and approved DBE Compliance Plan or to substitute a previously approved subconsultant, subcontractor, supplier or joint venture partner. Failure to obtain prior written approval from the RTA before making the change may render the Vendor ineligible for contract award, at the RTA’s sole discretion, or, if a contract has already been established, will be a material breach of the contract. Vendor name: _____ Project Name: Current total contract price: $______________________________________ DBE goal established by RTA for the project: __________% DBE participation prior to proposed change: _____% $ ____________________ DBE participation after proposed change: _____% $ ____________________ Complete the following with this request for change:  Revised Section II, DBE Participation Commitment form.  Updated Section III, Good Faith Efforts form (if applicable).  Section V, Letter(s) of Intent between Vendor and DBE (if applicable).  Section VII, Attestation and Affidavit Detailed explanation of reasons for requesting change (attach additional pages and supporting documentation as necessary): ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ PROPOSED DELETION: Name of subconsultant, subcontractor or supplier: Contact Person: Telephone No.: E mail: Amount of subcontract/joint venture: $_____________ (______% of Vendor’s contract) Description of work:________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ PROPOSED ADDITION: Name of subconsultant, subcontractor or supplier: Contact Person: Telephone No.: E mail: Amount of subcontract/joint venture: $_____________ (______% of Vendor’s contract) Description of work:___________________________________________________ _________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ ______________________________________________________________________________ Is the firm DBE certified?: _______ yes ______ no If the firm is DBE certified, please identify which state it is certified in: _____________________ If yes, area of specialty identified certification: ____________________________ ______________________________________________________________________________ SECTION VII Attestation and Affidavit This form must be submitted with your bid/proposal (or as otherwise specified by the RTA). Failure to do so may render the Vendor’s bid/proposal non-responsive and cause it to be rejected, and/or render the Vendor ineligible for contract award, at the RTA’s sole discretion. I DO SOLEMNLY DECLARE AND AFFIRM UNDER PENALTY OF PERJURY THAT THE CONTENTS OF THE FOREGOING DOCUMENT ARE TRUE AND CORRECT, THAT I HAVE READ THE DBE COMP LIANCE PLAN INSTRUCTIONS AND THAT I AM AUTHORIZED ON BEHALF OF VENDOR TO MAKE THIS ATTESTATION. Name of Vendor Name/Title Signature Date On this _______ day of ______________________, 20_____, the above signed officer, ______________________________, Name of Affiant personally appeared and, known by me to be the person described in the foregoing Affidavit, acknowledged that (s)he executed the same in the capacity stated therein and for the purposes therein contained. IN WITNESS WHEREOF, I hereunto set my hand and seal. Seal Notary Public Signature Commission Expires: APPENDIX D INSURANCE REQUIREMENTS REQUISITION NUMBER: 0004463 CONTRACTOR: _____________________________ The Contractor shall take out and maintain during the life of this Agreement, the following insurance as specified by the ins ertion of policy limits and such other insurance as the Northeastern Illinois Regional Transportation Authority (RTA) may from time to time require. TYPE OF COVERAGE MINIMUM AMOUNT REQUIRED 1. COMMERCIAL GENERAL LIABILITY: using a standard ISO CG 00 01 Commercial General Liability form (or equivalent). Policy must be on an occurrence basis and provide coverage for operations of the Contractor and its Subcontractor as follows: -Products and Completed Operations with an extension of coverage of not less than 2 years after completion of the work, or policy must be renewed and maintained throughout the project with all required coverage naming RTA and all other entities & organizations involved with project, and their respective directors, officers and employees, as Additional Insured via endorsement(s). -The Additional Insured endorsement(s) must be no less broad than form ISO CG 2026 11 85, or a combination of forms ISO CG 2010 10 01 and ISO CG 2037 10 01 with no exclusion or limitation for Bodily Injury or Property Damage after work is completed or put to its intended use. -The Additional Insured endorsement(s) shall also be providing coverage on a primary and non-contributory basis from any applicable insurance RTA and all other entities & organizations involved with project may carry in connection with a loss or damage. There is no standard ISO form for this coverage modification, but insurers’ wording should have no requirement or limitation that liability be imputed to the additional insured as a result of contractors’ actions. -Coverage must be provided on a “Per Project Aggregate” and limits must apply separately to the specific project involving work performed for RTA and all other entities & organizations involved with project. It is usually done by adding the standard ISO form CG 2503 – “Designated Construction Project General Aggregate Limit”. -The original standard ISO CG 00 01 Commercial General Liability form policy wording should not be modify with respects to “Independent Contractors”, “Contractual Liability”, “Personal Injury Liability”, “Hostile Fire Pollution” (no Absolute or Total Pollution Exclusion endorsement), “Severability of interest” (no cross-liability exclusion endorsement), Explosion, collapse, underground property damage, earth movement or damage to work performed by a Contractor. -A Waiver of Subrogation endorsement should also be included in favor of RTA and all other entities & organizations involved with project and their respective directors, officers and employees. It is usually done by adding the standard ISO form CG 2404 – “Waiver of Transfer of Rights of Recovery Against Others to Us”. **SPECIAL** - All Service Contractors or Subcontractors performing construction or demolition operations within 50 feet of railroad property, including any bridge, trestle, tracks, roadbeds, tunnel, underpass or crossing, must also provide evidence that the contractual liability definition of “Insured Contract” was amended to include this type of work. It is usually done by adding the standard ISO form CG 2417 – “Contractual Liability-Railroads”.  Each Occurrence: $2,000,000  Damage To Rented Premises: $500,000  Medical Expense: $5,000  Personal & Advertising Injury: $1,000,000  General Aggregate: $4,000,000  Products/Completed Operations Aggregate: $4,000,000 2. BUSINESS AUTOMOBILE LIABILITY: using a standard ISO CA 00 01 Business Auto Coverage form (or equivalent). Policy must provide coverage for any automobile of the Contractor and its Subcontractor – including, but not limited to, owned, scheduled, hired, non-owned vehicles and trucks & trailers, and be amended as follows: - Policy must be renewed and maintained throughout the project with all required coverage naming RTA and all other entities & organizations involved with project, and their respective directors, officers and employees, as Additional Insured via endorsement.  Combined Single Limit - Bodily Injury and/or Property Damage: $1,000,000 -The Additional Insured endorsement must be no less broad than form ISO CA 2048 – “Designated Insured” (or equivalent). -The Additional Insured endorsement shall also be providing coverage on a primary and non -contributory basis from any applicable insurance RTA and all other entities & organizations involved with project may carry in connection with a loss or damage. There is no standard ISO form for this coverage modification, but insurers’ wording should have no requirement or limitation that liability be imputed to the additional insured as a result of contractors’ actions. -A Waiver of Subrogation endorsement should also be included in favor of RTA and all other entities & organizations involved with project, and their respective directors, officers and employees, There is no standard ISO form for this coverage modification but insurers’ common endorsement title is “Waiver of Transfer of Rights of Recovery Against Others to Us”. **SPECIAL** - All Service Contractors or Subcontractors performing construction or demolition operations within 50 feet of railroad property, including any bridge, trestle, tracks, roadbeds, tunnel, underpass or crossing, must also provide evidence that the contractual liability definition of “Insured Contract” was amended to include this type of work. It is usually done by adding the standard ISO form CA 2070 – “Coverage for Certain Operations in Connection with Railroads”. **SPECIAL** - All Service Contractors or Subcontractors transporting hazardous materials to or for RTA and all other entities & organizations involved with project, should also evidence that their Business Automobile policy is endorsed with an MCS90 endorsement and applicable limits as required under Title 49 of the Code of Federal Regulations. 3. WORKER'S COMPENSATION: in full compliance with the Workers’ Compensation and Occupational Diseases Laws of all authorities having jurisdiction in Illinois and Employer’s Liability coverage with required minimum limits. -A Waiver of Subrogation endorsement should also be included in favor of RTA and all other entities & organizations involved with project, and their respective directors, officers and employees. It is usually done by adding the standard ISO form WC 000313 – “Waiver of Our Rights to Recover From Others”. **SPECIAL** - If work is being performed by an interstate railroad employee involved via Service Contractors or Subcontractors, the policy should be amended to include the “Federal Employers’ Liability Act Coverage Endorsement” – ISO Form WC000104.  Workers Compensation: Statutory Limits  Employers Liability: -Each Accident: $500,000 - Disease/Each Employee: $500,000 - Disease/Policy Limit: $500,000 4. PROFESSIONAL LIABILITY: **SPECIAL** - If contractor is involved with any design & engineering, or if operations of contractors can directly impact future equipment performance All Service Contractors or Subcontractors must carry Professional Liability / Errors and Omissions insurance. This coverage is only available on a claims-made policy form. Such policy shall cover claims arising out of negligent errors or omissions during the performance of professional services and include coverage for attorney fees. The retroactive date of the policy must be shown on the certificate of insurance and must be on or before the date of the commencement of services by Contractor. Insurance must be maintained for duration of work and insurance must be provided for at least two years after completion of the work. If the coverage is canceled or not renewed and it is not replaced with another policy with a retroactive date that precedes the date of this agreement, all Professional Liability / Errors and Omissions insurance policies must provide extended reporting coverage for a minimum of two years after completion of the work on the cancelled or non-renewed policy with the same limit of coverage applying to the extended reporting coverage.  Each Claim: $2,000,000  General Aggregate: $2,000,000 5. ENVIRONMENTAL/CONTRACTORS POLLUTION LIABILITY: **SPECIAL** - If project evidently creates Environmental Risks - Pollution Insurance Contractor must provide Contractor's Pollution Legal Liability and policy must include (but not be limited to) coverage for lead, asbestos and mold. This coverage is mostly available on a claims-made policy form.  Each Claim: $3,000,000  General Aggregate: $3,000,000 If the coverage is written on a claims-made policy form, the retroactive date of the policy must be shown on the certificate of insurance and must be on or before the date of the commencement of services by Contract or. Insurance must be maintained for duration of work and insurance must be provided for at least two years after completion of the work. If the coverage is canceled or not renewed and it is not replaced with another policy with a retroactive date that precedes the date of this agreement, all Contractor’s Pollution Legal Liability policies must provide extended reporting coverage for a minimum of two years after completion of the work on the cancelled or non-renewed policy with the same limit of coverage applying to the extended reporting coverage. Policy shall include an Additional Insured endorsement providing coverage on a primary and non-contributory basis and a Waiver of Subrogation endorsement in favor of RTA and all other entities & organizations involved with project per attached schedule, and their respective directors, officers and employees. 6. PERFORMANCE/PAYMENT BOND: The bond must cover the warranty period as included in the contract. The performance bond shall be for faithful performance of the contract. The payment bond shall be for security for the payment of all persons for furnishing materials or other supplies, or items used in, upon, for, or about the performance of the work contracted to be done, or for performing any work or labor thereon of any kind. Amount of the Contract 7. OTHER INSURANCE: **SPECIAL** - If operations of contractors require pre-purchase of supplies & materials, or storage of equipment & materials paid by RTA - Builder’s Risk Insurance or Installation Floater Builders Risk coverage on an All-Risk/Special Perils form insuring 100% of the insurable replacement cost value of all supplies & materials, with no coinsurance requirement or penalty, and written on a Completed Value Form. The terms of coverage shall include, but not limited to, coverage for: (1) materials used for services & repairs, whether located on-site or off-site, or while in transit, (2) Soft Costs and Delay in Start Up (100% of the projected business income loss that could be sustained for at least 12 months), (3) a 180 day Extended Period of Indemnity, (4) hot and cold operation and performance testing, (5) debris removal, (6) collapse during construction, (7) Windstorm (including Named Windstorm), (8) Flood, (9) Earth Movement, (10) Acts of Terrorism, and (11) and all other perils contemplated under All-Risk/Special Perils Builders Risk or Installation Floater form. RTA and all other entities & organizations involved with project shall be named as a Loss Payees.  Coverage amount no less than Replacement Cost Value of supplies & materials  Deductible: No more than $1,000 8. Railroad Protective Liability: After review of insurance certificate and/or actual Commercial General Liability and Busin ess Automobile Liability policies, RTA reserves its rights to impose the purchase of a Railroad Protective Liability coverage for this project if the contractor’s liability coverage with regards to work done within 50’ feet of a railroad track is not deem sufficient (Policy exclusions not removed, or partially removed, or not expressly removed for this specific job…etc).  Each Occurrence: $2,000,000  Aggregate: $6,000,000 The Contractor shall not commence work herein until it has obtaine d the required insurance and has received approval of such insurance by the RTA. Certificates of insurance indicating amounts and coverage in force shall be furnished to insured, within ten (10) calen dar days after award of contract. The receipt of any certificate of insurance by RTA does not constitute agreement that the insurance requirements have been fully met or that the insurance policies indicated on the certificate of insurance are in full compliance with insurance required above. In no event shall any failure of the RTA to receive certificates of insurance required hereof or to demand receipt of such certificates of insu rance be construed as a waiver of contractor’s obligations to obtain insurance pursuant to insurance required above. All policies are in effect at this time and will not be canceled, modified, limited or allowed t o expire without renewal until 60 days written notice has been given to the RTA. Such notice shall be sent by certified mail to the RTA, care of the Manager of Pro curement, 15th Floor, 175 W. Jackson, Chicago, Illinois 60604. The Contractor's policies will insure all liabilities assumed by the Contractor under the provisions of the hold harmless and indemnity clauses contained in the Agreement. All insurance companies providing coverage shall be licensed or approved by the Department of Insurance, State of Illinois, and shall ha ve a financial rating no lower than (A-) VII as listed in A.M. Best’s Key Rating Guide, current edition or interim reports. Compani es with ratings lower than (A-) VII will require formal pre-approval and waiver from RTA. APPENDIX E BID PROTEST PROCEDURES The Regional Transportation Authority (RTA) will entertain protests from interested parties regarding its procurement actions. The RTA will respond to any bona fide protest filed in a timely manner provided that the protest is not of a frivolous or vexatious nature. The RTA will not allow a protest to delay the procurement of needed goods or services unless it is apparent that the RTA participated in a practice that granted an unfair advantage to a participant in the procurement. Definitions “Contract” means any contract, agreement, purchase order, or order placed by the RTA to receive goods or services from an external source. “Day or Days” means a working day or days of the RTA. “Interested Party” means a participant or prospective participant in a RTA procurement whose direct economic interest is affected by the award of the contract for the procurement. “Offer” means a response to a RTA procurement solicitation, including but not limited to quotations, bids, proposals and expressions of interest or qualifications. Submission of Protests Any interested party may file a bid protest with the RTA on the basis that the RTA failed to comply with a federal or state law or that the RTA failed to follow its own Procurement Regulations. A valid protest must include the following information: 1. Name and address of the protestor; 2. Identification of the procurement action being protested; a nd 3. A statement of the reason for the protest, identifying the federal or state law or the RTA Procurement Regulation that the protestor alleges has been violated by the RTA. Types of Protests and Deadline to File The deadline for a valid protest will be determined by the progress of the procurement. The RTA will recognize three different types of protests: 1. Protest regarding solicitation Any protest regarding the solicitation must be filed no later than the established due date for the solicitation. This type of protest includes a claim that the solicitation contained exclusionary or discriminatory specifications, or that the basis for award or any claim that the procurement documents or the procurement process violates a federal or state law or fail to follow its own Procurement Regulations. 2. Protest regarding offer evaluation Any protest regarding the evaluation of offers must be filed before award of the contract. (The contract award date is determined by the date that the RTA issues letters of award and non-award to all proposers.). Any protest filed after such date which raises such issues will not be considered as a valid protest but may be considered if it is determined to be in the best interests of the RTA. This type of protest challenges the RTA’s determination of responsiveness of offers and responsibility of offerors, errors in calculation, or that the RTA’s evaluation of offers violated a federal or state law or its own Procurement Regulations. 3. Protest regarding award of contract Any protest regarding the award of the contract must be filed no later than ten (10) days after the date of award of the contract. (The contract award date is determined by the date that the RTA issues letters of award and non-award to all proposers.) Any protest filed after such date which raises an issue regarding the award will not be considered as a valid protest but may be considered if it is determined to be in the best interests of the RTA. This type of protest will only be entertained by the RTA if the protestor is able to demonstrate that the party awarded the contract fraudulently represented itself as a responsible bidder or that the RTA violated a federal or state law or its own Procurement Regulations in awarding the contract. The RTA’s Response to Protests The RTA will notify a protestor upon receipt of a timely protest and may, where appropriate, request further information. The RTA may, at its sole discretion, meet with the protestor to review the issues raised in the protest. The RTA’s consideration of the protest, except as otherwise provided in the following paragraph “Decisions by the RTA,” will be in accordance with the following provisions: 1. Protest regarding solicitation Upon receipt of a valid protest regarding solicitation, the RTA may postpone the deadline for submission of offers until resolution of the protest. If the protest regarding the solicitation includes a claim of unduly restrictive or exclusionary specifications, the RTA will, in considering the protest, consider both the specific needs of the RTA for the feature or item challenged and any effect on competition of including the specification regarding that feature or item. If the RTA determines that such feature or item was included in the specification in order to meet a legitimate need of the RTA, and was not unduly restrictive of competition or designed to exclude a particular competitor, then the RTA will deny the protest. 2. Protest regarding evaluation of offers Upon receipt of a valid protest regarding the evaluation of offers, the RTA will suspend its evaluation of all offers until resolution of the protest. If the RTA determines that the protestor has established that there are reasonable doubts regarding the responsiveness of an offer or the responsibility of an offeror or regarding the RTA’s compliance with federal or state law, or its Procurement Regulations. 3. Protest after award Upon receipt of a timely protest regarding the award of a contract, the RTA will issue a stop work order, if necessary, until the resolution of the protest. If the RTA determines that the protestor has established a prima facia case that the contract was awarded fraudulently or in violation of a federal or state law, or the RTA’s Procurement Regulations. Decisions by the RTA As indicated above, in most instances, the RTA will suspend the procurement action upon receipt of a bona fide bid protest. However, the RTA reserves the right, notwithstanding the presence of a protest, to proceed with the appropriate action in the procurement process in the following instances: a. when failing to fulfill the need for the items or services would cause irreparable harm to the RTA or its Service Boards; b. when the RTA determines that the protest is vexatious or frivolous; or c. when delivery or performance will be unduly delayed, or other undue harm would occur by delaying the award of the contract. After review of a bid protest submitted under these provisions, the RTA will issue a written decision on the basis of the information provided by the protestor, the result of any meetings with the protestor, and the RTA’s own investigation of the matter. If the protest is upheld, the RTA will take appropriate action to correct the procurement to protect the rights of the protestor, including, but not limited to, reissuance of the procurement, revised evaluation of the offers or the RTA’s conclusion of the evaluation of the offers, or termination of the contract. If the protest is denied, the RTA will terminate the suspension of the procurement that was imposed during the consideration of the protest and will proceed with the procurement. Reviews of protests by FTA will be limited to: (1) a grantee's failure to have or follow its protest procedures, or its failure to review a complaint or protest; or (2) violations of Federal law or r egulation. An appeal to FTA must be received by the cognizant FTA regional or Headquarters Office within five (5) working days of the date the protester learned or should have learned of an adverse decision by the grantee or other basis of appeal to FTA. APPENDIX F NON-COLLUSION AFFIDAVIT NON-COLLUSION AFFIDAVIT STATE OF______________________________________ IMPORTANT: This affidavit must be properly completed and submitted with all bids. COUNTY OF____________________________________ __________________________________________, being first duly sworn, deposes and says that he is (Enter name of person making affidavit) ______________________________________________________________, the bidder submitting this (Enter "Sole Owner", A "Partner", "President", or other proper title) proposal; that such bid was not made in the interest of or on the behalf of any undisclosed person, partnership, company, organization or corporation; that such bid is genuine and not collusive or sham, and that said bidder has not been a party to any agreement or collusion among bidders or prospective bidders in restraint of freedom of competition by agreement to bid a fixe d price, or otherwise, or to refrain from bidding and has not, directly or indirectly, by agreement, communication or conferenc e with anyone attempted to induce action prejudicial to the interest of the Regional Transportation Authority or of any bidder or anyone else interested in the proposed contract. SUBSCRIBED AND SWORN TO ME this ______ day of _______________, 20_____ ______________________________________ (Signature of Person Making Affidavit) ____________________________________ Notary Public APPENDIX G VENDOR/CONTRACTOR CERTIFICATION (MUST ALSO BE COMPLETED BY ALL PROPOSED SUB-CONTRACTORS) NAME OF VENDOR/CONTRACTOR: ___________________________________ Please answer all questions. Attach additional pages as necessary. A. NATURE OF ENTITY 1. Indicate whether the Vendor/Contractor (“VC”) is an individual or legal entity: [ ] Individual [ ] Limited Liability Company [ ] Limited partnership [ ] Business corporation [ ] Joint venture [ ] Sole proprietorship [ ] General partnership [ ] Limited partnership [ ] Other ____________________ 2. State of incorporation or organization, if applicable: __________________________________________________ 3. For VCs not organized in the State of Illinois: Is the VC authorized to do business in the State of Illinois as a “foreign entity” (i.e., a non-Illinois entity)? [ ] Yes [ ] No If the VC is not currently authorized to do business in the State of Illinois as a foreign entity, then the VC should provide a copy of its application with the Illinois Secretary of State for such authorization with the VC’s bid submission. PLEASE SELECT FROM THE LIST BELOW THE DESIGNATION THAT MOST ACCURATELY DESCRIBES THE VC: 4. Is the VC a certified Disadvantaged Business Enterprise (DBE)? [ ] Yes [ ] No If yes, please check the appropriate box(es) below: Gender and Ethnicity: [ ] Woman [ ] Man [ ] Black American [ ] Hispanic American [ ] Native American [ ] Asian-Pacific American [ ] Subcontinent Asian American [ ] Non-Minority 5. Is the VC a Government Certified Veteran Owned Small Business (VOSB)? [ ] Yes [ ] No 6. Is the VC a Government Certified Service Disabled Veteran Owned Small Business (SDVOSB)? [ ] Yes [ ] No 7. Is the VC a Government Certified Minority Owned Business Enterprise (MBE)? [ ] Yes [ ] No 8. Is the VC a Government Certified Woman Owned Business Enterprise (WBE)? [ ] Yes [ ] No 9. Is the VC certified by the State of Illinois as a Business Enterprise Owned by People with Disabilities (BEPD)? [ ] Yes [ ] No 10. Is the VC certified by the State of Illinois as a Business Enterprise Program (BEP)? [ ] Yes [ ] No B. ORGANIZATION INFORMATION 1. List below the names and business addresses of each person or entity having an ownership, partnership, joint ventureship, membership, managership, or other, similar, beneficial interest in the VC, including the percentage of ownership interest. For corporations, this response may be limited to those shareholders who own shares equal to or in excess of 7.5% of any class of the corporation’s outstand ing shares. If the VC is a wholly-owned subsidiary of another entity, provide ownership information of the ultimate parent entity of the VC. Name Business Address Ownership Interest _____________________________________________________________________________________________________ _____________________________________________________________________________________________________ _____________________________________________________________________________________________________ _________________________________________________________________________________________________ 2. List below the names and titles of all executive officers and board members of the VC, as applicable. Name Title _____________________________________________________________________________________________________ _____________________________________________________________________________________________________ _____________________________________________________________________________________________________ _________________________________________________________________________________________________ C. LOBBYIST INFORMATION List each and every person that is retained or anticipated to be retained by the VC with respect to or in connect ion with the matter to which this Certification relates (i) who for compensation or on behalf of any person other than himself, undertakes to influence any legislative or administrative action, or (ii) for whom any part of whose duty as an employee of another includes undertaking to influence any legislative or administrative action. Also indicate whether the lobbyist is currently retained or anticipated to be retained and whether fees are actual or anticipated. If there are none, write “none.” Name Business Address Fees _____________________________________________________________________________________________________ ___________________________________________________________________________________________________ _____________________________________________________________________________________________________ ___________________________________________________________________________________________________ D. CERTIFICATION Under penalty of perjury, the person signing below: (1) warrants that he/she is authorized to execute this Certification on behalf of the VC, (2) warrants that all certifications and statements contained in this Certification are true, accurate and complete as of the date furnished to the RTA, and understands that the provis ions of 31 U.S.C. Section 3801 et seq. and other related Federal, state or local laws regarding false claims and statements may be applicable thereto. By: ____________________________________________________________________________________________________ (Signature) (Typed/Printed Name) ____________________________________________________________________________________________________ (Title) (Date) APPENDIX H RTA CERTIFICATIONS AND ASSURANCES A. CONFLICTS OF INTEREST The Vendor/Contractor (“VC”) certifies, to the best of its knowledge and belief, that: 1. No member of the RTA’s Board of Directors, RTA Board member’s spouse or an immediate family member of the RTA Board member living in the RTA Board member’s residence, or RTA employee has, or will have, a direct pecuniary interest in the contract to which this Certification relates. 2. No member of the RTA’s Board of Directors, RTA Board Member’s spouse or an immediate family member of the RTA Board member living in the RTA Board Member’s residence, or RTA employee holds more than a 7.5% ownership interest in the VC. 3. If any member of the RTA’s Board of Directors, RTA Board Member’s spouse or an immediate family member of the RTA Board member living in the RTA Board Member’s residence, or RTA employee holds an ownership interest in VC of 7.5% or less, that ownership interest shall be disclosed in writing and attached to this Certification. 4. The VC does not have any organizational conflicts of interes t that would prevent the VC from completing the contract work. An organizational conflict of interest occurs when any of the following circumstances arise: a) Lack of impartiality: when the VC is unable, or potentially unable, to render impartial assista nce or advice to RTA due to other activities, relationships, contracts, or other circumstances; b) Impaired objectivity: when the VC’s objectivity in performing the contract work is or might be otherwise be impaired due to other activities, relationships, contracts, or other circumstances; or c) Unfair competitive advantage: the VC has an unfair competitive advantage. B. DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS The VC certifies, to the best of its knowledge and belief, that it and its princ ipals, officers and directors, and any other individuals identified in SECTION B of the separate “VENDOR/CONTRACTOR CERTIFICATION”: 1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal, state or local department or agency. 2. Have not within a three-year period preceding the date of this Certification been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, state or local) transaction or contract under a public transaction, or convicted of or had a civil judgment against them for a violation of Federal or state antitrust sta tutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property. 3. Are not presently indicted for or otherwise criminally or civilly charged by a governmental en tity (Federal, State or local) with commission of any of the offenses enumerated in paragraph (2) of this Certification. 4. Have not within a three-year period preceding the date below had one or more public transactions (Federal, State or local) terminated for cause or for default by VC. 5. Are in compliance with subpart C of 49 C.F.R. § 29. 6. Are not presently barred from bidding on this contract as a result of a violation of either 720 ILCS § 5/33E -3 (Bid Rigging) or 720 ILCS § 5/33E-4 (Bid Rotating). (If an exception exists as set forth in the Statute, please provide a complete written explanation and supporting documents.) The VC acknowledges that, pursuant to 720 ILCS § 5/33E -11, making any false statement material to Section B(6) of this Certification constitutes a Class 3 felony under the laws of the State of Illinois. If the VC is unable to certify to the truth of the statements in this Certification, the VC shall attach an explanation to this Certification. The VC further agrees and warrants that VC will not enter into any third-party contract or subcontract for work on the project to which this Certification relates unless and until such subcontractor provides a written certification to VC in the form set forth herein, and also agrees to require such certification in all sub-contracts. C. CONTRACT INCORPORATION, COMPLIANCE, PENALTIES, DISCLOSURE The VC understands and agrees that: 1. The certifications, disclosures, and acknowledgments contained in this Certification will become part of the contr act between the VC and the RTA and are material inducements to the RTA's execution of such contract. The VC understands that it must comply with all statutes, ordinances, and regulations on which this Certification is based. 2. If the RTA determines that any information provided in this Certification is false, incomplete or inaccurate, any contract or other agreement in connection with which it is submitted may be rescinded or be void at the sole discretion of the RTA, and the RTA may pursue any remedies under the contract or agreement (if not rescinded or void), at law, or in equity, including terminating the VC's participation in the matter to which the Certification relates and/or declining to allow the VC to participate in other transactions with the RTA. 3. Some or all of the information provided on this Certification and any attachments to this Certification may be made available to the public on the Internet, in response to a Freedom of Information Act request, or otherwise. By completing and signing this Certification, the VC waives and releases any possible rights or claims which it may have against the RTA in connection with the public release of information contained in this Certification and also authorizes the RTA to verify the accuracy of any information submitted in this Certification and authorizes the RTA to conduct appropriate background checks regarding the VC. 4. The information provided in Sections A, C and C of this Certification and on the separate “VENDOR/CONTRACTOR CERTIFICATION” must be kept current while the contract related to the Certifications are in effect. In the event of any changes to information provided in Sections A, B and C of this Certification, or on the separate “VENDOR/CONTRACTOR CERTIFICATION”, the VC must promptly supplement the appropriate Certification by disclosing the additional information in writing. Further, in the event of any changes in the officers, directors, or principals of the VC while the contract related to this Certification or the separate “VENDOR/CONTRACTOR CERTIFICATION” is in effect, the VC must promptly supplement the appropriate Certification by disclosing the additional information in writing. D. CERTIFICATION Under penalty of perjury, the person signing below: (1) warrants that he/she is aut horized to execute this Certification on behalf of the VC, (2) warrants that all certifications and statements contained in this Certification are true, accurate and complete as of the date furnished to the RTA, and understands that the provisions of 31 U.S.C. Section 3801 et seq. and other related Federal, state or local laws regarding false claims and statements may be applicable thereto. By: ____________________________________________________________________________________________________ (Signature) (Typed/Printed Name) ____________________________________________________________________________________________________ (Title) (Date) APPENDIX I VENDOR REFERENCE FORM Reference Contact Information Reference Name Initial Date of Work with Contact Contact Name Original Contract Term Address Any Contract Extensions Termination Date of Contract Reason for Termination Contact Title Telephone Number E-mail Fax Number Nature of Relationship with Company Approximate $ Size of the Contract Services provided/Software Implemented Name of Vendor Project Manager and Client Project Manager Detailed Description of Your Responsibilities Roles & Responsibilities: Were you the Prime Contractor? Subcontractors & Responsibilities: APPENDIX J PRICE PROPOSAL Proposed Hours Proposed Rate/Hour Proposed Total Direct Labor Add Position Title 1 $ - $ - Add Position Title 2 $ - $ - Add Position Title 3 $ - $ - Add Position Title 4 $ - $ - Add Position Title 5 $ - $ - $ - Burden Rate x Base = Burden $ 0.00% $ - $ - Direct Material Add Item 1 $ - Add Item 2 $ - Travel Transportation $ - Per Diem or Subsistence $ - Total Direct Costs and Burden $ - Fixed Fee/Profit @ ___% (add amount) $ - Proposed Contract Amount: $ - DBE Consultants (DBE Plan = 10% of Contract Total) $ - TOTAL Proposed Contract Amount $ - 17 APPENDIX K TABLE OF EXCEPTIONS Table of Exceptions Proposers must identify the page, section number, provision, and the specific exception, non-conformance, and substitute language proposed. Failure to identify any specific items of non-compliance will result in the RTA assuming compliance. The RTA, at its sole discretion, may reject any exception or request for substitute language within the proposal. Page Number Section Number Provision Specific Exception, Non-Conformance, and Substitute Language Proposed 18 APPENDIX L Lobbying Restrictions The undersigned certifies, to the best of his or her knowledge and belief, that: 1. No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. 2. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and subm it Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions. 3. The undersigned shall require that the language of this certification be included in the award documents for all sub-awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transact ion was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. __________________________ Signature of Contractor's Authorized Official __________________________ Name and Title of Contractor's Authorized Official ___________________________Date 19 APPENDIX M