INVITATION FOR BIDS

CENTRE AREA TRANSPORTATION AUTHORITY (CATA)

GASOLINE/DIESEL FUEL DELIVERY

June 23, 2026

You are hereby invited to submit a bid for Regular 87 Octane Gasoline, as well as On-Road and Off-Road Diesel Delivery. This document specifies information required to submit a proposal and explains the selection process and required documentation in submitting qualifications for this project.

All bids must be received by CATA no later than Thursday, July 09, 2026, at 3pm (EST).

Bidding documents are available at no cost on PennBid (https://pennbid.net) When two or more firms desire to submit a single proposal in response to this RFQ, they should do so on a prime-subcontractor basis rather than as a joint venture.

All applicable federal and state regulations and requirements, including but not limited to third-party contracting provisions, apply to this solicitation.

All questions or requests for clarification must be received via the “Clarifications” feature in PennBid no later than 3:00 p.m. (EST) on Thursday, July 02, 2026. Questions will be publicly answered on the PennBid clarifications page.

Sealed bids will be accepted electronically via PennBid until 3:00 p.m. (EST) on Thursday, July 09, 2026.

Proposals received by any other means, or after this date and time will not be considered and will be returned to the respondent unopened. All proposals must remain in effect for sixty (60) calendar days from the bid opening.

CATA reserves the right to reject any proposals as it deems to be in its own best interests.

*Disadvantaged Business Enterprises are encouraged to submit bids. If you are a DBE certified under the Pennsylvania Unified Certification Program, please include copies of your current certification with your quote.

*All proposals are considered public record upon award. Bidders are encouraged to indicate any proprietary or confidential information on proposal documentation.

CENTRE AREA TRANSPORTATION AUTHORITY

Invitation for Bids

Gasoline/Diesel Delivery June 23, 2026

A). SCOPE

The Centre Area Transportation Authority (CATA) is seeking bids for Regular 87 Octane Gasoline, On-Road Diesel (80/20 Blend or with Additive), and Off-Road Diesel (80/20 Blend or with Additive). The most responsible and responsive bidder submitting the lowest price shall be selected. Any bids received must meet the minimum specifications and requirements of this bid package. All required information must be included with bid to be considered responsive.

The contract shall be for a fixed delivery fee, for a period of 1-year, from August 1, 2026 through July 31, 2027.

The contract may include up to an additional 4 option years, which can be exercised by CATA as single year increments through July 31, 2031.

B). SPECIFICATION

CATA has a 6,000-gallon gasoline tank onsite. The gasoline is used to fuel service vehicles and projected to need approximately 62,000 gallons per year with delivery quantities of 2,000-5,000 gallons. CATA annually orders approximately 500 gallons of on-road diesel per year. And an additional 2,000 gallons of off-road diesel per year for generators.

CATA staff monitors the status of all tanks and will order gasoline and diesel as necessary. The winning firm must also provide the capability to remote monitor the gasoline tank and provide automatic replenishments. The Gasoline tank must never fall below 10% capacity or be filled beyond 90% capacity. A replenishment should be scheduled by the time the tank is at 30% capacity.

Orders for diesel are on an as needed basis. If delivery is unable to be made in a timely manner, CATA reserves the right to be able to charge back the difference in cost between the quoted price of the contracted vendor on that day and the actual cost to source through a different vendor. Diesel shall not be on an automatic replenishment cycle.

This bid is for the delivery cost of the fuel. The OPIS Daily Contract Average Rack price shall be used throughout this contract as the cost of fuel delivered. CATA shall pay this, plus the bid delivery fee from section E.

Price must include delivery to CATA, 2081 West Whitehall Road, State College, PA 16801. Note that CATA is a municipal transportation authority that is exempt from sales taxes. Please do not include such taxes in your bid.

C). OTHER

All bids shall remain in effect for one year (August 1, 2025 – July 31, 2026). Bidders may submit pricing for up to 4 additional years, which shall remain in effect for the duration of the contract and any exercised option years.

Bids MUST meet or exceed the specifications and those which do not meet the specifications will not be accepted.

Purchases of gasoline and diesels will be funded in part by federal and state grants, and the selected vendor will be required to comply with all applicable federal and state requirements, including, but not limited to, third-party contracting requirements. Such requirements are hereby incorporated by reference as if included in their entirety.

Award shall be issued to the low cost bid for up to the amount of years quoted.

D). INSTRUCTIONS

Submit your bid by completing the attached bid sheet and returning it, along with signed clauses, to pennbid.net.

All bids must be received by Thursday, June 26, 2026, by 3pm (EST). Bid sheets must be signed by an individual authorized to bind the firm submitting the bid to the price and other terms of this solicitation.

CATA reserves the right to reject any bids as it deems in its best interests.

SECTION E

Bid Sheet

All Proposers MUST submit this form to be considered an official participant of the fuel bidding process.

Unleaded Gasoline & Diesel Fuel Delivery Bid

OPIS Daily Contract Average Rack Price shall be used throughout the contract. Bid will be decided based on the quoted discount & mark-up.

Year 1

August 1, 2026 – July 30, 2027 Regular 87 Octane Unleaded Gasoline

On-Road Diesel (80/20 Blend or with

Additive)

Off-Road Diesel (80/20 Blend or with

Additive) A OPIS Daily Contract Average Rack Price

(Price for June 1, 2026)

B Less Federal & State Taxes

C Less Discounts

D Mark-up

E TOTAL Fuel Price Per Gallon

F Annual Consumption (Gallons) 63,000 500 2,000

G Annual Value (E * F)

H Total Bid Value (Sum of Row G)

Option Year 1

August 1, 2027 – July 30, 2028 Regular 87 Octane Unleaded Gasoline

On-Road Diesel (80/20 Blend or with

Additive)

Off-Road Diesel (80/20 Blend or with

Additive)

D Mark-up

E TOTAL Fuel Price Per Gallon

F Annual Consumption (Gallons) 63,000 500 2,000

Option Year 2

August 1, 2028 – July 30, 2029 Regular 87 Octane Unleaded Gasoline

On-Road Diesel (80/20 Blend or with

Additive)

Off-Road Diesel (80/20 Blend or with

Additive)

D Mark-up

E TOTAL Fuel Price Per Gallon

F Annual Consumption (Gallons) 63,000 500 2,000

Option Year 3

August 1, 2029 – July 30, 2030 Regular 87 Octane Unleaded Gasoline

On-Road Diesel (80/20 Blend or with

Additive)

Off-Road Diesel (80/20 Blend or with

Additive)

D Mark-up

E TOTAL Fuel Price Per Gallon

F Annual Consumption (Gallons) 63,000 500 2,000

Option Year 4 August 1, 2030 – July 30, 2031

Regular 87 Octane Unleaded Gasoline

On-Road Diesel (80/20 Blend or with

Additive)

Off-Road Diesel (80/20 Blend or with

Additive)

D Mark-up

E TOTAL Fuel Price Per Gallon

F Annual Consumption (Gallons) 63,000 500 2,000

Provide a description of your solution for automatic replenishment:

Discounts and mark up per gallon shall remain consistent through the entire contract term and daily price per gallon shall be determined based on the OPIS daily contract average rack price posted for Altoona, PA, for that day, adjusted by the above formula.

Company Name of Bidder:

Printed Name of Authorized Official:

Signature of Authorized Official:

Title of Authorized Official:

Date:

SECTION F

SAMPLE Bid Sheet

All Proposers MUST submit this form to be considered an official participant of the fuel bidding process.

Unleaded Gasoline & Diesel Fuel Bid

OPIS Daily Contract Average Rack Price shall be used throughout the contract. Bid will be decided based on the quoted discount & mark-up.

Regular 87 Octane

Unleaded Gasoline On-Road Diesel

(80/20 Blend or with Additive)

Off-Road Diesel (80/20 Blend or with

Additive) A OPIS Daily Contract Average Rack Price

(Price for July 1, 2024) $2.84 $3.54 $3.72

B Less Federal & State Taxes - - -

C Less Discounts - - -

D Mark-up $0.10 $0.10 $0.10

E TOTAL Fuel Price Per Gallon $2.94 $3.64 $3.82

F Annual Consumption (Gallons) 62,000 700 2,000

G Annual Value (E * F) $182,280.00 $2,730.00 $7,640.00

H Total Bid Value (Sum of Row G) $192,650.00

Discounts and mark up per gallon shall remain consistent through the entire contract term and daily price per gallon shall be determined based on the OPIS daily contract average rack price posted for Altoona, PA, for that day, adjusted by the above formula.

Company Name of Bidder:

Printed Name of Authorized Official:

Signature of Authorized Official:

Title of Authorized Official:

Date:

SECTION D

SAMPLE CONTRACT

between

CENTRE AREA TRANSPORTATION AUTHORITY

and

COMPANY

The Centre Area Transportation Authority, hereinafter known as “CATA”, and COMPANY, by authorized signatures below, hereby enter into a contract for the purchase and delivery of gasoline and diesel in accordance with 1) the Invitation for Bid (IFB) for these items issued by CATA on June 02, 2026, and 2) the bid submitted by COMPANY on June 26, 2026 and further agree as follows:

a) For the avoidance of doubt, the Contract between the parties is comprised of this document, the Invitation for Bid, the Bid submitted by Firm, signed Standard Clauses, and any posted addenda or amendments (collectively the “Contract”). Where there is any conflict, the Standard Clauses and this Contract shall supersede. The Contract shall supersede any prior oral or written communications between the parties.

b) The contract term shall be from August 1, 2026, through July 31, 2027. Four (4) additional option years are available to be exercised by CATA on a year-by-year basis in writing with 30 days’ notice through July 31, 2031.

c) All pricing submitted on the bid sheets (OPIS daily contract average rack price for Altoona, PA plus $XXX per gallon) will remain in effect for the length of the year contract.

a. Option Year 1 shall be priced at $XXX per gallon.

b. Option Year 2 shall be priced at $XXX per gallon.

c. Option Year 3 shall be priced at $XXX per gallon.

d. Option Year 4 shall be priced at $XXX per gallon.

d) Based historical consumption estimates, the contract amount shall not exceed $XX,000.

e) CATA staff expects to order gasoline in increments of 2,000-3,000 gallons and diesel as needed via email. Delivery is expected within three (3) business days, unless notified differently at the time of order. If delivery is unable to be made in a timely manner, CATA reserves the right to be able to charge back the difference in cost between the quoted price from COMPANY on that day and actual cost to source through another vendor. Delivery will be made to CATA’s facility:

2081 W. Whitehall Rd.

State College, PA 16801

f) CATA may terminate this contract for convenience or default, as allowed by federal contracting provisions.

g) All provisions of federal and state grants awarded to CATA by the Federal Transit Administration and the Pennsylvania Department of Transportation, including but not limited to, all terms and conditions applicable to third party contracts, and all other applicable federal and state laws, regulations, and requirements, are hereby incorporated and made a part of this contract by reference.

This contract is hereby executed and made effective this day of 2026, by the undersigned.

Centre Area Transportation Authority COMPANY

Authorized Signature and Date Authorized Signature and Date

Todd Horsley, CEO Typed Name and Title Typed Name and Title

STANDARD CLAUSES

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.

Pricing - 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.

Bid/Proposal Compliance - 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. If the bidder/proposer intends to submit a bid/proposal containing "approved equals" or "deviations" from specific requirements of the specifications, the bidder/proposer must request such approvals by the date and in accordance with procedures specified for this solicitation. Approval of such request is solely at CATA's discretion. Bids/proposals may be submitted with such "approvals", "approved equals", or "deviations" only if specifically approved by CATA in writing prior to the bid/proposal opening date. Each bid/proposal must be accompanied by documentation of CATA’s "approvals" for that bid/proposal. CATA shall notify other prospective bidders/proposers of any such "approvals."

Unapproved deviations, exceptions, substitutions, alternates, or conditional qualifications contained in a bid/proposal may result in rejection of the bid/proposal on the grounds that it is non-responsive.

Errors and Omissions - 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.

Bid/Proposal Rejection - 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 Federal and State procurement regulations.

Withdrawal 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.

Non-Collusion - The bidder/proposer shall certify that the prices in this Bid/Proposal have been arrived at independently without collusion by completing the attached certification form.

Inspection - In the case of bids, bidders may inspect all bids after tabulation.

Payment Terms – CATA’s standard payment terms are Net 30.

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

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.

Financial Assistance/Federal Participation - This procurement is to be financed in part through federal grants under the Intermodal Surface Transportation Efficiency Act, as amended, which will provide 80% of the total project cost, and, in some cases, through state grants from the Commonwealth of Pennsylvania. The Contractor must comply with all terms and conditions for third-party contracts in those grant agreements. Contract award is subject to concurrence by the FTA and Commonwealth of Pennsylvania.

Federal Changes/Requirements - The 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 Master Agreement between CATA and FTA, and agrees that failure to do so shall constitute a material breach of this contract. The Contractor agrees that Federal laws, regulations, policies, and related administrative practices in force and made applicable to this Contract on the date of execution may be modified from time to time, and that the most recent of such provisions will govern administration of this Contract at any particular time, absent sufficient evidence in the Contract of a contrary intent. Any new Federal laws, regulations, policies and administrative practices established after the date of execution and thereafter will be applied to this Contract. All limits or standards set forth in this Contract to be observed in its performance are minimum requirements. Standard clauses may be modified if necessary to comply with applicable State or local law, so long as Federal requirements are maintained. If there is an irreconcilable conflict between Federal and State or local requirements, CATA shall inform the FTA in order that appropriate resolution may be arranged.

Incorporation of Federal Transit Administration (FTA) Terms – The preceding provisions include, in part, certain Standard Terms and Conditions required by the 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 4220.1E are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA- mandated terms shall be deemed to control in event of a conflict with other provisions contained in this agreement. The Contractor shall not perform any act, or fail to perform any act, or refuse to comply with any CATA requests which would cause CATA to be in violation of FTA terms and conditions.

No Obligation by the Federal Government – The purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent of the Federal Government, the Federal Government is not party to this contract and shall not be subject to any obligations or liabilities to the purchaser, the 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 FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

Access to Records and Reports - 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.

Record Retention - 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.

See additional clauses applicable to construction contracts subject to labor standards under the Davis- Bacon Act and/or Department of Labor regulations for federally-assisted contracts (29 CFR Part 5).

Program Fraud; False or Fraudulent Statements or Related Acts - The Contractor acknowledges that provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 USC 3801 et seq. and U.S.

Department of Transportation 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/affirms the truthfulness and accuracy of any statement it has made, makes, may make, or causes to be made, pertaining to the underlying contract or the FTA-assisted project for which 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 USC 5307, the Government reserves the right to impose the penalties of 18 USC 1001 and 49 USC 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate.

The Contractor agrees to include the above two clauses 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, expect to identify the subcontractor who will be subject to the provisions.

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:

1.1 breach or non-fulfillment of any covenant, warranty, or provision of this Agreement, which includes this document, the contract, and any issued addenda by Indemnifying Party;

1.2 any negligent or more culpable act or omission of Indemnifying Party (including any reckless or willful misconduct) in connection with the performance of its obligations under this Agreement;

1.3 any bodily injury, death of any person, or damage to real or tangible personal property caused by the negligent or more culpable acts or omissions of Indemnifying Party or its Personnel (including any reckless or willful misconduct); or

1.4 any failure by Indemnifying Party or its Personnel to comply with any applicable federal, state or local laws, regulations, or codes in the performance of its obligations under this Agreement.

2. Notice of Third-Party Claims. CATA shall give notice to Indemnifying Party (a "Claim Notice") within 30 days after obtaining knowledge of any Losses or discovery of facts on which Indemnified Party intends to base a request for indemnification under Section 1. Indemnified Party's failure to provide a Claim Notice to Indemnifying Party under this Section 2 does not relieve Indemnifying Party of any liability that Indemnifying Party may have to Indemnified Party, but in no event shall Indemnifying Party be liable for any Losses that result directly from a delay in providing a Claim Notice, which prejudices the defense of the related claim or third-party claim. Indemnifying Party's duty to defend applies immediately, regardless of whether Indemnified Party has paid any sums or incurred any detriment arising out of or relating, directly or indirectly, to any third-party claim.

3. Indemnified Party Control of Defense. Notwithstanding anything to the contrary, Indemnified Party may select its own legal counsel to represent its interests, and Indemnifying Party shall:

3.1 reimburse Indemnified Party for its costs and attorneys' fees immediately upon request as they are incurred; and

3.2 remain responsible to Indemnified Party for any Losses indemnified under Section 1.

4. Settlement of Indemnified Claims by Indemnifying Party. Indemnifying Party shall give prompt written notice to Indemnified Party of any proposed settlement of a claim that is indemnifiable under Section 1. Indemnifying Party may not, without Indemnified Party's prior written consent, settle or compromise any claim or consent to the entry of any judgment regarding which indemnification is being sought hereunder.

Contractor will defend, indemnify, and hold CATA (together with its affiliates and their respective officers, directors, employees, and agents) harmless from and against any and all claims, suits, liability, loss, costs and/or damages arising from or to be incurred by CATA as a result of any unauthorized disclosure, accidental or deliberate, of CATA’s Data as stored or maintained by contractor or on contractor’s systems or as a result of any Security Breach up to a limit of $500,000. Contractor shall reimburse CATA for reasonable costs incurred in providing individuals affected by the Security Breach with notice of the breach, complimentary access for one year of credit monitoring services, credit fraud alerts, and/or similar services, which CATA in its sole discretion deems necessary to protect such affected individuals.

Severability - 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.

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.

Interest of Public Officials - No member, officer or employee of CATA or any local sponsoring public body, during his/her tenure, or for one (1) year thereafter, shall have any interest, direct or indirect, in this Contract or the proceeds thereof.

Interest of Members of or Delegates to Congress - No member of or delegate to the Congress of the

United States shall be admitted to any share or part of this Contract or to any benefit arising therefrom.

Energy Efficiency and Conservation - Vendors/contractors 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 (42 USC 6321 et seq).

Non-Discrimination - In accordance with Title VI of Civil Rights Act, as amended, 42 USC §§2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 USC §§ 6102, section 202 of the Americans with Disabilities Act of 1990, 42 USC §§ 12132, and Federal transit law (49 USC §§ 5332), the Contractor agrees it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue.

The Contractor agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties.

Equal Employment Opportunity (EEO) –

a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. §§ 2000e, and Federal transit laws at 49 U.S.C. §§ 5332, the Contractor agrees to comply with all applicable EEO requirements of U.S. Department of Labor regulations, "Office of Federal Contract Compliance Programs, EEO, Department of Labor," 41 C.F.R. Parts 60 et seq.,(which implement Executive Order No. 11246, "EEO" as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to EEO," 42 U.S.C. §§ 2000e note), and with any applicable Federal statutes, executive orders, regulations, and policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure applicants are employed, and employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, Contractor agrees to comply with any implementing requirements FTA may issue.

b) Age - In accordance with Section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. §§ §§ 623 and Federal transit law at 49 U.S.C. §§ 5332, 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.

c) Disabilities - In accordance with Section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. §§ 12112, the Contractor agrees it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

d) The Contractor agrees to include these requirements, modified only as necessary to identify the affected parties, in each subcontract financed in whole or in part with Federal assistance provided by FTA.

e) The Contractor agrees to comply with applicable Commonwealth of Pennsylvania provisions (all contracts) set forth in Appendix A, including, but not limited to, requirements to include subsections a), b) and c) above in posted notices, solicitations for employees, notices to labor unions, and other provisions.

The Contractor should review Appendix A completely to assure compliance.

Also see additional Equal Employment Opportunity clauses applicable to construction contracts.

Disadvantaged Business Enterprise (DBE) -

a) DBE Assurance: The Centre Area Transportation Authority shall not discriminate on the basis of race, color, national origin, or sex in the award and performance of any DOT-assisted contract or in the administration of CATA’s DBE Program or the requirements of 49 CFR part 26. CATA shall take all necessary and reasonable steps under 49 CFR part 26 to ensure nondiscrimination in the award and administration of DOT assisted contracts. CATA’s DBE Program, as required by 49 CFR part 26 and as approved by DOT, is incorporated by reference into this solicitation and any resulting contract.

Implementation of this program is a legal obligation and failure to carry out its terms shall be treated as a violation of this agreement. Upon notification to CATA of its failure to carry out its approved program, the Department of Transportation may impose sanctions as provided for under part 26 and may, in appropriate cases, refer the matter for enforcement under 18 U.S.C. 1001 and/or the Program Fraud Civil Remedies Act of 1986 (31 USC 3801 et seq.).

b) DBE Contract Clause: The contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR part 26 in award and administration of DOT assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as CATA deems appropriate.

The Contractor must include the above assurance and contract clause in all subcontracts issued in conjunction with this contract.

c) Prompt Payment Clause: The prime contractor agrees to pay each subcontractor (whether DBE or non- DBE) under this prime contract for satisfactory performance of its contract no later than 30 calendar days from its receipt of each payment from CATA . The prime contractor agrees further to return retainage payments to each subcontractor within 30 calendar days after the subcontractor's work is satisfactorily completed. Any delay or postponement of payment from these time frames may occur only for good cause following written approval of CATA of the prime contractor’s written request for such a delay or postponement. The request for delay or postponement must state the reasons for the request in sufficient detail as to permit CATA to make a determination. The decision to allow a delay or postponement shall rest solely and exclusively with CATA.

Absent written approval from CATA for a delay or postponement, and upon receipt by CATA of written notification from the subcontractor that prompt payment requirements have not been met, CATA may withhold reimbursement from future prime contractor invoices for amounts due to subcontractors for satisfactory work unless and until the prime contractor takes corrective action by paying its subcontractors any past due amounts promptly in accordance with this requirement and also assuring, in writing, that future payments will be so made. A prime contractor who does not take such corrective action when required to do so will not be permitted to bid on future projects involving subcontractors unless and until a written assurance of compliance with prompt payment provisions is provided to CATA. CATA reserves the right to determine that a prime contractor who has not met prompt payment provisions is not a responsible bidder for future contracts.

Access Requirements for Individual with Disabilities - The Contractor will comply with all applicable requirements of 49 USC 5301(d), Americans with Disabilities Act of 1990 (ADA), 42 USC 12101 et seq.;

Section 504 of the Rehabilitation Act of 1973 as amended, 29 USC 794; Architectural Barriers Act of 1968, as amended, 42 USC 4151 et seq., Section 16 of the Federal Transit Act as amended, 49 USC.

app.1612, and the applicable requirements of the following regulations and any amendments thereto:

Department of Transportation "Transportation Services for Individuals with Disabilities, 49 CFR Part 37; "Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving or Benefitting from Federal Financial Assistance," 49 CFR Part 27;"

FTA regulations, "Transportation for Elderly and Handicapped Persons," 49 CFR Part 609;

Joint Architectural and Transportation Barriers Compliance Board (ATBCB)/DOT regulations, "ADA Accessibility Specifications for Transportation Vehicles," 36 CFR Part 1192/49 CFR Part 38; ATBCB regulations, "Electronic and Information Technology Accessibility Standards,"36 CFR Part 1194;

Department of Justice-"Nondiscrimination on the Basis of Disability in State and Local Government Services," 28 CFR Part 35; "Nondiscrimination on the Basis of Disability by Public Accommodations and in Commercial Facilities," 28 CFR Part 36;

GSA-"Accommodations for the Physically Handicapped," 41 CFR Subpart 101-19;

Equal Employment Opportunity Commission-"Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 CFR Part 1630;

Federal Communications Commission-"Telecommunications Relay Services and Related Customer Premises Equipment for the Hearing and Speech Disabled," 47 CFR Part 64 Subpart F; and

Any implementing requirements FTA may issue.

Termination - The clauses below state general provisions for contract termination. Additional provisions specific to a particular contract shall apply on a case-by-case basis.

a) 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.

b) 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 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.

Debarment and Suspension - CATA may not enter into contracts (and the Contractor may not enter into any subcontracts of $25,000 or more at any time during performance of the work), with firms who are on the government-wide list of debarred or suspended firms. The prospective Contractor shall complete the certification included in this solicitation and submit it with the bid/proposal and further agrees that it will include the same certification, without modification, in all covered subcontracts (those for $25,000 or more) and in all solicitations for such subcontracts. If the prospective Contractor or subcontractor is unable to certify to the statements in this certification, it shall attach an explanation to its bid or proposal.

Environmental and Resource Conservation Requirements (Clean Air, Clean Water, etc.) -

a) The Contractor agrees to comply with applicable federal laws, guidelines, standards, orders, regulations or other directives regarding environmental and conservation requirements as they are currently in effect or as may be issued in the future by the EPA, FHWA and other federal agencies. Provisions which may apply include, but are not limited to: National Environmental Policy Act of 1969, 42 USC 4312 et seq.;

Clean Air Act as amended, 42 USC 7401 et seq. and relevant portions of 29 USC; Federal Water Pollution Control Act, as amended, 33 USC 1251 et seq and relevant 12 USC); Resource Conservation and Recovery Act as amended, 42 USC 6901 et seq.; Comprehensive Environmental Response, Compensation, and Liability Act as amended, 42 USC 9601 et seq.

b) Contractor agrees to report each violation to CATA and understands and agrees that CATA will, in turn, report each violation as required to assure notification to FTA and appropriate EPA Regional Office

c) The Contractor also agrees to include these requirements in each subcontract of $100,000 or more which are financed in whole or in part with Federal assistance provided by FTA.

In addition, regulations specific to particular areas of concern which may apply include:

1) Environmental Protection - Federal Transit Act as amended, Section 14, 49 USC 1610; Council on Environmental Quality regulations, 40 CFR Part 1500 et seq.; joint FHWA/FTA regulations "Environmental Impact and Related Procedures, 23 CFR Part 771 and 49 CFR Part 622.

2) Air Quality - Applicable requirements of EPA regulations "Conformity to State or Federal Implementation Plans of Transportation Plans, Programs, and Projects Developed, Funded or Approved under Title 23 USC or the Federal Transit Act," 40 CFR Part 51 Subpart T; "Determining Conformity of Federal Actions to State or Federal Implementation Plans," 40 CFR Part 93.

3) Use of Public Lands - No publicly owned land from a park, recreation area, or wildlife or waterfowl refuge of national, state or local significance, as determined by federal, state or local officials having jurisdiction thereof, or any land from an historic site of national, state or local significance may be used under this Contract unless specific findings required by 49 USC 303 are made by the U.S.

Department of Transportation.

Restrictions on Lobbying - In accordance with Byrd Anti-Lobbying Amendment, 31 USC 1352, as amended by Lobbying Disclosure Act of 1995, P.L. 104-65 (to be codified at 2 USC 1601, et seq.), Contractor (or any subcontractors with subcontracts of $100,000 or more) shall certify, per 49 CFR Part 20, “New Restrictions on Lobbying”, that it will not and has not used Federal funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or other award covered by 31 USC 1352. The Contractor shall complete the certification included in this solicitation and submit it to CATA with the bid or proposal. Further, each tier shall provide the same certification to the tier above.

If any funds other than Federal funds have been or will be paid to any person for making lobbying contacts to an officer or employee of any agency, a member, officer or employee of Congress, or an employee of a member of Congress in connection with this contract, grant, loan, or cooperative agreement, the Contractor or subcontractor shall complete Standard Form--LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions and forward it from tier to tier until they have been provided to CATA.

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.

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.

Notice to FTA and U.S. Dot Inspector General of Information Related to Fraud, Waste, Abuse, and Other Legal - If a current or prospective legal matter that may affect the Federal Government emerges, the Recipient must promptly notify the FTA Chief Counsel and FTA Regional Counsel for the Region in which the Recipient is located. The Recipient must include a similar notification requirement in its Third Party Agreements and must require each Third Party Participant to include an equivalent provision in its sub agreements at every tier, for any agreement that is a “covered transaction” according to 2 C.F.R. §§

180.220 and 1200.220.

(1) The types of legal matters that require notification include, but are not limited to, a major dispute, breach, default, litigation, or naming the Federal Government as a party to litigation or a legal disagreement in any forum for any reason.

(2) Matters that may affect the Federal Government include, but are not limited to, the Federal Government’s interests in the Award, the accompanying Underlying Agreement, and any Amendments thereto, or the Federal Government’s administration or enforcement of federal laws, regulations, and requirements.

(3) Additional Notice to U.S. DOT Inspector General. The Recipient must promptly notify the U.S.