Centre Area Transportation Authority

(CATA)

Parking Deck Repairs Project

Owner

Centre Area Transportation Authority (CATA) 2081 W. Whitehall Road State College, PA 16801

Construction Manager Engineer/Architect GFT Infrastructure, Inc. Huitt-Zollars, Inc.

300 Sterling Parkway 1900 Market Street, Suite 08-198 Mechanicsburg, PA 17050 Philadelphia, PA 19103

PROJECT MANUAL – Volume 1

20260309-01GC – General Construction

March 9, 2026

Centre Area Transit Authority (CATA)

TABLE OF CONTENTS

VOLUME 1

TABLE OF CONTENTS

SECTION DESCRIPTION REV

Division 00 Procurement and Contracting Requirements

00 21 13 Bidding and Contract Requirements 0

Division 01 General Requirements

01 10 00 Summary 0

01 12 00 Contract Summary 0

01 21 43 Delays, Claims, & Extensions of Time 0

01 22 00 Unit Prices 0

01 26 00 Contract Modification Procedures 0

01 29 00 Payment Procedures 0

Appendix A Drawings & Details (DWG’s 1 – 4)

Appendix B Detail Sketches (SSK’s 1 - 4)

Appendix C Detail Sketches (SSK’s) Specification

Appendix D Photographs (P’s 1 – 12)

Centre Area Transportation Authority (CATA) BIDDING AND CONTRACT REQUIREMENTS

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SECTION 00 21 13 – BIDDING AND CONTRACT REQUIREMENTS

1.1 Introduction

Notice is hereby given, the Centre Area Transportation Authority (CATA) located in 2081 Whitehall Rd.

State College, PA 16801, PA, is soliciting bids for the proposed CATA Parking Deck Repairs Project located at 2081 Whitehall Rd. State College, PA 16801, PA.

FAILURE TO EXECUTE ALL MANDATORY DOCUMENTS WILL RENDER THE

BID NON-RESPONSIVE – Check carefully!!!

1.2 Definitions

The term “CATA”, “Authority”, “purchaser”, “Owner”, “Transit Agency” or “Procuring Agency” where it appears in the contract documents means the Centre Area Transportation Authority (CATA), 2081 Whitehall Rd. State College, PA 16801, PA. The term “Contractor” where it appears refers to the prime contractor(s).

The terms Proposal and Bid, Bidder and Bidder; as they are used throughout the contract documents are interchangeable, but only at the Owner’s discretion and direction.

The terms Architect, Engineer, Construction Manager, Project Manager, Project Professionals, Clerk of the Works as they are used throughout the contract documents are interchangeable, but only at the Owner’s discretion and direction.

“Project Bid Documents” include, but are not limited to, Invitation to Bid, Instructions, General Conditions, Technical Specifications and Bid Attachments Section, Drawings and Addenda.

“Department” or “the Department” means the Pennsylvania Department of Transportation.

1.3 Liabilities Against Procuring Agency

The Contractor shall indemnify, keep, and save harmless the Owner, its agents, officials, and employees against all injuries, deaths, losses, damages, claims, suits, liabilities, judgements, costs, and expenses, which may accrue against the Procuring Agency arising out of, or resulting from, the contractor’s acts or omissions, including acts or omissions of its employees, servants, and agents. Reference Hold Harmless Agreement Certification.

1.4 Taxes

The successful bidder/proposer shall be responsible for payment of all applicable sales, consumer, user and other similar taxes as required by law. CATA, as a municipal authority, is exempt from payment of many of these taxes in many instances. The successful bidder/proposer is responsible for reviewing all Commonwealth of Pennsylvania statutes which are pertinent and for complying with their requirements.

Pennsylvania Sales and Use Tax: As to the sales tax imposed by the Commonwealth and some municipalities, Contractor is directed to the provisions in Pennsylvania law found at 72 P.S. 72 §7201 et seq. The Owner makes no representation that these statutes are the only relevant statutes that apply. The Contractor to whatever extent that Contractor deems necessary, must obtain its own legal advice on any question concerning relevant taxes. Contractor is responsible for making its own investigation to determine whether or not it is subject to municipal, Commonwealth or Federal taxes and for paying for

Project Manual 00 21 13 3/9/26 IFB Page 2 of 94 such tax if applicable. Contractors are hereby informed that the Owner is obligated by law to furnish to government entities, upon their request, the name and address of any person or firm with whom the Owner has a contract for goods and/or services.

1.5 Bid Submission

All Bids will be submitted via PennBid. All bids/proposals must be in strict compliance with requirements and provisions of these specifications, including provisions herein regarding "approvals", "approved equals", and "deviations". Changes to the specifications will be issued by addendum to all parties having received the bid/proposal.

This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation by Disadvantaged Business Enterprises (DBE) in Department of Transportation Financial Assistance Programs. The Owner solicits and encourages DBE participation. DBEs shall be afforded full consideration of their response and will not be subject to discrimination.

Bidders will be required to comply with all applicable non-discrimination, integrity and lobbying laws and regulations and to certify they are not on the Comptroller General’s list of ineligible contractors.

The Owner has established a project specific DBE goal of 0% for all prime contracts.

1.6 Single Bid/Proposal

In the event a single bid/proposal is received, CATA may conduct a price and/or cost analysis of the bid/proposal. A price analysis is the process of examining the bid/proposal and evaluating the separate cost elements. A price analysis through comparison to other procurements must be made to a similar work project involving similar work specifications must be based on an established or competitive price of the elements being compared. Where differences exist, a detailed analysis must be made of the differences and costs thereto.

Where it is impossible to obtain a valid price analysis, it may be necessary for CATA to conduct a cost analysis of the bid/proposal price, in which case the cost analysis shall be made by competent, experienced auditors or price analysts. An engineer's estimate or comparison of the prices involved is insufficient.

1.7 Postponement or Cancellation of Bid

Owner reserves the right to cancel the bid at any time or change the date and time for submitting proposals by announcing same prior to the date and time established for proposal submittal.

1.8 Bid Signature

Each proposal shall include the Bid Form signed by the Bidder submitting the Bid. The name and title of the Bidder shall be included following the signature.

1.9 Pre-bid Meeting

Owner will conduct a NON-MANDATORY PRE-BID meeting to be held on 6 April 2026. The purpose of the pre-bid meeting will be to address any issues and questions raised within the Contract Documents by prospective bidders, along with providing a walk-through of the existing project facility where the work is scheduled to occur. A summary of issues raised in this meeting, and responses thereto, will be issued in writing to all bidders to whom a copy of the Project Manual has been distributed. Prospective bidders are encouraged to visit the project site prior to submission of bid.

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1.10 Addenda

Receipt and review of Addenda by each Bidder must be acknowledged on the Bid Form.

1.11 Procurement and Construction Schedule

The following are key dates for this bid. The Owner is committed to adhering to this schedule but reserves the right to make modifications as it deems necessary at its sole discretion.

Date Activity

31 March 26 Project Manual Released/Advertised

6 April 26 Pre-bid Meeting (On-Site, Mandatory)

8 April 26 Written questions from bidders due by 12:00 p.m. prevailing time

13 April 26 Written responses / final addendum to questions issued by CATA

14 April 26 Bids Due, 10:00am prevailing time via

PennBid

21 April 26 Construction Contract Award / Notice of

Award (NTP 1-2 Weeks thereafter)

Substantial Completion Date Substantial Completion (75 DAYS FROM

NTP)

Contract Completion Date Contract Completion (90 DAYS FROM

NTP)

1.12 Points of Contact

All communications, contracted items, contracts, document submittals and correspondence shall take place between CATA's Executive Director or his designee and the designated representative of the successful bidder/proposer, who shall thereafter be referred to as "points of contact". Furthermore, in certain projects, and where required by the proposal, the Contractor's point of contact shall be designated as the Project Principal and may not be changed without the prior approval of CATA.

1.13 Questions/Inquiries and Clarifications

Any interpretations of the bid documents will be in the form of a written Addenda, which will be forwarded to all prospective firms on record. No interpretation of the meaning of the specifications or other contract documents will be made to the bidders orally. Every request for such interpretation, clarification or approved equal shall be in writing. Such requests, to be given consideration, must be received by the due date above. All addenda shall become part of the contract documents and must be included in the proposal submission. All RFI’s shall be submitted via PennBid.

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Correspondence will not be accepted by any other format or party. Contact with any other person at CATA may result in the Bidder being disqualified from consideration.

1.14 Interpretation of Contract Documents

No oral interpretations as to the meaning of the contract documents will be made to any Bidder. Any explanation desired by a Bidder regarding the meaning or interpretation of the contract documents, etc., must be requested in writing and with sufficient time allowed (as shown in paragraph 1.11 above) for a reply to reach Bidders before the submission of their proposals. Any interpretation or change made will be in the form of an addendum to the drawings, specifications, etc., as appropriate, and will be furnished as promptly as is practicable to all parties to whom the contract documents have been issued, by the date shown in paragraph 1.11 above. All Addenda will become part of the contract documents and any subsequently awarded Contract. Oral explanations, statements or instructions given by the Owner before the award of the Contract will not be binding upon the Owner.

1.15 Examination of Contract Documents

Bids should be reviewed for accuracy before submission to the Owner. Owner will not be responsible for errors in any bid. Owner makes no representations or warranties express or implied as to the accuracy and/or completeness of the information provided. The bid set, including all supplements, if any, is made subject to errors or omissions, withdrawal or cancellation without prior notice, and changes to, or additions to, same. Bidders are expected to examine the drawings, specifications, schedules, and all instructions.

Failure to do so will be at the Bidder's risk.

The submission of a bid shall constitute an acknowledgment upon which the Owner may rely that the Bidder has thoroughly examined and is familiar with the solicitation and has reviewed and inspected all applicable statutes, regulations, ordinances and resolutions addressing or related. The failure or neglect of a Bidder to receive or examine such documents, statutes, regulations, ordinances, or resolutions shall in no way relieve the Bidder from any obligations with respect to its Bid or to any Contract awarded pursuant to the bid documents. No claim for additional compensation will be allowed which is based on a lack of knowledge or a misunderstanding of these documents, statutes, regulations, ordinances, or resolutions.

1.16 Withdraw of Bids/Proposals

Bids/proposals may be withdrawn upon written request received by CATA prior to the time fixed for opening bids or submitting proposals. No bid/proposal may be withdrawn for ninety (90) calendar days after the time set herein for the public opening and reading of bids or after the proposal submission deadline, as appropriate, without CATA’s written consent.

1.17 Cost of Bids

Owner is not liable for any costs incurred by Bidders in the preparation, presentation, testing or negotiation of Proposals submitted in response to this solicitation.

1.18 Errors and Administrative Corrections

Any proposed change in this Solicitation shall be submitted to CATA for its prior approval. The Contractor will not be allowed to take advantage of any errors or omissions in this solicitation, attached specifications, or Request for Proposal requirements. Full instructions to correct errors or omissions will be given to the Contractor once called to the attention of CATA.

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Owner will not be responsible for any errors in proposals. Bidders will only be allowed to alter proposals after the submittal deadline in response to requests for clarifications.

Owner reserves the right to allow corrections or amendments to be made that are due to minor administrative errors or irregularities, such as errors in typing, transposition, or similar administrative errors. Erasures or other changes or entries made by the Bidder must be initiated by the person signing the proposal.

If any provision of this Contract is held invalid, the remainder of the Contract shall not be affected thereby if the remainder would continue to conform to terms and requirements of applicable law.

1.19 Assignment

The terms and provisions of the contract documents shall be binding upon CATA and Contractor and their respective partners, successors, heirs, executors, administrators, assigns and legal representatives.

The Contractor's technical specification(s) and price submission as part of its bid and the resultant contract with CATA, if any, including any of Contractor’s rights and obligations under such contract, may not be transferred, assigned, sublet, mortgaged, pledged or otherwise disposed of or encumbered in any way without prior written permission of CATA. Notwithstanding the foregoing, Contractor may subcontract a portion of its obligations to other qualified firms or parties but only after having first obtained the written approval by CATA of such subcontractor, which approval shall not be unreasonably withheld. The use of subcontractor(s) does not relieve Contractor from its sole responsibility of complete, timely, and acceptable performance under its Contract with CATA.

Subject to any limitation by applicable laws or governmental regulations, CATA may freely assign its rights and obligations under the contract to any successor or to any governmental agency that CATA deems necessary or advisable under the circumstances.

1.20 Clarifications, Exceptions, and Approved Equals

The various materials and products specified within the Contract Documents by name or description are given to establish a standard of quality and cost for bid purposes. It is not the intent to limit the acceptance to any one material or product specified, but rather to name or describe it as the absolute minimum standard that is desired and acceptable. A material or product of lesser quality would not be acceptable. Where proprietary names are used, whether or not followed by the words “or as approved equal”, they shall be subject to equals only accepted by the Architect / Engineer during the review of the Contractor’s product data submittals. No substitution requests will be accepted prior to Award of the Contract.

1.21 Breaches and Dispute Resolution

All contracts of $100,000 or more, and contracts of a lesser amount as CATA deems appropriate, shall include provisions or conditions for administrative, contractual or legal remedies (in addition to termination) where the Contractor or its subcontractors violate or breach contract terms and which provide for sanctions and penalties (provisions for bonding, penalties for late or inadequate performance, retained earnings, liquidated damages or other appropriate measures). Specific contract clauses appropriate to each contract shall be developed on a case-by-case basis.

All contracts shall require that Pennsylvania law shall govern the interpretation of all documents and venue of any dispute resolution procedure or court proceeding shall be Centre County, Pennsylvania.

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In all cases, unless otherwise directed by CATA or stated in the contract, Contractor shall continue to perform under the contract during resolution of any dispute.

Duties and obligations imposed by, and rights and remedies available under, the contract 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 CATA or Contractor shall constitute a waiver of any right or duty afforded them under the 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 in writing.

1.22 Federal Tax Liability and Recent Felony Convictions

The contractor certifies that it:

(a) Does not have any 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) Was not convicted of the felony criminal violation under any Federal law within the preceding 24 months.

Flow-Down. The Recipient agrees to require the contractor to flow this requirement down to participants at all lower tiers, without regard to the value of any sub agreement.

1.23 Termination

Termination for Convenience - CATA may terminate this contract, in whole or in part, at any time by giving the Contractor thirty (30) calendar days written notice, via certified mail. CATA shall be liable only for payment to the Contractor for Work executed and for proven actual loss with respect to subcontracts, materials, equipment, tools, and inventory utilized on the Project. In the event of Owner’s termination of the Agreement for convenience, Contractor shall not be entitled to recover overhead, profit or other damages on the Work not executed, nor any consequential or punitive damages, any and all claims for which Contractor hereby waives. The Contractor shall promptly submit to CATA a termination claim for its costs and the parties shall negotiate the termination settlement to be paid to the Contractor. The Contractor shall account for any property in its possession paid for from funds received from CATA, belonging to CATA or supplied to the Contractor by CATA, and shall dispose of such property in the manner CATA directs.

Termination for Default, Breach or Cause - If the Contractor fails to deliver supplies in accordance with the specifications or delivery schedule of the contract, or fails to perform services as required by the contract, or if fails to comply with any other provisions of the contract, CATA may terminate the contract immediately for default upon written notice to the Contractor, via certified mail, setting forth the manner in which the Contractor is in default. In such cases, the Contractor will only be paid the contract price for supplies delivered and accepted, or services performed, in accordance with contract requirements.

If CATA later determines that the Contractor had an excusable reason for not performing, such as a strike, fire, flood, or other events not the fault of or beyond the control of the Contractor, CATA may establish a new delivery or performance schedule and may allow the Contractor to continue work or may treat the termination as a termination for convenience. Further, if CATA later determines that the Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued

Project Manual 00 21 13 3/9/26 IFB Page 7 of 94 for the convenience of CATA.

In the case of termination for cause or breach or default of any terms, covenants, or conditions of the contract, CATA may, at its sole discretion, allow the Contractor 10 calendar days from the date of the Contractor’s receipt of CATA’s notice of said breach or default in which to cure the defect. If Contractor fails to remedy the breach or default to CATA's satisfaction within the 10 day period, CATA shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination shall not in any way preclude CATA from also pursuing all available remedies against Contractor and its sureties for said breach or default.

Should CATA elect to waive its remedies for a breach by Contractor of any covenant, term or condition of the Contract, CATA’s waiver shall not limit its remedies for a succeeding breach of that or any other term, covenant, or condition of this Contract.

LIMITED MUTUAL WAIVER OF CONSEQUENTIAL DAMAGES. Except for (1) Liquidated Damages pursuant to the terms of this Agreement, if any; (2) fraud or violations of law by Contractor or any persons or entities performing portions of the Work for, or on behalf of, Contractor or any of its Subcontractors; (3) third party claims for injury or damage to person or property arising from the negligence and/or intentional act(s) or omission(s) of Contractor or any persons or entities performing portions of the Work for, or on behalf of, Contractor or any of its Subcontractors; and (4) other losses sustained by Owner arising from the negligence and/or intentional act(s) or omission(s) of Contractor or any persons or entities performing portions of the Work for, or on behalf of, Contractor or any of its Subcontractors where such losses are covered by Contractor’s insurance required by the Contract Documents, the Parties agree to waive all claims against each other for any consequential damages that may arise out of or relate to this Agreement.

The provisions of this section shall also apply to the termination of this Agreement and shall survive such termination.

1.24 Collusion

The Bidder guarantees that the proposal submitted is not a product of collusion with any other Bidder and no effort has been made to fix the proposal price of any Bidder or to fix any cost element of any proposal price. Failure to submit the signed affidavit (Attachment F) at the time proposals are due shall be grounds for disqualification of the Bidder's offer. If the Owner determines that collusion has occurred among Bidders, none of the proposals from the participants in such collusion shall be considered. The Owner’s determination shall be final.

1.25 Contract Work hours and Safety Standards Act

The Contractor and its subcontractors agree to comply with Section 107 of the Contract Work Hours and Safety Standards Act, 40 U.S.C. section 333, and applicable DOL regulations, Safety and Health Regulations for Construction, 29 C.F.R. Part 1926. Among other things, the Contractor agrees that it will not require any laborer or mechanic to work in unsanitary, hazardous, or dangerous surroundings or working conditions. The Contractor also agrees to include the requirements of this section in each subcontract. The term subcontract under this section is considered to refer to a person who agrees to perform any part of the labor or material requirements of a contract for construction, alteration or repair.

1.26 Neutrality in Relations

To the extent permitted by law, the Contractor and its subcontractors agrees to comply with Executive Order No. 13202, “Preservation of Open Competition and Government Neutrality Towards Government Contractors’ Labor Relations on Federal and Federally Funded Construction Projects,” Executive Order

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No. 13202, as amended by Executive Order 13208, 41 U.S.C. 251 note which, among other things, prohibits requirements for affiliation with a labor organization as a condition of award of any third-party contracts or subcontract for construction or construction management services.

1.27 Construction Reports/Access to Records/Retention

For any capital project or improvement contract awarded by CATA on any basis other than competitive bidding, the Contractor agrees to permit CATA, the Secretary of Transportation and the Comptroller General or their authorized officers or employees, to inspect all work, materials, payrolls and other data or records involving the contract, to audit books, records and accounts involving the contract, and to copy/reproduce by any means excerpts/ transcriptions as reasonably needed.

The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than 3 years after the date of termination or expiration of the contract, except in the event of litigation or settlement of claims arising from the performance of the contract, in which case the Contractor agrees to maintain same until CATA, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto.

1.28 Pricing

Pricing information shall be provided on the Bid Form (Attachment A). Prices to be quoted in this solicitation shall include all items of labor, materials, tools, equipment, and other costs necessary to fully complete the production and delivery of the item(s) pursuant to these instructions and the contract proposal.

1.29 Rejection of Bids

CATA reserves the right to accept any bid/proposal, or to reject any or all bids/proposals, or to postpone the opening date/proposal award, or to award a Contract on such basis as CATA deems to be in its best interest, consistent with State procurement regulations.

1.30 Protests

1. The protest procedures set forth herein must be followed to protest any aspect of this procurement, including protests of the conditions and specifications issued through this Invitation.

Failure to comply with these protest procedures may result in disallowance of a protest.

2. Protests may only be filed by an Interested Party, defined as an entity or individual who is an actual or prospective bidder/proposer with respect to this Invitation and whose direct economic interest would be affected by award of the contract or by failure to award the contract. CATA will not accept or consider protests from entities or individuals who are not Interested Parties.

3. Protests must be filed in writing and submitted to: General Manager, Centre Area Transportation Authority, 2081 West Whitehall Road, State College, PA 16801. Verbal protests will not be considered or accepted by CATA. In all instances, information regarding the protest will be disclosed to CATA.

4. The protest must be clearly labeled or identified as a protest being submitted under these protest procedures and must identify the particular procurement involved. The protest must contain, at a minimum, the following information:

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(a) Name and address of the Protestor

(b) A complete statement of each and every basis upon which the Protestor is relying in protesting the procurement proceeding, including any supporting documentation, and the specific requirements of federal or state law or CATA procurement proceedings with which CATA has failed comply with respect to this Invitation

(c) A statement as to the date upon which the matter forming the basis of the protest was disclosed or discovered

(d) A clear statement of the relief and/or corrective action sought by the Protestor. Failure to identify the protest clearly or failure to include the required information listed above may result in rejection or disallowance of the protest. CATA, at its sole discretion, may choose to consider a written protest that is incomplete in some respect by notifying the protestor in writing of the deficiencies contained in the protest and of the specified time period allowed for correction of those deficiencies. The protestor's failure to supply additional information requested by CATA within the specified time period shall result in rejection or disallowance of the protest.

5. A protestor may amend or supplement the initial protest at any time prior to the issuance of a written decision on the protest by the Protest Review Board. No amendment or supplement will be permitted once the Protest Review Board has issued a written decision.

6. All amendments or supplements to a protest must be filed in writing with the General Manager of CATA. Verbal amendments or supplements will not be considered or accepted by CATA.

7. Any amendment or supplement to a protest must be directly related to matters originally raised in the initial protest. Amendments or supplements which raise matters not directly related to those originally raised in the initial protest shall be considered a new protest to be addressed separately under these protest procedures. The determination as to whether amendments or supplements relate directly to matters raised in the initial protest shall lie solely with CATA.

8. Protests must be filed by actual delivery of the complete protest to the office of the General Manager of CATA. Protests shall not be considered to have been filed until actual receipt of the protest by CATA. Failure to file a protest within the time frames specified below due to delays in delivery by the U.S. Postal Service or private delivery services shall not be considered good cause for such failure and shall not warrant a waiver of filing deadlines.

(a) Matters disclosed in initial bid/proposal package- Protests based on matters disclosed in the initial bid/proposal package must be filed not later than twenty-one (21) calendar days prior to the date on which bids/proposals are to be opened or seven (7) calendar days after the issuance of the initial bid/proposal package, whichever is later. A matter is considered to have been disclosed under this paragraph if any of the following apply:

The matter is explicitly stated in the bid/proposal package or; the matter could reasonably be inferred by a reasonable person from the bid/proposal package taken as a whole and in light of the circumstances surrounding the procurement proceeding, or; the bid/proposal package contains or omits information which, taken as a whole and in light of the circumstances surrounding the procurement proceeding, would put a reasonable person on notice of the matter, or which would cause a reasonable person to make inquiry concerning the matter.

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(b) Matters disclosed subsequent to the issuance of the initial bid/proposal package but prior to bid opening- Protests based upon matters which were not disclosed in the initial bid/proposal package must be filed not later than twenty-one (21) calendar days prior to the actual opening of the bids/proposals or within seven (7) calendar days after the matter upon which the protest is based is disclosed, whichever is later.

(c) Matters disclosed after opening of bids/proposals- Protests based upon matters which are disclosed at or after the opening of bids/proposals, including the award of a contract by CATA, must be filed not later than five (5) calendar days after the opening of bids/proposals or after the matter upon which the protest is based is disclosed or has taken place.

9. Failure to comply with filing requirements set forth above may result in rejection of disallowance of the protest. CATA may, at its sole discretion, waive or alter any of these requirements if CATA determines that the Protestor has substantially complied with the requirements of the protest procedures and that the waiver will not unduly impair CATA's procurement proceedings, or if CATA determines that the Protestor's failure to comply with filing requirements is for good cause based on a compelling reason or circumstance beyond the Protestor's control and the waiver will not unduly impair CATA's procurement proceedings, or if CATA determines that a waiver is appropriate and necessary for reasons of public policy or to avoid manifest inequity.

10. CATA may impose any such conditions on any waiver as it determines are necessary and appropriate. Such conditions are not subject to protest and may include, but are not limited to, a requirement that the Protestor cure any defects in the form or content of its protest.

11. Any bidder/proposer wishing to protest the awarding of a contract by CATA to the apparent most responsive and responsible bidder/proposer will be required to furnish, at its own expense, a protest bond in the amount of $1,000, in the form of either a cashier's check or certified check made payable to the Centre Area Transportation Authority, before CATA will consider the protest. This protest bond will serve as a guarantee by the bidder/proposer of the validity and accuracy of the protest. Failure to provide this bond may result in CATA's denial of the bidder's/proposers protest.

If the Protest Review Board denies the bidder's/proposer’s protest, the bond will be used by CATA to recover costs and damages incurred because of the protest and the resulting delay in the delivery of the items to be procured.

12. All properly filed protests shall be reviewed by a Protest Review Board consisting of CATA’s General Manager or designee, Chairman of CATA’s Board of Directors or designee, and CATA's Legal Counsel.

13. The Protest Review Board shall issue a written decision denying or upholding the protest within seven (7) calendar days after the filing of the protest. Such decision shall respond in detail to each substantive issue raised by the Protestor and shall clearly set forth what relief, if any, is being granted to the Protestor. The Protestor will be notified by telephone of the substance of the decision, with a copy of the written decision mailed to the Protestor by certified or registered mail. The Protest Review Board’s decision shall be final.

14. As a general rule, protests shall be considered solely on the basis of the written materials submitted by the Protestor. Upon written request of the Protestor, CATA may, at its sole discretion, permit the Protestor to make a verbal presentation to the Protest Review Board, subject to any restrictions CATA may deem appropriate.

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15. The Protest Review Board may, at its sole discretion, schedule an informal conference with the Protestor to review the merits of a protest. Any such conference will be scheduled so as not to delay the issuance of a decision on the protest within the time frames set forth above, except as expressly allowed by CATA.

16. The Protest Review Board shall have the authority to grant such relief, or direct that such actions be taken, as are necessary and appropriate to remedy any defect, substantive or procedural, which may have occurred in this procurement.

17. The Protest Review Board shall be limited to determining whether this procurement proceeding complies with applicable federal and state law and the requirements of the Invitation. The scope of review shall not extend to the advisability of a particular decision nor to matters which are committed by law to the discretion and judgment of the CATA Board of Directors.

18. A written request by a Protestor for reconsideration of the decision issued by the Protest Review Board will be considered only if the request alleges an error of federal/state law or regulation or documents the existence of substantive information that was not previously known.

20. All potential contractors will be advised of a pending protest which has been filed prior to the contract award. CATA will not proceed with any procurement when a protest or appeal is pending except as noted below:

(a) For protests filed prior to award, CATA shall not make an award for five (5) calendar days following the issuance of the decision by the Protest Review Board during the pendency of that protest, unless CATA determines that the items to be procured are urgently required or that delivery or performance will by unduly delayed by failure to make the award properly or that failure to make the award properly will otherwise cause undue harm to CATA.

21. CATA protest procedures provide an administrative remedy to Interested Parties who wish to protest any aspect of this procurement proceeding. The protest procedures do not limit or otherwise restrict any other remedies that an Interested Party may have at law or in equity, except to the extent that the failure of an Interested Party to follow these procedures may be considered a failure to exhaust administrative remedies.

1.31 Execution of Agreement

The Bidder to whom the Owner intends to enter into an agreement with shall sign the agreement and return it to the Owner. Upon authorization by the Owner’s Board of Directors, or designee, the agreement will be countersigned.

a. The final Contract will be in AIA format.

1.32 Public Disclosure of Proposals

The Owner is subject to the Pennsylvania Right to Know Law. Therefore, the contents of these documents and the Bidders proposal submitted in response to said documents shall be considered public documents and are subject to the Pennsylvania statutes. As such, all proposals submitted to the Owner will be available for inspection and copying by the public after the selection process has been concluded. There are, however, various items that may be exempt under public disclosure laws. If any proprietary, Project Manual 00 21 13 3/9/26 IFB Page 12 of 94 privileged or confidential information or data is included in the Bidder’s proposal, each page that contains this information or data should be marked as such (e.g., “Proprietary,” “Business Secret,” or “Competition Sensitive”) in order to indicate your claims to an exemption provided in the Pennsylvania statute. After being reviewed by the Owner’s legal counsel, it is the Owner’s sole right and responsibility, however, to make the determination whether these items are exempt or not exempt under the Pennsylvania statutes.

All data and documentation developed as a result of any agreement shall become the property of the Owner.

1.33 Conflicts of Interest and Non-Competitive Practices

Conflict of Interest – Bidder, by submitting a bid to the Owner, has thereby covenanted that it has no direct or indirect pecuniary or proprietary interest, and that it shall not acquire any interest, which conflicts in any manner or degree under this agreement and that it shall not employ any person or agent having any such interest. In the event that the Bidder or its agents, employees or representatives hereafter acquires such a conflict of interest, it shall immediately disclose such interest to the Owner and take action immediately to eliminate the conflict or to withdraw from this agreement, as the Owner may require.

Contingent Fees and Gratuities – Bidder, by submitting a bid to the Owner has thereby covenanted that no person or agency except bona fide employees or designated agents or representatives of Bidder has been or will be employed or retained to solicit or secure this with an agreement or understanding that a commission, percentage, brokerage or contingent fee would be paid; and no gratuities, in the form of entertainment, gifts or otherwise, were offered or given by Bidder or any of its agents, employees or representatives, to any official, member or employee of the Owner or other governmental agency with a view toward securing this award or securing favorable treatment with respect to the awarding or amending, or the making of any determination with respect to this agreement.

1.34 Change Orders

CATA may, at any time, without notice to the contractor, if any, by written order designated or indicated to be a change order, make changes in the work within the general scope of the contract, including changes-

1. Drawings, designs, or specifications when the supplies to be furnished are to be specially manufactured for the Government in accordance with the drawings, designs, or specifications.

2. Method of shipment or packing.

3. Place of delivery.

If any such change causes an increase or decrease in the cost of, or the time required for, performance of any part of the work under this contract, whether or not changed by the order, the Contracting Officer shall make an equitable adjustment in the contract price, the delivery schedule, or both, and shall modify the contract.

The Contractor must assert its right to an adjustment under this clause within 30 days from the date of receipt of the written order. However, if the Contracting Officer decides that the facts justify it, the Contracting Officer may receive and act upon a proposal submitted before final payment of the contract.

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If the Contractor’s proposal includes the cost of property made obsolete or excess by the change, the Contracting Officer shall have the right to prescribe the manner of the disposition of the property.

Failure to agree to any adjustment shall be a dispute under the Disputes clause. However, nothing in this clause shall excuse the Contractor from proceeding with the contract as changed.

1.35 Liquidated Damages

Since damages are difficult to determine, this contract shall be subject to the damages being liquidated as follows. The Owner shall assess Liquidated Damages against the responsible Contractor for each day after the Substantial Completion date the Project is not completed as specified in the contract documents.

These Damages shall be assessed because the Contractor’s failure to perform its specified scope of work will result in added costs to the Owner. The Contractor shall not be liable if performance failures arise out of causes beyond its control and without the fault or negligence of the Contractor.

Liquidated Damages for this project will be assessed in the amount of $500.00 per working day.

1.36 Insurance Coverage

Contractor Insurance Requirements - Contractor shall purchase insurance as described below in a company or companies properly licensed to do business in the Commonwealth of Pennsylvania and acceptable to the Owner. Such insurance shall be written for not less than the limits specified below. Coverage shall be kept in force without interruption from the date of commencement of the work until final payment and termination of coverage required to be maintained after final payment. The coverages and limits herein shall not be deemed as a limitation of any kind on Contractor’s liability under the indemnities granted to Owner and others under this Agreement.

Workers Compensation Statutory coverage amounts as required by the Commonwealth of Pennsylvania.

Employers Liability $1,000,000 Each Accident $1,000,000 Aggregate for Injury by Disease $1,000,000 Each Employee for Injury by Disease

Commercial General Liability including Premises and Operations, XCU covering explosion, collapse and underground hazards, Independent Contractors Protective, Products and Completed Operations, Blanket Contractual Liability, Personal Injury and Broad Form Property damage.

$1,000,000 Any One Occurrence (Coverage A) $1,000,000 Personal & Advertising Injury (Coverage B) $2,000,000 Products/Completed Operations Aggregate $2,000,000 General Aggregate General Liability insurance shall be written on an “occurrence” basis. General Aggregate limit shall apply on a per project basis. General Liability insurance shall name Owner and any other party required as Additional Insureds on a primary and non-contributory basis. Coverage for the Additional Insureds must be as broad as coverage provided to the Named Insured. Coverage shall not be cut back or limited for the Additional Insureds. Products and Completed Operations coverage shall be extended to Additional Insured and shall be maintained with the same limits as above for five years commencing with final acceptance and payment by Owner. Contractual Liability insurance shall cover the Contractor’s obligations under the indemnification agreement included herein.

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Commercial Automobile Liability including coverage for owned, hired and non-owned vehicles.

$1,000,000 each accident. The Commercial Automobile policy shall name the Owner, Architect, Municipality, and any other party required as Additional Insureds on a primary and non-contributory basis.

Cybersecurity Liability.

$1,000,000 Any One Occurrence $1,000,000 Aggregate $1,000,000 Cyber Incident Response Team, Business Interruption and Extra Expenses, Contingent Business Interruption Loss and Extra Expenses, Digital Data Recovery, Network Extortion $1,000,000 Cyber, Privacy and Network Security Liability, Regulatory Proceedings, Payment Card Loss, Electronic, Social & Printed Media, Reputational Event with Extended Period of Attrition $2,000,000 Ransomware Encounter, Widespread Severe Known Vulnerability Exploit, Widespread Software Supply Chain Exploit, All Other Widespread Events, Widespread Severe Zero Day Exploit $250,000 Computer Fraud, Funds-Transfer Fraud, Social Engineering Fraud, Invoice Fraud Financial Loss, Non-Panel Response Provider Owner will be named as an additional insured on such Cyber Insurance policy. Contractor will promptly notify Owner in writing within ten (10) calendar days following the occurrence of a loss of Cyber Insurance coverage or material modification of such coverage.

Umbrella Liability $5,000,000 Products/Completed Operations Aggregate $5,000,000 General Aggregate $5,000,000 Any One Occurrence Umbrella liability insurance shall be written on an “occurrence” basis. General Aggregate limit shall apply on a per project basis. Umbrella liability insurance shall name Owner and any other party required by Owner as Additional Insureds on a primary and non-contributory basis. Coverage for the Additional Insureds must be as broad as coverage provided to the Named Insured. Coverage shall not be cut back or limited for the Additional Insureds.

Notice of Termination: None of the insurance policies required under this Agreement to be procured by Contractor shall be suspended, voided, cancelled, non-renewed, reduced in scope or limits except after thirty (30) days’ prior written notice by certified mail, return receipt requested, has been given to Owner.

Any insurance policy, certificate or other such document which provides that Contractor or the insurer shall “endeavor to” so notify Owner or contains words of similar such affect shall not satisfy Contractor’s obligations hereunder and, in such event, Contractor shall be deemed in material breach of this Agreement.

Waiver of Subrogation: Contractor agrees to waive all rights of subrogation against Owner and any other party as required by Owner under this Agreement. Each policy of insurance shall provide such waivers of subrogation by endorsement.

Policy Language Requirements. Contractor’s insurance policies shall state that such insurance is primary and not in addition to, or contributing with, any other insurance carried by, or for the benefit of, the Additional Insureds. The policies shall contain waivers of any and all rights of subrogation as set forth herein and cross-liability or severability-of-interest endorsements. Any such insurance maintained by Owner shall be in excess of that maintained by Contractor and/or subcontractors. The insurance carrier for the Commercial General Liability Policy and the Workers’ Compensation and Employers’ Liability Policy shall waive all rights and subrogation that such insurer may have. Each liability policy of Contractor or subcontractors shall contain a “separation of insureds” endorsement stating that, except for limits of liability, the policy shall operate as though separate policies had been issued to each insured. Contractor may provide the coverage required herein through the use of a primary liability policy or through a combination of primary liability and umbrella liability policies. However, the total limit of liability shall

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Certificate of Insurance: Contractor agrees to furnish a certificate of insurance to Owner within seven (7) days from Notice of Award. Such certificate shall provide that the required insurance coverages will not be cancelled, non-renewed or materially changed unless at least thirty (30) days prior written notice is given to Owner. The endorsements for Additional Insured status and Waivers of Subrogation shall be attached to the certificate for all policies. The Insurance Certificates must list Owner and any other party as required by Owner as additional insureds for all policies except for Workers Compensation insurance.

Subcontractor Default Insurance (SDI or subguard): To the extent Contractor elects to obtain and enroll its Subcontractors and Suppliers in a subguard program, Contractor shall only be reimbursed by Owner for premiums incurred if agreed in writing by Owner and only at a rate agreed to in writing by Owner and such reimbursement shall not be treated as a Cost of the Work. Contractor shall furnish Owner with a financial interest endorsement form, on such a form satisfactory to Owner, designating Owner and all others denoted as additional insureds.

1.37 Indemnification

1. Indemnification. Subject to the terms and conditions set forth in Section 2, Section 3, and Section 4, Contractor, including Contractor’s agents, employees, consultants, and subcontractors (hereinafter collectively "Indemnifying Party") shall indemnify, hold harmless, and defend CATA and its officers, directors, employees, agents, affiliates, successors, permitted assigns, Pennsylvania DOT, and FTA (collectively, "Indemnified Party") against any and all losses, damages, liabilities, deficiencies, claims, actions, judgments, settlements, interest, awards, penalties, fines, costs, or expenses of whatever kind, including attorneys' fees, that are incurred by Indemnified Party (collectively, "Losses"), arising out of or related to any claim or third-party claim alleging:

(a) breach or…