REQUEST FOR PROPOSAL
For
City of Manteca
Intelligent Transportation System (ITS)
Response Due:
September 19, 2022 @ 4:00 PM
Late submittals will not be accepted.
City of Manteca
Public Works Department – Transit Division
Attention: Juan Portillo
1001 West Center Street
Manteca, CA 95337
ATTACHMENT 3
TABLE OF CONTENTS
Section 1 General Information........................................................................................... 1
1.1 Introduction 1
1.2 CITY’S Rights 1
1.3 PROPOSER’S Responsibilities 2
1.4 Consequence of Submission of Proposal 2
1.5 Cost of Submitting Proposals 3
Section 2 Background........................................................................................................ 4
2.1 Manteca Transit 4
Section 3 Schedule & Submittal Instructions................................................................... 5
3.1 Schedule 5
3.2 Proposal Submission 5
3.3 Non-Mandatory Pre-Proposal Teleconference 5
3.4 Written Questions 6
3.5 Clarification/Interviews 6
3.6 Best and Final Offers 6
3.7 Accuracy in Reporting Requested Information 6
Section 4 Proposal Requirements..................................................................................... 7
4.1 Performance Requirement 7
4.2 Content of Technical Proposals 7
4.3 Content of Price Proposal 8
4.4 Performance Bond 8
4.5 Willingness to Accept Proposed Arrangements 8
Section 5 Evaluation and Selection Process ........................................................................ 9
5.1 Evaluation and Selection Process 9
5.2 Evaluation Criteria 9
5.3 Notification to Unsuccessful PROPOSERS 9
Appendix A – Scope of Work ................................................................................................. 10 Attachment I - FEDERAL TRANSIT ADMINISTRATION (FTA) CLAUSES.............................20 Attachment II – Professional Services Agreement ...............................................................47 Attachment III – Transit Vehicle List …………………………………………………………...…57 ATTACHMENT 3
1 Section 1 General Information
1.1 Introduction
The City of Manteca (“CITY”) is seeking proposals from qualified and experienced organizations for the provision of an Intelligent Transportation System (ITS) on behalf of the City’s Public Works Department, Transit Division located at 220 Moffat Blvd, Manteca, CA 95336.
Respondents will be competing against each other for selection to provide the services comprised of Automatic Vehicle Location (AVL), Computer Aided Dispatch (CAD-Fixed Route Only), Automated Passenger Counter (APC), and Automatic Voice Announcements (AVA) for a total of 7 vehicles: 5 fixed route cut-aways, 1 fixed route CNG and 1 alternative vehicle. The submission of all Respondents shall be compared and evaluated pursuant to the evaluation criteria set forth in this RFP.
The purpose of this RFP is to establish a contract to provide and implement a System that increases availability of transit information and dissemination; and improves the Operator's overall dispatching, operational efficiency, cost effectiveness, and security of its transit services.
The CITY seeks a System that has advanced vehicle technologies and customer information systems. The System shall be complete in every respect inclusive of all design, components, and recommendations for auxiliary equipment, and required maintenance or licensing.
This Request for Proposal (RFP) describes the project, requirements, selection process and the information that must be included in the proposal. Failure to submit information in accordance with the RFP submittal requirements may be cause for disqualification.
1.2 CITY’S Rights
The CITY’S rights include, but are not limited to, the following • Issuing addenda to the RFP, including extending or revising the time line for submittals. • Withdrawing, reissuing, or modifying the RFP.
• Requesting clarification and/or additional information from any PROPOSER at any point in the procurement process.
• Executing an Agreement with a PROPOSER on the basis of the original proposal and/or any other information submitted by the PROPOSER during the procurement process. • Rejecting any or all proposals, waiving irregularities in any proposals, accepting or rejecting all or any part of any proposals, waiving any requirement of the RFP, as may be deemed to be in the best interest of the CITY.
• The CITY may, but is not bound to, commence negotiations with a selected PROPOSER.
• Discontinuing its negotiations after commencing negotiations with a selected PROPOSER, if progress is unsatisfactory in the sole judgment of the CITY, and commencing discussions with another qualified PROPOSER. • CITY reserves the right to audio and video record any and all live meetings, including conferences and interviews, with potential and actual PROPOSERS and staff during any and all phases of this RFP process. With the exception of open public meetings, all recordings shall be deemed confidential until after the award of the contract by the City Council.
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2 1.3 PROPOSER’S Responsibilities
It is the responsibility of each PROPOSER to:
• Examine this RFP, including all appendices and attachments, thoroughly. • Become familiar with local conditions that may affect cost, permitting, progress, performance, or services described in this RFP.
• Consider all federal, state and local laws, statutes, ordinances, regulations and other applicable laws that may affect costs, permitting, progress, performance, or services. • Clarify with the CITY of any conflicts, errors, or discrepancies in this RFP in accordance with the deadlines specified herein.
• Agree not to collaborate or discuss with other PROPOSERS the content of the proposal or service fees proposed.
• Prior to submitting a proposal, each PROPOSER will, at his/her own expense, make or obtain any additional examinations, investigations, and studies; and obtain any additional information and data that may affect costs, permitting, progress, performance or furnishing of the project and that PROPOSER deems necessary to determine its proposal.
• Each PROPOSER shall use mail, fax, email or other delivery mechanism at its own risk, and the CITY shall not be obligated to accept or respond to any submission that is delayed due to delivery failures.
1.4 Consequence of Submission of Proposal
The submission of a proposal will constitute a binding representation and warranty by the PROPOSER that the PROPOSER has investigated all aspects of the RFP and its own proposal; that the PROPOSER is aware of the applicable facts pertaining to the RFP process, its procedures and requirement; that the PROPOSER has read and understands the RFP and has complied with every requirement; that without exception the proposal is premised upon performing and furnishing the services required by this RFP and the attached Agreement and such means, methods, techniques, sequences of procedures as may be indicated in or required by this RFP and the Agreement; and that the RFP is sufficient in scope and detail to indicate and convey understanding of all terms and conditions for performance and furnishing of the requested services.
The submission of a proposal shall not be deemed an agreement between the PROPOSER and the CITY. The proposal is a contractual offer by the PROPOSER to perform services in accordance with the proposal. Specifically, the following provisions apply:
• The CITY shall not be obligated to respond to any proposal submitted nor be bound in any manner by the submission of a proposal.
• Acceptance of a proposal by the CITY obligates the PROPOSER to enter into any Agreement with the CITY for the performance of the services chosen by the CITY at its sole discretion.
• The Agreement shall not be binding or valid against the CITY unless and until it is executed by the CITY and the selected PROPOSER, and the PROPOSER’S ATTACHMENT 3
3 performance bond, insurance, and/or other surety guarantee have been accepted by the CITY.
The proposals received shall become the exclusive property of the CITY. At such time as the Agreement award is recommended to the Manteca City Council, all proposals submitted in response to this RFP shall become a matter of public record and shall be regarded as public records.
1.5 Cost of Submitting Proposals
The cost of investigations, preparing, and submitting a proposal is the sole responsibility of the PROPOSER and shall not be chargeable in any manner to the CITY. The CITY will not reimburse any PROPOSER for any costs associated with the preparation and submission of a proposal, including but not limited to, expenses incurred in making an oral presentation, participating in an interview, or negotiating an Agreement with the CITY.
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4 Section 2 Background
2.1 Manteca Transit
The City of Manteca - Manteca Transit provides public transportation services for the community through four fixed routes and ADA Paratransit (Dial-A-Ride), Monday through Saturday. The City of Manteca currently has 81 bus stops and is expected to increase within the years.
Manteca Transit has nine (9) buses in its current fleet, 1 GILLIG 35’ CNG low floor and 8 cutaway vehicles. The Manteca Transit fixed route fleet consists of six (6) fixed route Manteca Transit vehicles: Five (5) fixed route cut-aways, and one (1) GILLIG 35’ CNG low floor. The following components are currently utilized by Manteca Transit:
- Genfare Odyssey Farebox
- Hanover Destination sign
- Apollo Cameras
- Zonar System
- Push to Talk Radio
- Drivecam
- Bike Rack
- Wheelchair lift
- Public Address System included within two (2) vehicles: #1172 (Champion) and #1182 (GILLIG)
More routes and buses will be designed in the future to accommodate new community development within the City of Manteca.
Organizational Structure
There are three (3) Transit staff that work directly with the City of Manteca. The City of Manteca contracts with a third-party contractor, currently National Express Transit (NEXT), to perform the operations and maintenance services function of the transit system.
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5 Section 3 Schedule & Submittal Instructions
3.1 Schedule
The CITY intends to adhere to the schedule provided in Table 3-1 for the award of bid for the Manteca Transit Intelligent Transportation System (ITS). This schedule may change at the CITY’S sole discretion.
Table 3-1
Procurement Schedule
Activity Date
Request for Proposal Release Date August 18, 2022
Non-Mandatory Prep-Proposal Teleconference August 25, 2022 Deadline for Written Technical Clarifications/Questions September 6, 2022 Response to Written Technical Clarifications/Questions September 8,2022 Proposal Submission Deadline September 19, 2022
Proposal Evaluation September 20-22, 2022
Qualified Proposer Interviews (Only if required), and
Negotiations
September 28, 2022
Best and Final Offer Due, if required October 3, 2022
Presentation of staff recommendation to Council and award Agreement October 18, 2022
Contract Start Date November 7, 2022
3.2 Proposal Submission
Sealed proposals must be received by the Office of the City Clerk at the address below, no later than 4:00 p.m., Monday, September 19, 2022.
City of Manteca
Attn: Juan Portillo, Transit Manager
1001 West Center Street
Manteca, CA 95337
• Technical and Price Proposal
One (1) original and four (4) copies of proposal must be provided to the CITY. Proposals must be sealed and marked “Manteca Transit ITS Project. Proposals received after this specified date and time shall be considered late and shall not be considered for award.
3.3 Non-Mandatory Pre-Proposal Teleconference Demonstration A non-mandatory but recommended pre-proposal teleconference demonstration will be held on August 25, 2022, from 9:00 a.m. to 5:00 p.m. Each interested party will have 30 minutes to conduct an operational demonstration of the system. To attend the preproposal teleconference, interested parties must pre-register by submitting a request for the meeting link to the project Manager via email no later than Tuesday August 24, 2022 at 12:00 p.m. Interested parties will be advised of the specific time and meeting link.
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6 3.4 Written Questions
RESPONDENTS must submit written questions and requests for clarification or additional information regarding the meaning or intent of the RFP content, its process and enclosures by 5:00 p.m. on Tuesday, September 6, 2022 to:
City of Manteca
Attn: Juan Portillo, Transit Manager
220 Moffat Blvd.
Manteca, CA 95336
Email address: [email protected]
The CITY will not respond to questions received after 5:00 p.m. on Tuesday, September 6, 2022. The CITY will respond to PROPOSER’S questions in writing no later than 5:00 p.m. on Thursday, September 8, 2022. All communications between the CITY and individual PROPOSERS will be documented and transmitted simultaneously to all PROPOSERS.
3.5 Clarification/Interviews
PROPOSER may be asked to clarify proposal information through writing or interviews. The clarification period will begin when the proposals are submitted. PROPOSER may be required and shall be prepared to attend an interview with the Selection Committee. The CITY may choose, at its sole option, not to interview all PROPOSERS. The CITY may reject any or all proposals submitted, or at its sole discretion, award the Agreement to the best PROPOSER without any interviews.
The interviews, if necessary, are tentatively scheduled for Wednesday, September 28, 2022. If an interview is requested, the PROPOSER will be advised of the specific time and location of the interview.
3.6 Best and Final Offers
At the conclusion of the interview and discussion process, the Evaluation Committee will evaluate and score the proposals. PROPOSERS may be requested to submit "best and final" offers. Such offers shall include any modifications made to proposals. "Best and final" offers must be received by CITY no later than 12:00 PM., Monday, October 3, 2022. The evaluation panel shall review "best and final" offers and conduct a final evaluation of proposals and recommend one PROPOSER for approval by CITY.
3.7 Accuracy in Reporting Requested Information
Information submitted as part of the proposal will be subject to verification. Inaccurate information or information that is misleading will be, at the CITY’S sole discretion grounds for removal of a proposal from further consideration. In the event a PROPOSER is awarded an Agreement as a result of this RFP, any inaccurate or misleading information subsequently discovered by CITY to be a part of the proposal will be, at the CITY’S sole discretion, grounds for PROPOSER’S termination by default under the terms of the Agreement.
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7 Section 4 Proposal Requirements
4.1 Performance Requirement
The PROPOSER will be required, at all times during the terms of the Agreement, to perform all services diligently, carefully, and in a professional manner; and to furnish all labor, supervision, machinery, equipment, material, and supplies necessary therefore, as required under the Agreement. The Contractor shall conduct all work in the Contractor’s own name and as an independent contractor and not in the name of, or as an agent for the CITY.
4.2 Content of Technical Proposals
A. Executive Summary: PROPOSER should provide a summary of their organization, their qualifications and their proposed approach for working with CITY. This summary should be a maximum of two pages in length.
B. Project Approach: PROPOSER must provide description of the approach they will use to complete the project and provide the required deliverables, including a high-level project plan. PROPOSER must provide a clear and concise task-oriented work plan and schedule for the project. PROPOSER may use the following schedule template, adding any associated key sub tasks as necessary.
Task Start Date End Date Status Responsible
Party
Planning and
Kick Off Meeting
1. Enter
subtask
2. Enter
subtask
Task/Milestone
1. Enter
subtask
2. Enter
subtask
Task/Milestone
1. Enter
subtask
2. Enter
subtask
PROPOSER shall submit a complete Scope of Work that explains in detail the PROPOSER’s offering. This proposed Scope of Work will be used as the basis for negotiating the final Scope of Work for inclusion in the resultant contract. The RFP contains the minimum list of services and deliverables the selected PROPOSER is expected to provide to CITY. See Appendix A for CITY Scope of Work/Needs.
C. Proposed Team and Organizational Chart of Proposed Team D. Resumes of Key Personnel for this Contract
E. Example Projects Which Best Illustrate Proposed Team’s Qualifications for this Contract ATTACHMENT 3
8 F. Key Personnel Participation in Example Projects
G. Professional Services Agreement Concerns: Proposers should provide comments on the City’s Professional Services Agreement if there is language that they would like reviewed, removed, or altered.
4.3 Content of Price Proposal
A price proposal must be submitted in a sealed envelope and marked, “Price Proposal”. A total proposed “Not to Exceed” costs of the services, in addition to a standard line item budget consistent with the tasks identified in the Scope of Work. The price proposals should assign time (hours) and costs (by work task), along with percent of time assigned to the project and hourly rates for all project personnel.
4.4 Performance Bond
The selected Contractor will be required to procure, at its expense, and keep in effect at all time during the term of the Agreement, a $20,000 surety bond. Each PROPOSER shall include in its proposal a letter from an admitted surety insurer stating PROPOSER’S ability to be bonded.
4.5 Willingness to Accept Proposed Arrangements
Submission of a proposal constitutes an offer to enter into a binding legal contract with the CITY on all of the terms specified in this RFP (including Appendix A: Scope of Work, Appendix B:
Agreement for Professional Services).
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9 Section 5 Evaluation and Selection Process
Proposals submitted in response to this RFP will be evaluated in accordance with the criteria set forth in Section 5.2 below. The Evaluation Committee shall score the proposals and make a recommendation to the Project Manager as to which PROPOSERS are within the competitive range.
5.1 Evaluation and Selection Process
Interviews may be held by the Project Manager and/or their representatives with PROPOSERS determined to be in the competitive range. The Project Manager and/or their representatives shall have the right to conduct a cost/price analysis, to review and audit all business records and related documents of any and all PROPOSERS (including any affiliate or parent company, partner, or joint venture member) to determine the fairness and reasonableness of the proposal, to contact any and all client references, and to conduct site visits and investigations. An interview and presentation may be required.
City Council Makes Final Determination. After the review and scoring, the Project Manager shall submit a recommendation for award of the Agreement to the City Council. After review and consideration of this recommendation, the City Council shall have the discretion to: 1) award the Agreement to the PROPOSER whose proposal is most advantageous to the CITY, price and other evaluation factors specified in Section 5.2 of this RFP considered, or 2) reject any and all proposals. The City Council is not bound by the recommendation of the Evaluation Committee.
Notwithstanding the above, the CITY reserves the right to make the award under this RFP based upon the initial proposals submitted.
5.2 Evaluation Criteria
Evaluation Criterion
1 Experience and past performance with similar work
2 Technical Criteria: methods, designs, and systems proposed to be used 3 Quality of personnel dedicated to this project
4 PROPOSER’s support staff proximity to the CITY
5 Reasonableness of budget and schedule
5.3 Notification to Unsuccessful PROPOSERS
Unsuccessful PROPOSERS shall be notified of CITY’S award of the Agreement to the successful PROPOSER within ten (10) working days of said decision.
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10 Appendix A – Scope of Work
The purpose of this procurement is to select a vendor to provide an Intelligent Transportation System (ITS) for use on Manteca Transit buses. The system will consist of four services:
Automatic Vehicle Location (AVL), Computer Aided Dispatch (CAD-Fixed Route Only), Automatic Passenger Counters (APC), and Automatic Voice Announcement (AVA) for six (6) Manteca Transit fixed route vehicles and one (1) alternative vehicle: Five (5) cut-aways, and one (1) GILLIG 35’ CNG low floor, in addition to one (1) alternative cut-away vehicle.
The City is a part of Google Transit and as such, the Proposer’s system must automatically export trip information into General Transit Feed Specification (GTFS) and General Transit Feed Specification-RealTime (GTFS-RT) format. The GTFS data will be used by existing City vendor, Trillium, to maintain online trip planners such as Google Maps. The proposer must provide a fully functional Hosted/Managed System that includes all hardware, software, and services to accomplish the supply, installation, testing, documentation, training, and startup, including fixedend equipment and on-board vehicle equipment. The Intelligent Transportation System shall be built on a secure operating system, database, and application software.
The Proposer shall provide and support all hardware associated with the operation of the system and all hardware and equipment that is acquired by the City from the Proposer for the Project, excluding consumable material (material that needs continuous replenishment), and shall be certified to have a five (5) year minimum service life, with ten (10) year service life expected. All equipment, supplies and materials furnished under the Agreement shall also be new, and field proven.
Prior to the full contract award, the successful proposer will conduct an operational demo to demonstrate the solutions, capabilities and reliabilities of the system. The demo is a miniature version of the full project implementation. Data transmissions to and from on-board vehicle equipment shall rely on commercially available cellular data communication carriers for the duration of the project as well as annual costs beyond system acceptance to support data communications for the system for a minimum of three (3) years. The selected communications network shall be capable of providing reliable signal coverage within the CITY’S service area to its vehicles, electronic signs and the host system. To ensure continuous and productive operation of the System, the CITY is requiring the Proposer to submit pricing for five (5) years of System Support and Maintenance.
Failure to submit information in accordance with the RFP submittal requirements may be cause for disqualification. .
The primary goals of this project are as follows:
• Provide real-time transit information to customers via changeable message signs at selected stops and/or other in-vehicle passenger information systems, the internet and mobile applications;
• Increase tracking of vehicles/buses and identifying which routes are scheduled; • Enabling and improving the efficiency of transfer request among fixed routes; • Increase the availability of data to the City's operations to enhance transit management, service planning and reporting;
• As a result of improved schedule adherence and passenger information, increase ridership of the City of Manteca Fixed-Route
Tasks and deliverables required from this effort will include but are not limited to:
• Develop design drawing(s) and final specifications for the ITS solution to be approved by CITY, including recommendations related to location of electric outlets and other system components.
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11 • Procure the ITS solution (as approved by CITY) and deliver the ITS solution to six (6) Manteca Transit fixed route vehicles, in addition to one (1) alternative vehicle. • Installation of Automatic Vehicle Location (AVL), Automatic Passenger Counters (APC), Computer Aided Dispatch (CAD-Fixed Route Only), and Automatic Voice Announcement (AVA) in seven (7) Manteca Transit fixed route vehicles. • Deliver instruction and onsite training to the IT and Transit staff. • Provide post written instructions for each vehicle and provide appropriate follow up based on actual user experience and troubleshoot to address issues that arise. • Provide as-built drawings at project close-out.
This test is intended to verify the stability of the System to satisfy the integrity and reliability of the System.
Project Assumptions:
Contractor should base its proposal on the following assumptions:
• Contractor will be required to perform the installation on scheduled days approved by CITY as to not disturb operations.
• Appropriate CITY staff members will be available for consultation with Contractor’s engineers as needed to provide information or answers to specific questions related to the current environment.
• Any existing network and vehicle specifications will be made available to Contractor.
Contractor is expected to procure all new equipment.
ITS Technology Requirements:
The proposer shall provide a comprehensive CAD/AVL/APC/AVA ITS containing the identified key elements. The related equipment and software shall meet the requirements set forth in the following sections. The selected proposer shall furnish, deliver, and install items that may include but are not limited to devices, cabling, software, and other equipment to deliver a complete and functional system. These items shall be provided to the City with licenses, software, and firmware, as required.
Failure on the part of the City to precisely specify each and every item necessary to achieve a fully operational system does not relieve the selected proposer of the responsibility of providing a complete system.
Automatic Vehicle Locations (AVL)
• GPS receivers on each revenue vehicle shall report date and time, latitude, longitude, speed, direction of travel, and whether the receiver has a GPS position lock. • GPS shall report on a frequency of 15 -20 seconds minimum. • The GPS antenna shall be securely mounted on the vehicle’s exterior. The antenna, mounting, and sealants shall be able to withstand physical and chemical interaction by automatic bus washing equipment.
• Using GPS, this system shall be capable of simultaneously tracking the location of all fixed route buses in service.
• The Onboard system shall utilize inputs from an onboard GPS receiver, odometer, and gyroscope to determine the vehicle's location. A dead reckoning algorithm shall be used to determine the vehicle's location when the GPS signal has been lost.
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12 • The Onboard system shall use the onboard processor to directly or indirectly record and store data received from the dead reckoning system
Driver Interface (Mobile Data Terminal) or Equivalent
• The MDT shall be able to withstand shock and vibrations generated by transit vehicles. • The MDT shall be dust and water resistant at a sufficient level that covers daily transit vehicle operations.
• The MDT shall be able to operate in temperatures that range from 20°F to 120°F. • System shall perform a validation of driver logon credentials at logon to the MDT. • Driver work piece that is displayed on the MDT shall be determined by their validated logon credentials.
• As the driver performs scheduled service, the MDT shall update to stay current with their upcoming schedule data.
• At timepoint stops, system shall indicate the scheduled time of departure and alert the driver when it is time to depart.
• While in service, the MDT shall be able to display the current system wide transit time (synchronized to the central system), current block, run, route, trip, next three bus stops, schedule adherence status, text messages, detour information, and data communications system status.
• The system shall have the ability for each bus’s hardware to track and locally save service data such as stop data, APC counts, schedule adherence data, and time-indexed route progress for at least a full operation day, during instances when a bus is temporarily out of data communication with dispatch.
• Recognizing that distracted driving rules are evolving, the MDT shall include a safe driving mode feature to disable interactive functions while the vehicle is in motion. This shall be a configurable parameter.
• For driver safety, the MDT shall have the safe driving mode enabled when the vehicle is moving above a configurable speed limit.
• The MDT shall allow the City to enable the following screen configurations during safe driving mode:
o Blank display on screen
o Disabled MDT buttons to stop vehicle drivers from performing any actions on the screen and
o Display of information relevant to vehicle drivers when of high priority (e.g., route and schedule adherence status, missed messages or calls from dispatchers.) • The City shall have the ability to remotely change configurations for the safe driving mode. • The MDT shall receive text messages from the central system, alerting the driver with an audible and visual signal when a new message has been received. • The MDT shall require the driver to send a yes/no response and acknowledgement to “response required” messages received from the central system. • The MDT shall be able to store and display at least ten (10) text messages received from the central system (Dispatch).
• The MDT shall store pre-defined messages that may be sent by the driver to the central system (Dispatch) such as "bus full", "wheelchair boarded". All pre-defined messages sent ATTACHMENT 3
13 to dispatch shall include the date, time and vehicle ID. The specific pre-defined messages shall be configurable by the System Administrator from the central system. • The MDT or Equivalent should be upgradeable, when lifespan has exceeded.
Computer Aided Dispatch (CAD) Functions
• Relevant and accurate reports are an important component for the success of the City's operations, service planning, customer service, and other City stakeholders. Various operational reports shall be provided as part of the System which will allow the City to monitor system performance and to reconcile the daily, weekly, and monthly service activities.
• All data generated in the System shall be retrievable through reports and screens. • The Proposer shall specify what types of canned reports are available in the System (provide samples in Proposal) and what types of custom reports will be provided to the City.
• System shall provide a view for dispatchers to monitor current vehicle locations, to receive and send messages, and to track and monitor alerts. • System shall allow events and alerts to be posted to the dispatcher. • The system shall allow staff to subscribe to events and/or alerts via SMS/email based on user defined time ranges.
• Solution shall be browser based so that login is able to take place via a web portal at any time of the day.
• System administrative tools and functions shall also be available via the web portal. • The system shall allow remote users and supervisors to have the same level of access as any other user in the system if allowed.
• The system shall have audit trail functionality that tracks driver messages, dispatcher actions and incident handling.
• The system shall store application user login/logoff information in a historical event log. • The system shall support the City defining positions that provide full access, read-only access, or no access to functions within the system and the ability to assign a position to each user to control the user’s access to functions.
• The system shall log all outgoing data received by the dispatcher, in a historical database, including: Date/time, Vehicle ID, Trip ID, Driver ID, Dispatcher ID, Location, Odometer, Schedule adherence, Message type, and Message content.
AUTOMATIC VOICE ANNOUNCEMENTS (AVA)
• System shall be capable of performing Automatic Vehicle Announcements (AVA) for ADA compliance.
• The AVA shall include functionality to generate the following messages:
o Internal audible and visible location-based announcements (next stop, customer service, transfers, etc.)
o Internal time-based (e.g., reoccurring scheduled message at a time interval) audible and visible customer service announcements
o Internal driver initiated audible and visible customer service announcements o Location-based customer service announcements
o External audible bus arrival announcements
o The minimum and maximum volumes for external announcements shall include parameter settings to automatically control volume based on location and time of day
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14 • The AVA system shall be capable of specifying the location at which to play the nextstop announcement over the vehicle’s internal speakers. • The AVA system shall display next stop announcement text on an interior ADA compliance electronic sign (LED or LCD).
• The AVA system shall have the ability to support Infotainment via LCD monitors installed in the vehicle, including the ability to provide next stop announcements displayed according to ADA requirements.
• The AVA system shall be capable of playing driver-initiated safety announcements over the vehicle’s internal speakers.
• The driver’s use of the on-board PA system shall override any automated announcements.
• The AVA system shall have the ability to play both human-recorded and text-to-speech audio files.
• The AVA system shall support both English and Spanish language messages.
Automated Passenger Counters
• APC solution(s) will exceed 95% accuracy;
• APC shall be able to separately count successive passengers that are walking as close together as is practicable, either one behind the other or side by side; • APC shall accurately detect passengers boarding and alighting and eliminate false positive counts of passengers;
• APC shall support multiple entry doors;
• APC shall have the ability to detect whether the vehicle door is open or closed (the APC shall only count passengers when the door is open);
• Data shall automatically be compiled by the APC and integrated to the MDT in real-time; • APC shall have the ability to store and forward data if the MDT loses communications connectivity;
• APC data will consist of date and time stamp, geo-coordinates and bus stop locations; • The alignment of sensors shall be calibrated after installation, to establish the alignment settings for each vehicle that achieve the most accurate performance (and the calibration settings for each vehicle shall be documented for future reference).
Proposer shall ensure APC data is available in an acceptable format for NTD and FTA certified reporting.
1. Phase I - Design
1.1 Contractor will submit for CITY approval the recommended ITS design for each fleet type, which will include:
• Design drawing(s) and specifications (detailed description of the equipment and configuration).
• A project plan and schedule.
• A conceptual diagram illustrating all elements in the system and data flow. • An overview of the equipment, system, and configuration proposed for implementation.
• A detailed technical documentation for each equipment item. • A detailed technical documentation on all software, addressing each module’s functions, the format of all reports, the data fields to be included in all data exchange interfaces, and any other software aspects that need addressed.
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15 2. Phase II – Procurement and Delivery
2.1 The contractor will procure all components associated with the approved AV solution. • Contractor will procure the ITS equipment and assure that all parts, licenses, and equipment are delivered and in working order.
• All equipment licenses will be registered to CITY as the owner. • All equipment will come with a minimum five year warranty. • All maintenance, repair, replacement, and labor for such work shall be covered under this warranty.
• All delivery, shipping, and travel expenses should be included in the contractor’s proposed cost.
3. Phase III – Configuration
3.1 Contractor is expected to configure the equipment and prepare the vehicles for installation. Prior to installation, contractor will review the installation and schedule with CITY staff.
4. Phase IV - Installation
4.1 CITY staff will coordinate with the contractor on the installation. The Contractor shall supply all personnel, tools, materials, and equipment required to perform installation of the system. The Contractor is also responsible for procurement, installation, and testing all equipment furnished for the Project. All installation work shall be scheduled so as not to disrupt or delay the City’s operations. The Proposer shall make every effort to schedule the work around services times. • Contractor will schedule pre and post project meeting to review project details and schedule.
• Contractor will supply experienced, certified ITS engineers as part of the configuration and installation.
• All work will be performed in a clean, professional manner. • Where the Proposer is providing components manufactured by a third-party supplier, the Proposer shall ensure that all such components are installed in accordance with the original equipment manufacturers (OEM) installation specifications.
• Proposer is also responsible for restoring the condition of any affected structures, wiring, fixtures and finishes at the installation sites. • Proposer will be responsible for removing any vehicle installation devices in order to allow for the replacement with the new ITS components. The Project Plan shall include detailed task for all the equipment requiring removal and/or relocation.
5. Phase V – Testing
5.1 The testing phase will include CITY staff members and the Contractor sales and installation team. Testing will include, but is not limited to:
• Test the ITS solution to ensure that the System works properly as a fully integrated and installed System
• Functionality tests shall verify that the Proposer’s features and functions of the System have been properly designed and implemented. The following items, as a minimum, shall be included in the Function Tests:
ATTACHMENT 3
16 o Testing of the proper functioning of all hardware, both individually and collectively;
o Testing of the proper functioning of all software and firmware features and functions;
o Testing of all on-board functions;
o Testing of all user interface functions;
o Verification that System response time requirements have been met; and
o Verification that System stability and availability is free of problems.
5.2 Training will include CITY staff and the installer or project manager from the contractor. Training will include, but is not limited to:
• Contractor must provide sufficient training on devices, troubleshooting support, and a contact for future needs. Project will not be deemed complete until testing and training is complete.
• The ITS solution should be designed in such a way to be used with little to no need for instruction, or instructions should be minimal and easy to follow. • Proposer shall identify qualified individuals that will be responsible for training the agency's staff on their new ITS.
• The proposer shall provide onsite training for the startup and ITS rollout. • The proposer shall provide a list of key roles/personnel to the agency that will be required to participate in the start-up training and ITS rollout. • Proposer shall provide a detailed explanation of their training process. • The proposer shall furnish all special tools, equipment, training aids, and any other materials required to train course participants for use during training courses only.
• The proposer’s instructors shall demonstrate a thorough knowledge of the material covered in the courses, familiarity with the training materials used in the courses, and the ability to effectively lead students in a classroom setting. • Provide comprehensive and complete training to all staff involved in the operation of the new technologies such as dispatch, management, information technology, drivers, and maintenance technicians prior to deployment of system and on an as-needed basis for future trainees. • Provide a detailed training plan which should include, but not limited to:
o User Manuals
o Training agendas with anticipated duration of each training session o Levels of training (i.e. end user, administrative, technical, power user, etc.)
o Reference guides for all trainees
o Different training methods and approaches (i.e. classroom, train the trainer, one-on-one, web based, etc.)
o Performance measurements
• Provide 5 -year service and support for all ITS systems installed and upgraded as a result of this RFP. To include on-site service and support as needed.
• Provide a comprehensive equipment list to CITY, to include how-to guides for future use.
• Provide as-built documents at the completion of the project.
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17 6. Phase VI – Levels of Service
6.1 Proposer must offer levels of service to the CITY which meet, and exceed the target response in need and/or repairs needed below:
Priority
Category
Description
Target repair
commenceme
nt (from initial
Help Desk
request to
response)
Target repair effort (from fix
commencement)
1 Total failure of the
System
Within 30
minutes
Immediate, subject to site access, and
continuing until reinstatement or
workaround provided or useful efforts
exhausted
2 “One-off” site failure or
has a significant end
user impact but does not
render the System
unusable
Within 8 hours
during
Manteca
Transit’s
operating
hours
On commencement of Manteca Transit’s
next working day, and continuing during
Support Hours, until reinstatement or
workaround provided, or useful efforts
exhausted
3 Minor end user impact Manteca
Transit’s next
working day
Repair prior to end of the City’s second
working day following date of notification if
software fault or problem with hardware
which is in stock, otherwise hardware lead
times will apply, and repair timeframe will
be adjusted accordingly
7. Phase VII – Ownership of Work Product
7.1 CONTRACTOR agrees that all designs, plans, reports, specifications, drawings, processes, and other information or items produced by CONTRACTOR while performing services under this Agreement will be assigned to the CITY as the sole and exclusive property of the CITY and the CITY's assignees, nominees, and successors. This includes all data (routes, latitudes / longitudes, stop locations, bus schedules, operator bids, etc.), reports, technical specifications, design documents, custom software source and compiled code, user manuals, technical reports and studies, and any other documents, materials, data and products ("Work Products") prepared or assembled by CONTRACTOR or obtained from others ("SUBCONTRACTORs") by CONTRACTOR in connection with the services under this Agreement. The Work Products shall be the property of the CITY and copies shall be delivered to the CITY promptly upon the completion of the work or upon an earlier termination of this Agreement. CONTRACTOR shall be responsible for the preservation of any and all Work Products prior to transmittal to the CITY; and CONTRACTOR shall replace any such Work Products as are lost, destroyed or damaged while in its possession without additional cost to the CITY.
7.2 CONTRACTOR shall obtain and maintain all intellectual property licenses which may be necessary to carry out and perform this Agreement. CONTRACTOR may propose and procure one or more software products, including the (Product Name) application and supportable databases to fully meet the system implementation and integration requirements of the Project. CONTRACTOR agrees to indemnify the CITY for claims, costs, losses, fees, ATTACHMENT 3
18 penalties, interest or damages suffered by the CITY resulting from CONTRACTOR’s failure to obtain or maintain necessary licenses.
CONTRACTOR acknowledges, warrants and represents that it has the right to use, copy, reproduce, or display any intellectual property, including, but not limited, to patents, copyrights, trademarks, or trade secrets, which may be used to execute the terms of this Agreement, and that such rights are assignable to the CITY. On or before the delivery date, CONTRACTOR shall assign the license rights of relevant intellectual property to the CITY and deliver a correct number of complete copies of software to the applicable installation site or any other locations established by the parties.
7.3 As a way to further protect the CITY, upon the CITY’s written notice and during the Agreement period, the CONTRACTOR shall furnish transition services from the Hosting provider to the CITY. The purpose of this In-sourcing (Path-Back) is to give the CITY the ability and the means to transition the Hosted services back to the CITY or to another Hosting provider. This includes, but is not limited to, software, databases, processes, services, hardware, communications, and data and records.
7.4 CONTRACTOR shall bear the risk of loss or injury or damage to its work until such time as the CITY has, by written formal acceptance, accepted said work. For the purposes of this section, the work does not include any existing property of the CITY, unless said existing property is modified by the Project. The CITY’s acceptance shall occur when the Project has successfully tested and complies with the requirements contained in the Scope of Services.
During the time period which CONTRACTOR must bear the risk of loss, CONTRACTOR shall rebuild, repair, restore, and replace and make good all injuries or damage to such work, and shall bear the expenses thereof, except for such injuries or damages as are occasioned by acts of the federal government or public entity, and only to the extent of five percent (5%) of the Agreement amount where such injuries or damages are proximately caused by an act of God within the meaning of California Public Contract Code Section 7105. CONTRACTOR shall also indemnify and hold harmless the City from any causes of action, claims, and/or legal matters that arise from to any intellectual property disputes related to the agreement between the CITY and CONTRACTOR, unless such a matter is solely due to the singular actions of the CITY.
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19 ATTACHMENT I
FEDERAL TERMS AND CONDITIONS
ATTACHMENT 3
20 FEDERAL TRANSIT ADMINISTRATION (FTA) CLAUSES
(Rev. 12/2021)
Contractor shall comply with the following FTA requirements.
1. NO GOVERNMENT OBLIGATION TO THIRD PARTIES
These requirements do not apply to micro-purchases ($10,000 or less, except for construction contracts over $2,000).
The AGENCY and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation of this underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this Contract and shall not be subject to any obligations or liabilities to the AGENCY, Contractor or any other party (whether or not a party to that Contract) pertaining to any matter resulting from the underlying Contract.
The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by the FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.
2. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS
These requirements do not apply to micro-purchases ($10,000 or less, except for construction contracts over $2,000).
The Contractor acknowledges that the provisions of 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 CFR part 31, apply to its actions pertaining to this Project.
Upon execution of the underlying Contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying Contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate.
The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. chapter 53, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5323(l) on the Contractor, to the extent the Federal Government deems appropriate.
The Contractor agrees to include the above two paragraphs in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.
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21 3. ACCESS TO RECORDS AND REPORTS
A. Record Retention
The Contractor will retain, and will require its subcontractors of all tiers to retain, complete and readily accessible records related in whole or in part to the contract, including, but not limited to, data, documents, reports, statistics, subagreements, leases, subcontracts, arrangements, other third party agreements of any type, and supporting materials related to those records.
B. Retention Period
The Contractor agrees to comply with the record retention requirements in accordance with 2 CFR § 200.333. The Contractor shall maintain all books, records, accounts and reports required under this Contract for a period of at not less than three (3) years after the date of termination or expiration of this Contract, except in the event of litigation or settlement of claims arising from the performance of this Contract, in which case records shall be maintained until the disposition of all such litigation, appeals, claims or exceptions related thereto.
C. Access to Records
The Contractor agrees to provide sufficient access to FTA and its contractors to inspect and audit records and information related to performance of this contract as reasonably may be required.
D. Access to the Sites of Performance
The Contractor agrees to permit FTA and its contractors access to the sites of performance under this Contract as reasonably may be required.
4. FEDERAL CHANGES
Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the FTA Master Agreement between the City of Phoenix and the FTA, as they may be amended or promulgated from time to time during the term of the Contract.
Contractor’s failure to so comply shall constitute a material breach of the Contract.
5. CIVIL RIGHTS LAWS AND REGULATIONS
The AGENCY is an Equal Opportunity Employer. As such, the AGENCY agrees to comply with all applicable Federal civil rights laws and implementing regulations. Apart from inconsistent requirements imposed by Federal laws or regulations, the AGENCY agrees to comply with the requirements of 49 U.S.C. § 5323(h) (3) by not using any Federal assistance awarded by FTA to support procurements using exclusionary or discriminatory specifications.
Under this Contract, the Contractor shall at all times comply with the following requirements and shall include these requirements in each subcontract entered into as part thereof.
A. Nondiscrimination
In accordance with 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, religion, national origin, sex, disability, or age. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue.
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22 B. Race, Color, Religion, National Origin, Sex
In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e et seq., 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 CFR chapter 60, and Executive Order No. 11246, "Equal Employment Opportunity in Federal Employment," September 24, 1965, 42 U.S.C. § 2000e note, as amended by any later Executive Order that amends or supersedes it, referenced in 42 U.S.C. § 2000e note. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, national origin, or sex (including sexual orientation and gender identity). Such action shall include, but not be limited to, the following: employment, promotion, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.
C. Age
In accordance with the Age Discrimination in Employment Act, 29 U.S.C. §§ 621- 634, U.S. Equal Employment Opportunity Commission (U.S. EEOC) regulations, “Age Discrimination in Employment Act,” 29 CFR part 1625, the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6101 et seq., U.S. Health and Human Services regulations, “Nondiscrimination on the Basis of Age in Programs or Activities Receiving Federal Financial Assistance,” 45 CFR part 90, and Federal transit 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 to comply with any implementing requirements FTA may issue.
D. Disabilities
In accordance with Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, the Americans with Disabilities Act of 1990, as amended, 42
U.S.C. § 12101 et seq., the Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et seq., and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against individuals on the basis of disability. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.
6. INCORPORATION OF FTA TERMS
These requirements do not apply to micro-purchases ($10,000 or less, except for construction contracts over $2,000).
The preceding provisions include, in part, certain Standard Terms and Conditions required by the U.S. Department of Transportation (DOT), whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1F, and are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in the contract. Contractor shall not perform any act, fail to perform any act, or refuse to comply with any requests of the AGENCY that would cause the AGENCY to be in violation of the FTA terms and conditions.
ATTACHMENT 3
23 The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by the FTA.
7. FREE SPEECH AND RELIGIOUS LIBERTY
All Federal funding must be expended in full accordance with the U.S. Constitution, Federal Law, and statutory and public policy requirements, including but not limited to those prohibiting discrimination and protecting free speech, religious liberty, public welfare, and the environment.
8. FEDERAL TERMINATION RIGHTS
The termination rights under this Agreement are in addition to, and in no way limit, the Federal Government’s right to terminate as described in 2 CFR § 200.340.
9. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION
This requirement does not apply to contracts and subcontracts under $25,000.
Debarment, Suspension, Ineligibility and Voluntary Exclusion The Contractor shall comply and facilitate compliance with U.S. DOT regulations, “Nonprocurement Suspension and Debarment,” 2 CFR part 1200, which adopts and supplements the U.S. Office of Management and Budget (U.S. OMB) “Guidelines to Agencies on Government-Wide Debarment and Suspension (Non-procurement),” 2 CFR part 180. These provisions apply to each contract at any tier of $25,000 or more, and to each contract at any tier for a federally required audit (irrespective of the contract amount), and to each contract at any tier that must be approved by an FTA official irrespective of the contract amount. As such, the Contractor shall verify that its principals, affiliates, and subcontractors are eligible to participate in this federally funded contract and are not presently declared by any Federal department or AGENCY to be:
A. Debarred from participation in any federally assisted Award; B. Suspended from participation in any federally assisted Award; C. Proposed for debarment from participation in any federally assisted Award; D. Declared ineligible to participate in any federally assisted Award; E. Voluntarily excluded from participation in any federally assisted Award; or F. Disqualified from participation in any federally assisted Award.
By signing and submitting its bid or proposal, the bidder or proposer certifies as follows:
The certification in this clause is a material representation of fact relied upon by the AGENCY. If it is later determined by the AGENCY that the Contractor knowingly rendered an erroneous certification, in addition to remedies available to the AGENCY, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The Contractor agrees to comply with the requirements of 2 CFR part 180, subpart C, as supplemented by 2 CFR part 1200, while this offer is valid and throughout the period of any contract that may arise from this offer. The Contractor further agrees to include a provision requiring such compliance in its lower tier covered transactions.
10. TERMINATION
Subrecipients must include provisions in their contracts and subcontracts that allows for termination for cause and for convenience by the subrecipient, including the manner by which it will be effected and the basis for settlement. See Appendix II(B) to 2 CFR part ATTACHMENT 3
24 200—Contract Provisions for Non-Federal Entity Contracts Under Federal Awards, and FTA Circular 4220.1F, Chapter IV, paragraph 2.b.(6)(b)4 – Termination.
11. VIOLATION AND BREACH OF CONTRACT
These requirements are not applicable to contracts and subcontracts under the simplified acquisition threshold (currently set at $250,000).
Unless otherwise provided for by the AGENCY, the following provisions shall apply:
Dispute Resolution: Disputes arising in the performance of this Contract that are not resolved by agreement of the parties shall be decided in writing by the authorized representative of AGENCY. This decision shall be final and conclusive unless within ten
(10) calendar days from the date of receipt of its copy, Contractor mails or otherwise furnishes a written appeal to the authorized representative of AGENCY. In connection with any such appeal, Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of the authorized representative of AGENCY shall be binding upon Contractor, and Contractor shall abide by the decision.
Performance During Disputes: Contractor agrees that notwithstanding the existence of any dispute between the parties, insofar as is possible, under the terms of the Contract, Contractor will continue to perform the obligations required of Contractor during the continuation of any such dispute unless enjoined or prohibited by an Arizona Court of competent jurisdiction.
Rights and Remedies: The duties and obligations imposed by the Contract documents and the rights and remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the AGENCY or Contractor shall constitute a waiver of any right or duty afforded any of them under this Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed upon in writing.
12. LOBBYING RESTRICTIONS (Include certification form)
These requirements do not apply to contracts and subcontracts under $100,000.
Byrd Anti-Lobbying Amendment, 31 U.S.C. 1352, as amended by the Lobbying Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1601, et seq.] - Contractors who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying." Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to that Federal contract, grant or award-covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient.
13. CARGO PREFERENCE REQUIREMENTS
These requirements apply to all contracts involving equipment, material, or commodities that may be transported by ocean vessels.
ATTACHMENT 3
25 Cargo Preference - Use of United States-Flag Vessels The contractor agrees:
A. To use privately owned United States-Flag commercial vessels to ship at least 50 percent of the gross tonnage (computed separately for dry bulk carriers, dry cargo liners, and tankers) involved, whenever shipping any equipment, material, or commodities pursuant to the underlying contract to the extent such vessels are available at fair and reasonable rates for United States-Flag commercial vessels; B. To furnish within 20 working days following the date of loading for shipments originating within the United States or within 30 working days following the date of loading for shipments originating outside the United States, a legible copy of a rated, "on-board" commercial ocean bill-of-lading in English for each shipment of cargo described in the preceding paragraph to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590 and to the FTA recipient (through the contractor in the case of a subcontractor's bill-of-lading.); and
C. To include these requirements in all subcontracts issued pursuant to this contract when the subcontract may involve the transport of equipment, material, or commodities by ocean vessel.
14. FLY AMERICA
These requirements apply to contracts and subcontracts involving the transportation of persons or property by air between a place in the United States and a place outside of the United States, or between places outside the United States, when the FTA will participate in the cost of such air transportation.
Fly America Requirements
A. Definitions. As used in this clause--
“International air transportation” means transportation by air between a place in the United States and a place outside the United States or between two places both of which are outside the United States.
“United States” means the 50 States, the District of Columbia, and outlying areas.
“U.S.-flag air carrier” means an air carrier holding a certificate under 49 U.S.C. Chapter 411.
B. When Federal funds are used to fund travel, Section 5 of the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. 40118) (Fly America Act) requires contractors, recipients, and others use U.S.-flag air carriers for U.S. Government-financed international air transportation of personnel (and their personal effects) or property, to the extent that service by those carriers is available. It requires the Comptroller General of the United States, in the absence of satisfactory proof of the necessity for foreign-flag air transportation, to disallow expenditures from funds, appropriated or otherwise established for the account of the United States, for international air transportation secured aboard a foreign-flag air carrier if a U.S.-flag air carrier is available to provide such services.
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26 C. If available, the Contractor, in performing work under this contract, shall use U.S.-flag carriers for international air transportation of personnel (and their personal effects) or property.
D. In the event that the Contractor selects a carrier other than a U.S.-flag air carrier for international air transportation, the Contractor shall include a statement on vouchers involving such transportation essentially as follows:
Statement of Unavailability of U.S. - Flag Air Carriers - International air transportation of persons (and their personal effects) or property by U.S.-flag air carrier was not available or it was necessary to use foreign-flag air carrier service for the following reasons. See FAR § 47.403. [State reasons]:
(End of statement)
E. The Contractor shall include the substance of this clause, including this paragraph (E), in each subcontract or purchase under this contract that may involve international air transportation.
15. EMPLOYEE PROTECTIONS
Prevailing Wage and Anti-Kickback
These requirements apply to all prime construction, alteration, or repair contracts in excess of $2,000.
For all prime construction, alteration or repair contracts in excess of $2,000 awarded by FTA, the Contractor shall comply with the Davis-Bacon Act and the Copeland “AntiKickback” Act. Under 49 U.S.C. § 5333(a), prevailing wage protections apply to laborers and mechanics employed on FTA assisted construction, alteration, or repair projects.
The Contractor will comply with the Davis-Bacon Act, 40 U.S.C. §§ 3141-3144, and 3146-3148 as supplemented by DOL regulations at 29 CFR part 5, “Labor Standards Provisions Applicable to Contracts Governing Federally Financed and Assisted Construction.” In accordance with the statute, the Contractor shall pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, the Contractor agrees to pay wages not less than once a week. The Contractor shall also comply with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by DOL regulations at 29 CFR part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in part by Loans or Grants from the United States.” The Contractor is prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled.
Contract Work Hours and Safety Standards
These requirements apply to all contracts involving construction in excess of $100,000 that involve the employment of mechanics or laborers.
For all contracts in excess of $100,000 that involve the employment of mechanics or laborers, the Contractor shall comply with the Contract Work Hours and Safety Standards Act (40 U.S.C. §§ 3701-3708), as supplemented by the DOL regulations at 29 CFR part 5. Under 40 U.S.C. § 3702 of the Act, the Contractor shall compute the wages of every mechanic and laborer, including watchmen and guards, on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. § 3704 are applicable to construction work and provide that no laborer or mechanic be required to work in surroundings ATTACHMENT 3
27 or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchase of supplies or materials or articles ordinarily available on the open market, or to contracts for transportation or transmission of intelligence.
In the event of any violation of the clause set forth herein, the Contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, the Contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of this clause in the sum of $10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by this clause.
The FTA shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the Contractor or subcontractor under any such contract or any other Federal contract with the same prime Contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime Contractor, such sums as may be determined to be necessary to satisfy any liabilities of such Contractor or subcontractor for unpaid wages and liquidated damages as provided in this section.
The Contractor or subcontractor shall insert in any subcontracts the clauses set forth in this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this agreement.
Contract Work Hours and Safety Standards for Awards Not Involving Construction These requirements apply to all contracts (not involving construction) in excess of $100,000 that involve the employment of mechanics or laborers.
The Contractor shall comply with all federal laws, regulations, and requirements providing wage and hour protections for non-construction employees, in accordance with 40 U.S.C. § 3702, Contract Work Hours and Safety Standards Act, and other relevant parts of that Act, 40 U.S.C. § 3701 et seq., and U.S. DOL regulations, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted
Construction (also Labor Standards Provisions Applicable to Non-construction Contracts Subject to the Contract Work Hours and Safety Standards Act),” 29 CFR part 5.
The Contractor shall maintain payrolls and basic payroll records during the course of the work and shall preserve them for a period of three (3) years from the completion of the contract for all laborers and mechanics, including guards and watchmen, working on the contract. Such records shall contain the name and address of each such employee, social security number, correct classifications, hourly rates of wages paid, daily and weekly number of hours worked, deductions made, and actual wages paid.
Such records maintained under this paragraph shall be made available by the Contractor for inspection, copying, or transcription by authorized representatives of the FTA and the Department of Labor, and the Contractor will permit such representatives to interview employees during working hours on the job.
The Contractor shall require the inclusion of the language of this clause within subcontracts of all tiers.
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28 16. SEISMIC SAFETY
These requirements apply only to contracts for the construction of new buildings or additions to existing buildings.
The Contractor agrees that any new building or addition to an existing building will be designed and constructed in accordance with the standards for Seismic Safety required in Department of Transportation (DOT) Seismic Safety Regulations 49 CFR part 41 and will certify to compliance to the extent required by the regulation. The Contractor also agrees to ensure that all work performed under this Contract, including work performed by a subcontractor, is in compliance with the standards required by the Seismic Safety regulations and the certification of compliance issued on the project.
17. VETERANS EMPLOYMENT
These requirements apply only to capital projects (see 49 USC Section 5302, Subsection 3).
Contractor shall give a hiring preference, to the extent practicable, to veterans (as defined in U.S.C. Section 2108 of title 5) who have the requisite skills and abilities to perform the construction work required under the Contract. This requirement shall not be understood, construed or enforced in any manner that would require an employer to give a preference to any veteran over any equally qualified applicant who is a member of any racial or ethnic minority, female, an individual with a disability, or a former employee.
18. BONDING
These requirements are applicable to all construction or facility improvement contracts and subcontracts exceeding the simplified acquisition threshold (currently set at $250,000). See FTA Circular C 4220.1F for specific bonding requirements.
Bonds are required for all construction or facility improvement contracts and subcontracts exceeding the simplified acquisition threshold. FTA may accept the bonding policy and requirements of the recipient if FTA has determined that the Federal interest is adequately protected. If such a determination has not been made, the following minimum requirements apply:
A. A bid guarantee from each bidder equivalent to five percent of the bid price. The “bid guarantee” must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified.
B. A performance bond on the part of the contractor for 100 percent of the contract price. A “performance bond” is one executed in connection with a contract to secure fulfillment of all the contractor's obligations under such contract.
C. A payment bond on the part of the contractor for 100 percent of the contract price. A “payment bond” is one executed in connection with a contract to assure payment as required by law of all persons supplying labor and material in the execution of the work provided for in the contract.
19. PUBLIC TRANSPORTATION EMPLOYEE PROTECTIVE ARRANGEMENTS These requirements apply only to contracts for transit operations performed by employees of contractors and subcontractors recognized by FTA to be a transit operator.
ATTACHMENT 3
29 The Contractor agrees to comply with the following employee protective arrangements of 49 U.S.C. § 5333(b):
A. U.S. DOL Certification. Under this Contract or any Amendments thereto that involve public transportation operations that are supported with federal assistance, a certification issued by U.S. DOL is a condition of the Contract.
B. Special Warranty. When the Contract involves public transportation operations and is supported with federal assistance appropriated or made available for 49 U.S.C. § 5311, U.S. DOL will provide a Special Warranty for its Award, including its Award of federal assistance under the Tribal Transit Program. The U.S. DOL Special Warranty is a condition of the Contract.
C. Special Arrangements. The conditions of 49 U.S.C. § 5333(b) do not apply to Contractors providing public transportation operations pursuant to 49 U.S.C. § 5310. FTA reserves the right to make case-by-case determinations of the applicability of 49 U.S.C. § 5333(b) for all transfers of funding authorized under title 23, United States Code (flex funds), and make other exceptions as it deems appropriate, and, in those instances, any special arrangements required by FTA will be incorporated herein as required.
20. CHARTER SERVICE
These requirements apply to contracts for operating public transportation service.
The Contractor agrees to comply with 49 U.S.C. 5323(d), 5323(r), and 49 CFR part 604, which provides that recipients and sub-recipients of FTA assistance are prohibited from providing charter service using federally funded equipment or facilities if there is at least one private charter operator willing and able to provide the service, except as permitted under:
• Federal transit laws, specifically 49 U.S.C. § 5323(d); • FTA regulations, “Charter Service,” 49 CFR part 604;
• Any other federal Charter Service regulations; or
• Federal guidance, except as FTA determines otherwise in writing.
The Contractor agrees that if it engages in a pattern of violations of FTA’s Charter Service regulations, FTA may require corrective measures or impose remedies on it.
These corrective measures and remedies may include:
• Barring it or any subcontractor operating public transportation under its Award that has provided prohibited charter service from receiving federal assistance from FTA;
• Withholding an amount of federal assistance as provided by Appendix D to part 604 of FTA’s Charter Service regulations; or
• Any other appropriate remedy that may apply.
The Contractor should also include the substance of this clause in each subcontract that may involve operating public transit services.
21. SCHOOL BUS OPERATIONS
ATTACHMENT 3
30 These requirements apply to contracts for operating public transportation service.
The Contractor agrees to comply with 49 U.S.C. 5323(f), and 49 CFR part 604, and not engage in school bus operations using federally funded equipment or facilities in competition with private operators of school buses, except as permitted under:
• Federal transit laws, specifically 49 U.S.C. § 5323(f); • FTA regulations, “School Bus Operations,” 49 CFR part 605; • Any other Federal School Bus regulations; or
• Federal guidance, except as FTA determines otherwise in writing.
If Contractor violates this School Bus Agreement, FTA may:
• Bar the Contractor from receiving Federal assistance for public transportation; or • Require the contractor to take such remedial measures as FTA considers appropriate.
When operating exclusive school bus service under an allowable exemption, the Contractor may not use federally funded equipment, vehicles, or facilities. The Contractor should include the substance of this clause in each subcontract or purchase under this Contract that may operate public transportation services.
22. SAFE OPERATIONS OF MOTOR VEHICLES
Seat Belt Use
The Contractor is encouraged to adopt and promote on-the-job seat belt use policies and programs for its employees and other personnel that operate company-owned vehicles, company- rented vehicles, or personally operated vehicles. The terms “company-owned” and “company-leased” refer to vehicles owned or leased either by the Contractor or AGENCY.
Distracted Driving
The Contractor agrees to adopt and enforce workplace safety policies to decrease crashes caused by distracted drivers, including policies to ban text messaging while using an electronic device supplied by an employer, and driving a vehicle the driver owns or rents, a vehicle Contactor owns, leases, or rents, or a privately-owned vehicle when on official business in connection with the work performed under this agreement.
23. ENCOURAGING CONTRACTOR POLICIES TO BAN TEXT MESSAGING WHILE
DRIVING
These requirements do not apply to micro-purchases ($10,000 or less, except for construction contracts over $2,000).
Definitions.
As used in this clause:
"Driving" means operating a motor vehicle on an active roadway with the motor running, including while temporarily stationary because of traffic, a traffic light, stop sign, or otherwise. "Driving" does not include operating a motor vehicle with or without the motor running when one has pulled over to the side of, or off, an active roadway and has halted in a location where one can safely remain stationary.
ATTACHMENT 3
31 “Text messaging” means reading from or entering data into any handheld or other electronic device, including for the purpose of short message service texting, e-mailing, instant messaging, obtaining navigational information, or engaging in any other form of electronic data retrieval or electronic data communication. The term does not include glancing at or listening to a navigational device that is secured in a commercially designed holder affixed to the vehicle, provided that the destination and route are programmed into the device either before driving or while stopped in a location off the roadway where it is safe and legal to park.
Executive Order
This clause implements Executive Order 13513, Federal Leadership on Reducing Text Messaging While Driving, dated October 1, 2009.
Contractor is encouraged to:
A. Adopt and enforce policies that ban text messaging while driving:
1. Company-owned or rented vehicles or Government-owned vehicles; or
2. Privately-owned vehicles when on official Government business or when performing any work for or on behalf of the Government.
B. Conduct initiatives in a manner commensurate with the size of the business, such as:
1. Establishment of new rules and programs or reevaluation of existing programs to prohibit text messaging while driving; and
2. Education, awareness, and other outreach to employees about the safety risks associated with texting while driving.
Subcontracts
Contractor shall insert the substance of this clause, including this paragraph, in all subcontracts that exceed the micro-purchase threshold, as defined in Federal Acquisition Regulation 2.101 on the date of subcontract award.
24. SUBSTANCE ABUSE REQUIREMENTS
These requirements apply to contracts with contractors who perform safety-sensitive functions, as defined in 49 CFR Part 655.4, “Definitions.” Contractor shall establish and implement a drug and alcohol testing program that complies with “Procedures for Transportation Workplace Drug and Alcohol Testing Programs” (49 CFR Part 40) and “Prevention of Alcohol Misuse and Prohibited Drug Use in Transit Operations” (49 CFR Part 655), produce any documentation necessary to establish its compliance with parts 655 and 40, and permit any authorized representative of the United States Department of Transportation or its operating administrations, the State Oversight Agency of Arizona, or the City of Phoenix, to inspect the facilities and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR part 655 and 49 CFR part 40 and review the testing process.
Contractor shall also submit for review and approval a copy of its substance abuse prevention policy developed to implement its drug and alcohol testing program.
ATTACHMENT 3
32 Contractor agrees further to certify annually its compliance with parts 655 and 40 and to submit the Drug and Alcohol Management Information System (DAMIS) reports before March 15 to Transit Compliance Officer, City of Phoenix Public Transit Department, 302 N. 1st Avenue, Phoenix, AZ 85003. To certify compliance, the Contractor shall use the "Substance Abuse Certifications" in the "Annual List of Certifications and Assurances for Federal Transit Administration Grants and Cooperative Agreements," which is published annually in the Federal Register.
25. BUY AMERICA (Include certification form)
These requirements apply to contracts over $150,000 if they involve the purchase of iron, steel, manufactured goods, or rolling stock.
Contractor agrees to comply with 49 U.S.C. 5323(j) and 49 CFR part 661, which provide that Federal funds may not be obligated unless all steel, iron, and manufactured products used in FTA funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver. General waivers are listed in 49 CFR § 661.7 and include final assembly in the United States for 15 passenger vans and 15 passenger wagons produced by Chrysler Corporation, microcomputer equipment, and software. Separate requirements for rolling stock are set out at 49 U.S.C. 5323(j)(2)(C) and 49 CFR § 661.11.
Contractor must submit to AGENCY the appropriate Buy America certification below with its offer. Offers that are not accompanied by a completed Buy America certification will be rejected as nonresponsive.
26. ROLLING STOCK LIMITATIONS
These requirements apply to contracts for the purchase of rolling stock.
Contractor and its subcontractors must comply with the limitation on certain rolling stock procurements at 49 U.S.C. § 5323(u), prohibiting the procurement of rolling stock from specified manufacturers for public transportation use.
27. BUS TESTING
These requirements apply to contracts for the purchase or lease of any bus model that is new or has any major change in configuration or components to be acquired or leased.
Contractor [Manufacturer] agrees to comply with the Bus Testing requirements under 49 U.S.C. 5318(e) and FTA's implementing regulation at 49 CFR part 665 to ensure that the requisite testing is performed for all new bus models or any bus model with a major change in configuration or components, and that the bus model has achieved a passing score. Upon completion of the testing, the Contractor shall obtain a copy of the bus testing reports from the operator of the testing facility and make that report(s) publicly available prior to final acceptance of the first vehicle by the grantee.
28. PRE-AWARD AND POST-DELIVERY AUDITS OF ROLLING STOCK PURCHASES These requirements apply to contracts for the purchase of revenue service rolling stock.
Contractor agrees to comply with 49 U.S.C. § 5323(m) and FTA's implementing regulation at 49 CFR part 663. The Contractor shall comply with the Buy America certification(s) submitted with its offer. The Contractor agrees to participate and cooperate in any preaward and post-delivery audits performed pursuant to 49 CFR part 663 and related FTA guidance.
ATTACHMENT 3
33 29. CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT These requirements do not apply to contracts and subcontracts under $150,000.
The Contractor agrees:
A. It will not use any violating facilities;
B. It will report the use of facilities placed on or likely to be placed on the U.S. EPA “List of Violating Facilities;”
C. It will report violations of use of prohibited facilities to FTA; and D. It will comply with the inspection and other requirements of the Clean Air Act, as amended, (42 U.S.C. §§ 7401 – 7671q); and the Federal Water Pollution Control Act as amended, (33 U.S.C. §§ 1251-1387).
30. ENERGY CONSERVATION
Contractor agrees to comply with mandatory standards and policies relating to energy efficiency, which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.
31. RECYCLED PRODUCTS
These requirements apply to all contracts and subcontracts involving the purchase of items designated by the EPA (that contain the highest percentage of recovered materials practicable) in excess of $10,000. See 40 C.F.R part 247 for federal designation of items.
Contractor agrees to provide a preference for those products and services that conserve natural resources, protect the environment, and are energy efficient by complying with and facilitating compliance with Section 6002 of the Resource Conservation and Recovery Act, as amended, 42 U.S.C. § 6962, and U.S. Environmental Protection Agency (U.S. EPA), “Comprehensive Procurement Guideline for Products Containing Recovered Materials,” 40 CFR part 247.
32. PATENT RIGHTS AND RIGHTS IN DATA
These requirements apply to contracts for the performance of experimental, developmental, or research work.
Intellectual Property Rights
This Project is funded through a Federal award with FTA for experimental, developmental, or research work purposes. As such, certain Patent Rights and Data Rights apply to all subject data first produced in the performance of this Contract. The Contractor shall grant the AGENCY intellectual property access and licenses deemed necessary for the work performed under this Agreement and in accordance with the requirements of 37 CFR part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by FTA or U.S. DOT. The terms of an intellectual property agreement and software license rights will be finalized prior to execution of this Contract and shall, at a minimum, include the following restrictions:
Except for its own internal use, the Contractor may not publish or reproduce subject data in whole or in part, or in any manner or form, nor may the Contractor authorize others to do so, without the written consent of FTA, until such time as FTA may have either released or approved the release of such data to the public. This restriction on publication, however, does not apply to any contract with an academic institution. For ATTACHMENT 3
34 purposes of this agreement, the term “subject data” means recorded information whether or not copyrighted, and that is delivered or specified to be delivered as required by the Contract. Examples of “subject data” include, but are not limited to computer software, standards, specifications, engineering drawings and associated lists, process sheets, manuals, technical reports, catalog item identifications, and related information, but do not include financial reports, cost analyses, or other similar information used for performance or administration of the Contract.
A. The Federal Government reserves a royalty-free, non-exclusive and irrevocable license to reproduce, publish, or otherwise use, and to authorize others to use for “Federal Government Purposes,” any subject data or copyright described below.
For “Federal Government Purposes,” means use only for the direct purposes of the Federal Government. Without the copyright owner’s consent, the Federal Government may not extend its Federal license to any other party.
1. Any subject data developed under the Contract, whether or not a copyright has been obtained; and
2. Any rights of copyright purchased by the Contractor using Federal assistance in whole or in part by the FTA.
B. Unless FTA determines otherwise, the Contractor performing experimental, developmental, or research work required as part of this Contract agrees to permit FTA to make available to the public, either FTA’s license in the copyright to any subject data developed in the course of the Contract, or a copy of the subject data first produced under the Contract for which a copyright has not been obtained. If the experimental, developmental, or research work, which is the subject of this Contract, is not completed for any reason whatsoever, all data developed under the Contract shall become subject data as defined herein and shall be delivered as the Federal Government may direct.
C. Unless prohibited by state law, upon request by the Federal Government, the Contractor agrees to indemnify, save, and hold harmless the Federal Government, its officers, agents, and employees acting within the scope of their official duties against any liability, including costs and expenses, resulting from any willful or intentional violation by the Contractor of proprietary rights, copyrights, or right of privacy, arising out of the publication, translation, reproduction, delivery, use, or disposition of any data furnished under that contract. The Contractor shall be required to indemnify the Federal Government for any such liability arising out of the wrongful act of any employee, official, or agents of the Federal Government.
D. Nothing contained in this clause on rights in data shall imply a license to the Federal Government under any patent or be construed as affecting the scope of any license or other right otherwise granted to the Federal Government under any patent.
E. Data developed by the Contractor and financed entirely without using Federal assistance provided by the Federal Government that has been incorporated into work required by the underlying Contract is exempt from the requirements herein, provided that the Contractor identifies those data in writing at the time of delivery of the Contract work.
ATTACHMENT 3
35 F. The Contractor agrees to include these requirements in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance.
33. COMPLIANCE WITH NATIONAL ITS ARCHITECTURE POLICY
These requirements apply only to contracts for National Intelligent Transportation System projects.
Contractor agrees to conform to the National Intelligent Transportation Systems (ITS) Architecture requirements of 23 U.S.C. § 517(d), unless it obtains an exemption from those requirements, and follow FTA Notice, “FTA National ITS Architecture Policy on Transit Projects,” 66 Fed. Reg. 1455, January 8, 2001, and all other applicable federal guidance.
34. NATIONAL TRANSIT DATABASE (NTD) REPORTING
As a condition of benefitting from federal assistance for public transportation operations, contractor and its subcontractors must:
A. Facilitate compliance with 49 U.S.C. § 5334(a), which authorizes the National Transit Database (NTD);
B. Conform to the NTD reporting system and the Uniform System of Accounts and Records;
C. Comply with FTA regulations, “Uniform System of Accounts and Records and Reporting System,” 49 CFR Part 630;
D. Report information relating to, and the condition of, its public transportation assets, as provided in FTA regulations, “Transit Asset Management; National Transit Database,” 49 CFR Parts 625 and 630;
E. Comply with any other applicable reporting regulation and requirements; and F. Follow FTA guidance.
35. TRAFFICKING IN PERSONS
Contractor and its subcontractors or their employees shall not:
A. Engage in severe forms of trafficking in persons during the Contract Term; B. Procure a commercial sex act during the Contract Term; or C. Use forced labor in the performance of the Contract.
Contractor shall inform AGENCY immediately of any information Contractor receives from any source alleging a violation of a prohibition in this section. AGENCY may terminate this Agreement for any violation of this section; such right of termination is in addition to all other remedies for noncompliance that are available to the AGENCY.
36. CENTERS FOR DISEASE CONTROL AND PREVENTION (CDC) ORDER ON
REQUIREMENTS FOR PERSONS TO WEAR MASKS WHILE ON
CONVEYANCES AND AT TRANSPORTATION HUBS
The Contractor agrees that it will comply, and will require all subcontractors to comply, with the CDC Mask Order of January 29, 2021, titled Requirement for Persons to Wear Masks While on Conveyances and at Transportation Hubs (“CDC Mask Order”), and with TSA’s Emergency Amendment No. 1546-21-01B and Security Directive No.
ATTACHMENT 3
36 1582/84-21-01B (made effective on September 14, 2021) in support of the CDC Mask Order for ground transportation and its August 20, 2021 extension of the mask mandate for transportation networks through March 18, 2022.
The Contractor agrees that FTA may take enforcement action for non-compliance with the CDC Mask Order and supportive TSA actions, including:
A. Enforcement actions authorized by 49 U.S.C. § 5329(g); B. Referring the Recipient to the CDC or other Federal authority for enforcement action;
C. Enforcement actions authorized by 2 CFR §§ 200.339 – .340; and D. Any other enforcement action authorized by federal law or regulation.
37. DISADVANTAGED BUSINESS ENTERPRISE (DBE)
ATTACHMENT 3
37 FTA CERTIFICATIONS
EACH CERTIFICATION PROVIDES INSTRUCTION
DESCRIBING WHEN THE CERTIFICATION IS
APPLICABLE
INAPPLICABLE FTA CERTIFICATIONS
MAY BE LEFT BLANK
ATTACHMENT 3
38 DEBARMENT AND SUSPENSION CERTIFICATION
This certification does not apply to contracts and subcontracts under $25,000. Offers that are not accompanied by a completed, applicable certification will be rejected as nonresponsive. □ The Proposer certifies, to the best of its knowledge and belief, that the Proposer and its principals:
1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily or involuntarily excluded from covered transactions by any federal department or agency;
2. Have not, within the preceding three years, 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 or private agreement or transaction; violation of federal or state antitrust statutes, including those proscribing price fixing between competitors, allocation of customers between competitors, and bid rigging; commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, tax evasion, receiving stolen property, making false claims, or obstruction of justice; or commission of any other offense indicating a lack of business integrity or business honesty;
3. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (federal, state, or local) with commission of any offense described in Paragraph 2 of this certification;
4. Have not, within the preceding three years, had one or more public transactions (federal, state, or local) terminated for cause or default.
OR
□ The Proposer is unable to certify to all of the statements in this certification, and attaches its explanation to this certification. (In the explanation, the Proposer must certify to those statements that can be certified and explain why the other statements cannot be certified.) The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification.
Company:___________________________________________________________________ Name:______________________________________________________________________ Title:_______________________________________________________________________ Signature:__________________________________________________________________ Date:_______________________________________________________________________ ATTACHMENT 3
39 BUY AMERICA CERTIFICATION
This certification applies to contracts over $150,000 if they involve the purchase of iron, steel, manufactured goods, or rolling stock.
If this Offer is valued in excess of $150,000 and involves the procurement of steel, iron, or manufactured products (as defined in 49 CFR §§ 661.3 and 661.5), the Proposer hereby certifies that it:
□ Will comply with the requirements of 49 USC § 5323(j)(1) and the applicable regulations in 49 CFR part 661;
OR
□ Cannot comply the requirements of 49 USC § 5323(j) (and 49 CFR part 661) but may qualify for an exception to the requirements pursuant to 49 USC § 5323(j)(2), as amended, and the applicable regulations in 49 CFR § 661.7.
If this Offer is valued in excess of $150,000 and involves the procurement of buses or other rolling stock (including associated equipment), the Proposer hereby certifies that it:
□ Will comply with the requirements of 49 USC § 5323(j) and the applicable regulations of 49 CFR § 661.11;
OR
□ Cannot comply with the requirements of 49 § USC 5323(j) (and 49 CFR § 661.11), but may qualify for an exception to the requirements consistent with 49 USC § 5323(j)(2)(C), as amended, and the applicable regulations in 49 CFR § 661.7.
The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification Company:___________________________________________________________________ Name:______________________________________________________________________ Title:_______________________________________________________________________ Signature:__________________________________________________________________ Date:______________________________________________________________________ ATTACHMENT 3
40 LOBBYING CERTIFICATION
This certification does not apply to contracts and subcontracts under $100,000. Offers that are not accompanied by a completed, applicable certification will be rejected as nonresponsive.
The Proposer certifies, to the best its knowledge and belief, that:
1. No federal appropriated funds have been paid or will be paid, by or on behalf of the Proposer, 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 Proposer shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.
3. The Proposer shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subcontractors shall certify and disclose accordingly.
This certification is a material representation of fact upon which reliance was placed when this transaction 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.
The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification.
Company:___________________________________________________________________ Name:______________________________________________________________________ Title:_______________________________________________________________________ Signature:___________________________________________________________________ Date:_______________________________________________________________________ Per paragraph 2 above, complete and submit Standard Form–LLL, “Disclosure Form to Report Lobbying,” if applicable.
ATTACHMENT 3
41 CERTIFICATE OF COMPLIANCE WITH BUS TESTING REQUIREMENT This certification applies to contracts for the purchase or lease of any bus model that is new or has any major change in configuration or components to be acquired or leased. Offers that are not accompanied by a completed, applicable certification will be rejected as nonresponsive.
The Proposer certifies that the bus was tested at the Bus Testing Facility and that the bus received a passing test score as required by 49 CFR Part 665. The applicant has received or will receive the appropriate full Bus Testing Report and any applicable partial testing reports before final acceptance of the first vehicle.
The Proposer understands that misrepresenting the testing status of a vehicle acquired with federal financial assistance may subject the undersigned to civil penalties as outlined in the Department of Transportation’s regulation on Program Fraud Civil Remedies, 49 CFR Part 31.
In addition, the Proposer understands that FTA may suspend or debar a manufacturer under the procedures in 49 CFR Part 29.
The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification.
Company:___________________________________________________________________ Name:______________________________________________________________________ Title:_______________________________________________________________________ Signature:___________________________________________________________________ Date:_______________________________________________________________________ ATTACHMENT 3
42 TRANSIT VEHICLE MANUFACTURER DISADVANTAGED BUSINESS ENTERPRISE
CERTIFICATION
This certificate applies to contracts for the purchase of rolling stock.
The Contractor, a Transit Vehicle Manufacturer, hereby certifies that it has complied with the requirements of 49 CFR § 26.49 by submitting an annual DBE goal to the Federal Transit Administration (FTA). The goal has either been approved or is pending approval by FTA.
The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification.
Company:__________________________________________________________________ Name:_____________________________________________________________________ Title:______________________________________________________________________ Signature:__________________________________________________________________ Date:______________________________________________________________________ ATTACHMENT 3
43 FEDERAL MOTOR VEHICLE SAFETY STANDARDS CERTIFICATION This certificate applies to contracts for the purchase of rolling stock.
The Proposer, if awarded the Contract, shall submit: (1) the manufacturer’s FMVSS selfcertification sticker information that the vehicle complies with relevant FMVSS; or (2) the manufacturer’s certified statement that the contracted buses will not be subject to FMVSS regulations.
The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification.
Company:__________________________________________________________________ Name:_____________________________________________________________________ Title:______________________________________________________________________ Signature:__________________________________________________________________ Date:______________________________________________________________________ ATTACHMENT 3
44 TAX LIABILITY CERTIFICATION
This certificate applies to all contracts.
The Proposer, certifies that:
(a) it has no unpaid federal tax liability that has been assessed, for which all judicial and administrative remedies have been exhausted or have lapsed, and that is not being paid in a timely manner pursuant to an agreement with the authority responsible for collecting the tax liability; and
(b) it has not been convicted of a felony criminal violation under any federal law within the preceding 24 months.
The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification.
Company:__________________________________________________________________ Name:_____________________________________________________________________ Title:______________________________________________________________________ Signature:__________________________________________________________________ Date:______________________________________________________________________ ATTACHMENT 3
10 DISADVANTAGED BUSINESS ENTERPRISE (DBE) CERTIFICATION The Proposer certifies or affirms the truthfulness and accuracy of the contents of the statements submitted on or with this certification. In addition, the Proposer understands and agrees that the provisions of 31 USC §§ 3801 et al. are applicable to this certification.
Company:__________________________________________________________________ Name:_____________________________________________________________________ Title:______________________________________________________________________ Signature:__________________________________________________________________ Date:______________________________________________________________________ ATTACHMENT 3
46 ATTACHMENT II
PROFESSIONAL SERVICES AGREEMENT
ATTACHMENT 3
47 Attachment II – Professional Services Agreement
AGREEMENT FOR PROFESSIONAL SERVICES
This Agreement is made and entered into this ____ day of ________, 20___, by and between the CITY OF MANTECA, a public body, corporate and politic ("City") and _____________, a ___________ corporation ("Consultant").
RECITALS
Consultant is specially trained, experienced, and competent to perform the professional services required by this Agreement.
Consultant possesses the skill, experience, ability, background, certification, and knowledge to provide the services described in this Agreement on the terms and conditions specified herein.
City desires to retain Consultant to render the professional services set forth in this Agreement.
AGREEMENT
Scope of Services. Consultant shall perform the __________ services described in the attached Attachment 1 that is incorporated by this reference, and pursuant to the Proposal submitted by Consultant dated ______, and attached hereto as Attachment 2. Consultant shall provide these services at the time, place, and in the manner specified in Attachment 1, subject to the direction of the City through its staff that may be provided from time to time. Performance of the ______ services is sometimes referred to herein as “the Project.”
2. Work Through City Staff. Consultant shall perform its services pursuant to this Agreement solely through City staff. No communications, information or documentations shall be made directly to any applicant to the City without the prior written consent of the City. This shall not apply to the sole request of information or clarification of information by Consultant from the applicant. All requests shall be noted to City in an expeditious manner.
3. Time of Performance. Consultant’s services will commence upon execution of this Agreement and shall be completed in accordance with the Schedule of Activities, attached hereto as Attachment 3. All work shall be completed no later than _______________. Failure to submit work products in accordance with the Schedule of Activities may result in the City withholding progress payments. Repeated failure to complete work products in accordance with the Schedule of Activities may result in a reduction of the total compensation provided for in Section 4 herein.
ATTACHMENT 3
48 4. Compensation. Without additional authorization from the City, compensation to be paid to Consultant shall not exceed _______________DOLLARS ($______). Payment by City under this Agreement shall not be deemed a waiver of any defects, even if those defects were known to the City at the time of payment.
5. Method of Payment. Consultant shall submit monthly billings to City specifying and describing the work performed during the preceding month. Consultant's bills shall include a brief description of the services performed, the date the services were performed, the number of hours expended and by whom, and a description of any reimbursable expenditures. Full payment of each task will only be made at such time as each task is completed.
City shall pay Consultant no later than 30 days after approval of the monthly invoice by City staff.
Payments may be delayed by City if Consultant fails to provide services in accordance with the Schedule of Activities, unless the City has provided prior written consent to any delay in the schedule.
6. Extra Work. At any time during the term of this Agreement, City may request that Consultant perform Extra Work. As used herein, the term "Extra Work" means any work that is determined by City to be necessary for the proper completion of the Project, but which the parties did not reasonably anticipate would be necessary at the time of execution of this Agreement.
Consultant shall not perform, nor be compensated for, Extra Work without the City’s prior written authorization.
7. Termination. This Agreement may be terminated by the City immediately for cause, or by either party without cause upon 15 days’ prior written notice of termination. Upon termination, Consultant shall be entitled to compensation for services performed up to the effective date of termination upon submittal of an invoice for same.
8. Ownership of Documents; Confidentiality.
All plans, studies, documents, and other writings prepared by and for Consultant, its officers, employees, agents, and subcontractors in the course of implementing this Agreement, except working notes and internal documents, shall become the property of City upon payment to Consultant for such work. City shall have the sole right to use such materials in its discretion without further compensation to Consultant or to any other party. Consultant shall, at Consultant's expense, provide such reports, plans, studies, documents and other writings to City upon written request by City. Consultant shall not be responsible for any unauthorized modification or use of such information for other than its intended purpose. All memoranda, specifications, plans, procedures, drawings, descriptions, computer program data, input record data, written information, and other documents and data, either created by or provided to Consultant in connection with the performance of this Agreement, shall be held confidential by Consultant. These materials shall not, without the City’s prior written consent, be used by Consultant for any purposes other than the performance of the services under this Agreement. Nor shall these materials be disclosed to any person or entity not connected with the performance of services under this Agreement. Nothing furnished to Consultant that is ATTACHMENT 3
49 otherwise known to Consultant, or is generally known, or has become known to the related profession shall be deemed confidential. Consultant shall not use City's name or insignia, photographs relating to the Project for which Consultant's services are rendered, or any publicity pertaining to the Consultant's services under this Agreement in any magazine, trade paper, newspaper, television or radio production, or other similar medium without the City’s prior written consent.
Consultant warrants and represents that it has secured all necessary licenses, consents or approvals necessary to the production of the Work Product, and that upon final payment or Consultant’s default, City shall have full legal title to the Work Product, and full legal authority and the right to use and reproduce the Work Product for any purpose. Consultant shall defend, indemnify and hold City, and the other Indemnitees (as defined in Section ___, above) harmless from any and all loss, claim or liability in any way related to a claim that City’s use of any of the Work Product violates federal, state or local laws, or any contractual provisions, or any rights or laws relating to trade names, licenses, franchises, copyrights, patents or other means of protecting intellectual property rights and/or interests in products, ideas or inventions. Consultant shall bear all costs arising from the use of patented, copyrighted, trade secret or trademarked documents, materials, equipment, devices or processes in connection with its provision of the Work Product produced under this Agreement. In the event the use of any of the Work Product or other deliverables hereunder by City is held to constitute an infringement and the use of any of the same is enjoined, Consultant, at its expense, shall: (a) secure for City the right to continue using the Work Product and other deliverables by suspension of any injunction, or by procuring a license or licenses for City; or (b) modify the Work Product and other deliverables so that they become non-infringing while remaining in compliance with the requirements of this Agreement. This covenant shall survive the termination of this Agreement.
9. Consultant's Books and Records.
A. Consultant shall maintain all ledgers, books of account, invoices, vouchers, canceled checks, and other records or documents evidencing or relating to charges for services, or expenditures and disbursements charged to City, for a minimum period of three years, or for any longer period required by law, from the date of final payment to Consultant under this Agreement.
B. Consultant shall maintain all records that document performance under this Agreement for a minimum period of three years, or for any longer period required by law, from the date of termination or completion of this Agreement. Any records or documents required to be maintained pursuant to this Agreement shall be made available for inspection or audit at any time during regular business hours, upon written request by the City Manager, City Attorney, City Auditor, or a designated representative of any of these officers. Copies of such documents shall be provided to City for inspection at City Hall when it is practical to do so. Otherwise, unless an alternative is mutually agreed upon, the records shall be available at Consultant's address specified in Section 16 of this Agreement.
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50 Where City has reason to believe that records or documents may be lost or discarded due to the dissolution or termination of Consultant's business, City may, by written request, require that custody of the records be given to the City and that the records and documents be maintained in City Hall. Access to these records and documents shall be granted to any party authorized by Consultant, Consultant's representatives, or Consultant's successor-in-interest.
10. Independent Contractor. In the performance of the work and services required by this Agreement, Consultant shall act as and be an independent contractor and not an agent, or employee of the City. Consultant shall obtain no rights to retirement or other benefits that accrue to City's employees, and Consultant expressly waives any claim it may have to any such rights.
11. Interest of Consultant.
A. Consultant represents that neither it nor any employee has any investment or interest in real property, and shall not acquire any such interest, direct or indirect, within the area covered by this Agreement, or any other source of income, interest in real property, or investment that would be affected in any manner or degree by the performance of Consultant's services hereunder. Consultant further represents that, in the performance of its duties hereunder, no person having any such interest shall perform any services under this Agreement.
B. Consultant is not a designated employee within the meaning of the Political Reform Act because Consultant:
will conduct research and arrive at conclusions with respect to its rendition of information, advice, recommendation, or counsel independent of the control and direction of the City, or of any City official, other than normal Agreement monitoring; and
possesses no authority with respect to any City decision beyond the rendition of information, advice, recommendation, or counsel. (FPPC Reg. 18700(a)(2).)
12. Professional Ability of Consultant.
A. City is relying upon the professional training and ability of Consultant to perform the services hereunder as a material inducement to enter into this Agreement. Consultant shall therefore provide skilled professional and technical personnel to perform all services under this Agreement. All work performed by Consultant shall be in accordance with applicable legal requirements and shall meet the standard of quality ordinarily to be expected of competent professionals in Consultant's field of expertise.
B. The primary provider of the services required by this Agreement shall be ______________. A list of other individuals assigned to the Project will be provided to City for its review and approval, and these individuals shall not be replaced without the City’s prior written consent.
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51 13. Compliance with Laws. Consultant shall use the customary standard of care in its profession to comply with all applicable federal, state, and local statutes, codes, ordinances, and regulations.
14. Licenses. Consultant represents and warrants to City that it has all licenses, permits, qualifications, insurance, and approvals that are legally required of Consultant to practice its profession. Consultant represents and warrants to City that Consultant shall, at its sole cost and expense, keep in effect or obtain at all times during the term of this Agreement, any licenses, permits, insurance, and approvals that are legally required of Consultant to practice its profession.
15. Indemnification and Hold Harmless. Consultant agrees to defend, indemnify, and hold harmless the City, its officers, officials, agents, employees, and volunteers, from and against any and all claims, demands, actions, losses, damages, injuries, and liability, direct or indirect (including any and all costs and expenses in connection therewith), arising out of Consultant’s performance of this Agreement, or Consultant’s failure to comply with any of its obligations contained in this Agreement; excluding, however, any claim arising out of the active negligence or willful misconduct of the City, its officers, agents, employees, or volunteers.
16. Insurance Requirements.
A. Job specific insurance requirements can be found on the attached Attachment 4.
Other insurance provisions can be found below:
B. Endorsements. Each general liability and automobile liability insurance policy shall be with insurers possessing an A.M. Best's rating of no less than A:VII and shall be endorsed with language substantially as follows:
(1) The City, its elected and appointed officers, officials, employees, agents and volunteers are to be covered as additional insureds with respect to liability arising out of work performed by or on behalf of the Consultant, including materials, parts, or equipment furnished in connection with such work.
(2) The policy shall be considered primary insurance as respects the City, its elected and appointed officers, officials, employees, agents and volunteers. Any insurance maintained by the City, including any self-insured retention the City may have, shall be considered excess insurance only and shall not contribute with it. (3) The insurance shall apply to each insured and additional insured as though a separate policy had been written for each, except with respect to the limits of liability of the insuring company. (4) The insurer waives all rights of subrogation against the City, its elected and appointed officers, officials, employees, and agents.
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52 (5) Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City, its elected and appointed officers, officials, employees, agents, or volunteers.
(6) The insurance provided by the policy shall not be suspended, voided, canceled, or reduced in coverage or in limits except after 30 days written notice has been received by the City.
(7) The City will not accept any endorsements that were issued in 2004. Acceptable endorsement forms are CG 20 10 11 85 or both CG 20 10 10 01 and CG 20 37 10 01.
C. Deductibles and Self-Insured Retentions. Any deductibles or self-insured retentions must be declared to and approved by the City. At the City's option, Consultant shall demonstrate financial capability for payment of those deductibles or self-insured retentions.
D. Certificates of Insurance. Consultant shall provide to City certificates of insurance with original endorsements as evidence of the required insurance coverage. Certificates of insurance shall be filed with the City on or before commencement of performance of this Agreement. Current certification of insurance shall be kept on file with the City at all times during the term of this Agreement.
17. Notices. Any notice required to be given under this Agreement shall be in writing and either served personally or sent prepaid, first class mail. Any such notice shall be addressed to the other party at the address set forth below. Notice shall be deemed communicated within 48 hours from the time of mailing if mailed as provided in this section.
If to City: City of Manteca
1001 W. Center Street
Manteca, CA 95337
Attention: _______________
If to Consultant: ________________________
________________________
________________________
Attention: _______________
18. Entire Agreement. This Agreement constitutes the complete and exclusive statement of Agreement between the City and Consultant. All prior written and oral communications, including correspondence, drafts, memoranda, and representations, are superseded in their entirety by this Agreement.
19. Amendments. This Agreement may be amended only by a written document executed by both Consultant and City and approved as to form by the City Attorney.
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53 20. Assignment and Subcontracting. The parties recognize that a substantial inducement to City for entering into this Agreement is the professional reputation, experience, and competence of Consultant. Assignments of any or all rights, duties, or obligations of the Consultant under this Agreement will be permitted only with the express written consent of the City. Consultant shall not subcontract any portion of the work to be performed under this Agreement without the written authorization of the City. If City consents to such subcontract, Consultant shall be fully responsible to City for all acts or omissions of the subcontractor. Nothing in this Agreement shall create any contractual relationship between City and subcontractor nor shall it create any obligation on the part of the City to pay any monies due to any such subcontractor other than as may be required by law.
21. Waiver. Waiver of any breach or default under this Agreement shall not constitute a continuing waiver of a subsequent breach or default of the same or any other provision under this Agreement.
22. Severability. If any provision of this Agreement is held to be invalid, illegal, or otherwise unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall continue in full force and effect.
23. Controlling Law; Venue. This Agreement and all matters relating to it shall be governed by the laws of the State of California, and any legal action relating to this Agreement shall take place in the Superior Court, County of San Joaquin.
24. Litigation Expenses and Attorneys' Fees. If either party to this Agreement commences any legal action against the other party arising out of this Agreement, the prevailing party shall be entitled to recover its reasonable litigation expenses, including court costs, expert witness fees, discovery expenses, and attorneys' fees.
25. Mediation. The parties agree to make a good faith attempt to resolve any disputes arising out of this Agreement through mediation prior to commencing litigation. The parties shall mutually agree upon the mediator and shall divide the costs of mediation equally. If the parties are unable to agree upon a mediator, the dispute shall be submitted to JAMS/ENDISPUTE ("JAMS") or its successor in interest. JAMS shall provide the parties with the names of five qualified mediators. Each party shall have the option to strike two of the five mediators selected by JAMS, and thereafter the mediator remaining shall hear the dispute. If the dispute remains unresolved after mediation, either party may commence litigation.
26. Execution. This Agreement may be executed in several counterparts, each of which shall constitute one and the same instrument and shall become binding upon the parties when at least one copy has been signed by both parties.
27. Authority to Enter Agreement. Consultant warrants that it has all requisite power and authority to conduct its business and to execute, deliver, and perform this Agreement. Each party warrants to the other that the signatories to this Agreement have the legal power, right, and authority to enter into this Agreement and to bind each party.
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54 28. Prohibited Interests.
A. Consultant warrants that it has not employed or retained any person, other than a bona fide employee working solely for Consultant, to solicit or secure this Agreement.
Further, Consultant warrants that it has neither paid nor agreed to pay any person, other than a bona fide employee working solely for Consultant, any fee, commission, percentage, brokerage fee, gift, or other consideration contingent upon or resulting from the award or making of this Agreement. For any breach or violation of this warranty, City shall have the right to rescind this Agreement without liability.
B. For the term of this Agreement, no member, officer, or employee of City, during the period of his or her service with City, shall have any direct interest in this Agreement, or obtain any present or anticipated material benefit arising therefrom.
29. Equal Opportunity Employment. Consultant represents that it is an equal opportunity employer, and it shall not discriminate against any subcontractor, employee, or applicant for employment because of race, religion, color, national origin, handicap, ancestry, sex, or age. Such non-discrimination shall include, but not be limited to, all activities related to initial employment, upgrading, demotion, transfer, recruitment or recruitment advertising, layoff or termination.
30. Precedence. In case of conflict between Consultant’s Proposal/Consultant’s attachments and the City’s Agreement/City’s attachments, the City’s Agreement and City’s attachments shall take precedence over Consultant’s proposal/Consultant’s attachments.
This Space Purposely Left Blank
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55 TO EFFECTUATE THIS AGREEMENT, each of the parties has caused this Agreement to be executed by its duly authorized representative as of the date set forth in the introductory paragraph on page 1 above.
CITY OF MANTECA: CONSULTANT:
_________________________________ ___________________________________ Benjamin J. Cantu, (Type name of Consultant/form of organization)* Mayor
ATTEST: By:________________________________________
___________________________________
(Signature)
_________________________________ ___________________________________ Cassandra Candini-Tilton, (Type name and title)
Director of Legislative Services
COUNTERSIGNED: By: ___________________________________
(Signature)
_________________________________ ___________________________________ Bret Harmon, (Type name and title)
Director of Finance
COUNTERSIGNED: Address: ____________________________
_________________________________ ____________________________ Dawn Cortesi,
Interim Director of Human Resources Telephone: ____________________________ APPROVED AS TO FORM:
_________________________________
L. David Nefouse, City Attorney
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56 ATTACHMENT III
Transit Vehicle List
ATTACHMENT 3
57 Attachment III – Transit Vehicle List
Manteca Transit Vehicle List
Status as of 07/27/22
Qty Make Year Model Length # Doors
FareBox
Make/Modal
Headsign
Make/Modal Cameras
6 Champion 2018 LF270FP 24 ft. 1
Genfare
Odyssey Hanover Apollo
1 GILLIG 2021 Low Floor 35 Ft. 2
Genfare
Odyssey Hanover Apollo
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