1-RFP 25-15 On-Call Planning.pdf

Request for Proposals On Call Planning

RFP # 25-15

June 13, 2025

Metropolitan Tulsa Transit Authority

510 South Rockford Avenue

Tulsa, Oklahoma 74120

REQUEST FOR PROPOSALS

On Call Consulting

Table of Contents

1.0 INTRODUCTION

2.0 INSTRUCTIONS TO PROPOSERS

3.0 SCOPE OF WORK – DIGITAL SIGNAGE

4.0 FIRM SELECTION PROCEDURE

5.0 PROPOSAL FORMS

1.0 DBE QUALIFICATION FORM

2.0 STATEMENT OF BIDDER’S/ PROPOSER'S QUALIFICATIONS (PAGE 1 OF 2)

3.0 AUTHORIZATION FOR INFORMATION

4.0 CUSTOMER REFERENCE LISTING

A. GENERAL TERMS

B. FEDERAL TERMS AND CONDITIONS

1. BUY AMERICA REQUIREMENTS

2. ENERGY CONSERVATION REQUIREMENTS

3. CLEAN WATER REQUIREMENTS

4. ACCESS TO RECORDS AND REPORTS

5. FEDERAL CHANGES

6. CLEAN AIR

7. NO GOVERNMENT OBLIGATION TO THIRD PARTIES

8. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS

9. TERMINATION

10. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT)

11. CIVIL RIGHTS REQUIREMENTS

12. BREACHES AND DISPUTE RESOLUTION

13. DISADVANTAGED BUSINESS ENTERPRISE (DBE)

14. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS

15. LOBBYING

16. SPECIAL NOTIFICATION REQUIREMENTS FOR STATES

17. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR

EQUIPMENT

18. SAFE OPERATION OF MOTOR VEHICLES

C. CERTIFICATIONS AND REPRESENTATIONS

1.0 INTRODUCTION

Proposals shall be received by the Metropolitan Tulsa Transit Authority (MTTA), via online portal https://tulsatransit.bonfirehub.com/portal/?tab=openOpportunities at or before August 12, 2025, 12:00 PM Central Standard Time, Friday, for On Call Planning as described in this Request for Proposal (RFP) document. Proposals received after the date and time specified above shall be considered late proposals and shall not be considered.

MTTA is seeking a “best value” proposal. In doing so MTTA may not award to the lowest priced firm but will weigh other factors as listed in 4.1 Evaluation Criteria. MTTA reserves the right, in its sole and exclusive discretion to accept or to reject any and all proposals, in whole or in part. All proposals shall be subject to all applicable state and federal laws. The award to be let under this solicitation is subject to financial assistance contracts between MTTA, the Federal Transit Administration, and the State of Oklahoma.

The anticipated schedule for selection of a Proposer is as follows:

2.0 INSTRUCTIONS TO PROPOSERS

1. PROPOSAL FORMAT

MTTA requires an electric copy of the original proposal submitted through the agency’s Procurement Software at https://tulsatransit.bonfirehub.com/portal/?tab=login.

Shortlisted firms will be required to submit an original proposal for the agency’s files.

Proposals shall be prepared simply and economically on letter sized paper.

Bidders must propose a fixed price for the items specified in this Request for Proposals and for any proposed options. MTTA is a tax-exempt public trust established by the City of Tulsa and funded by federal, state, and local governments to provide public bus transportation. Cost of services must be included on the bid tabulation form within the procurement software.

Request for Proposal Released June 13, 2025 Advertisement June 15 and June 22, 2025 Deadline for Questions Regarding the RFP July 23, 2025 @ 4:30 p.m.

Response to questions August 1, 2025 EOD Proposals Due August 12, 2025@ 12:00p.m.

Interviews/Demos (if deemed necessary) Week of August 18, 2025 Contract Award (tentative) August 26, 2025 https://tulsatransit.bonfirehub.com/portal/?tab=openOpportunities https://tulsatransit.bonfirehub.com/portal/?tab=login

2. TERMS AND CONDITIONS

All proposals are subject to the provisions specified in this RFP, including federal clauses.

Terms and conditions included as a part of published price lists, catalogs, and/or other documents submitted as a part of the proposal are waived and will have no effect either on the proposal, or any contract which may be awarded because of the proposal. The attachment of any other terms and conditions may be grounds for rejection.

3. DUE DATE

Sealed proposals must be received by MTTA no later than 12:00 PM Central Standard Time on August 12, 2025.

4. CONTACT INFORMATION

All contact is to be through vendors procurement software. Electronic submissions through the agency’s procurement software of answering questions, August 1, 2025 @ 4:30 p.m.

5. BIDDER’S NOTICE OF INTENT TO SUBMIT A PROPOSAL

Notify the agency indicating your intent to submit a proposal from within the agency procurement software. You will receive an email response indicating your notice was received. The same procedure will be followed to request clarification in writing of any point in the RFP. Responses to questions are considered official only when answered in writing in an addendum.

6. AMENDMENTS TO THE REQUEST FOR PROPOSALS

Any amendments to the solicitation will be posted in the MTTA procurement software, Bonfire, at https://tulsatransit.bonfirehub.com/portal/?tab=login. In addition, any bidder that has submitted a Notice of Intent to Submit a Proposal will be notified of any amendment by email from within the software. The bidder will be required to acknowledge the receipt of all amendments as part of the proposal package.

7. ACCEPTANCE AND REJECTION

MTTA reserves the right to reject all proposals, to waive any informality in proposals, and unless otherwise specified by the offer, to accept any item in the proposal. If either a unit price or extended price is obviously in error or the other price is obviously correct, the incorrect price will be disregarded. MTTA reserves the right to make partial, progressive, or multiple awards where it is advantageous to award separately by items; or where more than one supplier is needed to provide the contemplated requirements as to quantity, quality, delivery, service, geographical areas, or other factors deemed by MTTA to be pertinent or peculiar to the purchase in question.

8. TIME FOR CONSIDERATION

The offer shall be valid for a minimum of 90 days from the date of proposal opening.

https://tulsatransit.bonfirehub.com/portal/?tab=login

9. PAYMENT TERMS

Payment terms are Net 30 days after receipt of a correct invoice or acceptance of goods, whichever is later. An invoice shall be rendered to ap@metrolinkok.org, by the 3rd of each month for services provided for the previous month.

10. CONDITION OF GOODS

Unless otherwise indicated in the proposal, it is understood and agreed that any item offered or shipped pursuant to this RFP or resulting contract shall be new.

11. DEVIATIONS FROM SPECIFICATIONS

Any deviation from specifications indicated herein must be clearly stated by the proposer in writing; otherwise, all items offered by proposer shall be deemed to be in strict compliance with these specifications, and the successful proposer will be held responsible thereto.

Deviations must be explained in detail by proposer on an attached sheet(s). This paragraph shall not be construed as inviting or permitting any deviation whatsoever by proposer from the stated specifications or implying that any such deviation will be acceptable to MTTA.

12. INFORMATION AND DESCRIPTIVE LITERATURE

Proposers are to furnish all information requested in the spaces provided on the proposal form. Further, as may be specified elsewhere, each proposer must submit with its proposal descriptive literature and/or complete specifications covering the products offered.

Reference to literature submitted with a previous proposal does not satisfy this provision.

13. CONFIDENTIALITY OF PROPOSALS

Access to records received by or generated by MTTA is governed by Oklahoma law. Any information the proposer judges to be proprietary data should be submitted in a separate sealed envelope and clearly marked as proprietary information.

14. PRE-PROPOSAL CONFERENCE

A pre-proposal conference will not be held.

15. PRICING / QUANTITY

Pricing information is required in accordance with a Bid Tabulation Sheet provided in Bonfire and is to be submitted by proposer. Base quantities and priced option quantities should be defined on the bid tabulation sheet.

16. SIGNATURE REQUIREMENTS FOR PROPOSAL DOCUMENTS

All documents submitted, as part of a proposal package must be signed by the person having the legal authority to bind the corporation or firm. Failure to comply with the signature requirements may result in the proposal being rejected as non-responsive.

17. DELIVERY SCHEDULE

Time is of the essence in the performance of this contract. All deliveries must take place as soon as is practical after award of contract.

18. PROPOSAL EVALUATION

mailto:ap@metrolinkok.org

MTTA shall evaluate all proposals using the factors listed below and shall select the proposal that represents the "best value." Pursuant to Federal Transit Administration purchasing guidelines, an award will be made to the responsible proposer whose proposal is most advantageous to MTTA with price and other factors considered.

19. CONTRACT AWARD

MTTA reserves the right to reject any and all Proposals in whole or part. Multiple contracts may be awarded as a result of this solicitation. If a contract is awarded, it will be awarded to the Bidder offering the best overall value to MTTA, provided the bidder has been determined to be a responsive, responsible bidder meeting all specifications. If MTTA selects your proposal you shall not commence work until you have received authorization in writing from the Procurement Manager.

20. PROOF OF INSURANCE

Proposals must include proof of insurance at the minimal levels required in the general terms contained in this RFP.

21. CONFLICTS OF INTEREST

Proposer must identify any conflicts of interest that exist related to past, present or planned activities or interests, financial or otherwise, with regard to MTTA or organizations that may be substantially affected by MTTA activities. In the absence of any known conflict of interest, the proposer shall submit in its proposal a statement that no conflicts of interest exist.

22. POST AWARD

A post-award debriefing is provided to un-successful proposers upon written request. MTTA shall provide the following information, if applicable:

• The agency’s evaluation of the proposer’s proposal or bid, including any noted deficiencies or weaknesses.

• A summary of rationale for award.

• For acquisitions of commercial items, the make and model of the item to be delivered by the successful proposer.

23. PROTEST PROCEDURES

MTTA has on file a set of written protest procedures applicable to this solicitation that may be obtained by contacting MTTA’s procurement officer. Any protest filed by a proposer in connection with the RFP must be submitted in accordance with MTTA’s written procedures.

3.0 SCOPE OF WORK – ON CALL PLANNING

1. Scope Overview

MTTA is requesting proposals from firms for On-Call Planning, Technology, and Management Analysis Services (On-Call Services). The purpose of this RFP is to provide MTTA with the services of one or more professional transportation consultant(s) to provide short notice and “as-needed” services relating to transit planning, financial analysis, grants preparation and management, management consulting, as well as governmental compliance assistance.

All on call services will be initiated and governed by task orders with work to be completed in a timely and professional manner. As discussed in more detail below, task orders will contain a defined scope of work, the consultant’s proposal, and firm costs as established by pre-determined hourly rates and eligible reimbursed costs.

2. Scope of Work

The On-Call Services contract is intended to provide timely and professional services for a wide-variety of tasks associated with the planning and management of MTTA. MTTA consists of fixed route, microtransit and paratransit services. These potential tasks include:

a. Short range (two to five years) and long range planning (six or more years) including strategic planning.

b. Scheduling and service planning

c. Funding and financial analysis including overhead rate determination for “force accounts” and other purposes.

d. Planning and procurement assistance associated with, information technology, contracted operations, and rolling stock.

e. Fare and service equity analyses in compliance with Title VI and FTA Circular 4702.1B as may be revised during the On-Call Services contract.

f. Fare policy studies.

g. Environmental Justice analyses in compliance with FTA Circular 4703.1 as may be revised during the On-Call Services contract.

h. Other Federal and Oklahoma DOT related compliance including, but not limited to, Triennial Review preparation and follow up assistance.

i. Public involvement

j. Preparation of competitive and formula grant documentation

k. Management and operational reviews of MTTA including materials procurement and management.

l. Organizational development analysis including employee benefits and administration assessments.

m. Transportation planning studies related to capital projects such as park and ride facilities, transit centers, facility master planning, and other operating facilities including the preparation of documented categorical exclusions.

n. Transportation studies and analyses relating to school and human services transportation

o. Computer programming & other IT related projects.

p. Project management for any or above tasks

3. MTTA anticipates issuing a minimum of $50,000 in task order(s) in a contract year. However, no single task order will exceed $175,000 and cumulative total of all task orders not to exceed $500,000 in a contract year. MTTA reserves the right to competitively procure professional consulting services outside the On-Call Services contract for the above project subject areas.

4. Basic Task Order Process The MTTA, initiated by MTTA, will notify one or more On-Call Services contractor(s) of services required. Notification of services is at the sole discretion of MTTA and will be based on the suitability of the contractor(s), past performance, price, and contractor availability.

a. The on-call consultants will be given a scope of work along with a work schedule to set forth a schedule and fee proposal.

b. The MTTA will evaluate the proposal(s), negotiate as necessary, and if accepted, will issue a task order for the work to the selected contractor. If the proposal is not accepted, the MTTA may approach another On-Call Services contractor or separately procure the required service. The selection of a contractor is at the sole discretion of MTTA.

c. All task orders must be a fixed rate cost based on the task order.

d. The On-Call Services contractor will designate a task order manager as a point of contact. The contractor will also designate other staff as may be needed for the task order with labor and other costs itemized accordingly.

e. MTTA will designate a task order manager that may be a MTTA staff member or another contractor. The role of the task order manager is to oversee the execution of the task order and be a point of contact for the selected On-Call Services contractor.

4.0 FIRM SELECTION PROCEDURE

Selection of the successful proposal shall be generally based on the information provided by the developer in response to the Request for Proposals and any subsequent interviews that may be conducted. Developer interview will be held solely at the option and discretion of the MTTA. The process for selection shall occur in the following sequence:

• Review and ranking of proposals

• Establish a “short list”

• Interview “short-listed” firms (at the option and discretion of the MTTA)

• Identify best qualified firm(s)

• Award contract

A project selection committee will be formed to evaluate the proposals and to make recommendation to the MTTA Board of Trustees. This committee may consist of representatives from various departments within the MTTA and/or representatives from other stakeholders including the City of Tulsa. Composition of this committee is at the sole discretion of the MTTA. Names of the committee members will not be released prior to the time of interviews.

The committee will review the proposals for format to ensure conformance with the requirements of the RFP and may select finalists to interview with the Committee as a part of the Committee’s evaluation process. MTTA does not guarantee that an interview will take place, thus reserving the right to select a firm based solely on the information provided in the proposals received in response to the RFP.

The MTTA General Manager will review the committee recommendation and decide whether to accept, reject, or modify the recommendation before presenting to the Board of Trustees. The Board of Trustees is charged with making a contract award.

4.1 EVALUATION CRITERIA

MTTA is following a “Best Value” approach to selecting a developer for this RFP. In doing so MTTA may not award to the lowest priced firm but will weigh other factors as listed below in making a selection.

The following information and criteria, in order of importance, will be used to evaluate and rank responses and the presentation, should the MTTA choose to conduct interviews with short-listed firms:

1. Project Understanding and Approach: This criterion is a combination of the Proposer’s approach to the problem and the quality of the RFP submission and response. (20 points)

2. Technical Capabilities and Solution Functionality: This criterion refers to the Proposer’s technical capabilities, the proposed solution functionality, and the ability to best meet the performance specifications outlined in the RFP and Scope of Work. (20 points)

3. Quality, Experience of Proposed Key Project Personnel (20 points)

4. Vendor Past Project-Related Experience and Client References (20 points)

5. Price evaluated separately (20 points)

6. Disadvantaged Business Enterprises, proposers or subcontractor are Oklahoma-registered – evaluated separately (5 points)

5.0 PROPOSAL FORMS

In addition to the federal certifications and representations that are required to be submitted with the proposal. The following additional forms shall be included.

1.0 DBE Qualification Form

2.0 Statement of Bidder’s / Proposer’s Qualifications

3.0 Authorization for Information

4.0 Customer Reference Listing

1.0 DBE QUALIFICATION FORM

___ Is your firm certified as a DBE with the Oklahoma Department of Transportation

(ODOT)?

Does your firm meet the following requirements to qualify as a DBE under the DOT DBE program?

___Disadvantaged owners are U. S. citizens or legal permanent residents.

___Firm’s annual gross income does NOT exceed $17,20 million (averaged over 3 years).

___Firm is at least 51% owned and controlled by socially and economically disadvantaged individuals.

___Firm meets SBA small business size in the primary industry group (13 CFR part 121).

___Firms owned by ANC’s Indian Tribes, and Native Hawaiian Organizations, meet the small business size requirements and are controlled by socially and economically disadvantaged individuals.

___Firms and owners meet the requirements of part 26 concerning licenses and credentials.

___Firms must be for profit.

___ Please check here if this does not apply to your company.

Contact Kendel Haynes at khaynes@metrolinkok.org should you need information regarding DBE Certification.

Please print the following information:

Firm Name

Authorized Signature

Title mailto:khaynes@metrolinkok.org

Date

2.0 STATEMENT OF BIDDER’S/ PROPOSER'S QUALIFICATIONS (Page

1 of 2)

All questions must be answered and the data given must be clear and comprehensive. This statement must be notarized. Should this page not be part of the bid/proposal packet, you’re bid will be classified as not in compliance and may be disqualified. The questions may be answered on separate attached sheets. Bidder/Proposer may submit additional information he/she desires.

1. Name of Bid/Proposer

2. Permanent Main Office Address

3. Office Phone Cell Phone

4. Fax Number E-mail Address

5. When Organized

6. If a Corporation, where Incorporated

7. How many years have you been engaged in business under your present firm or trade name?

8. List previous business names, if any

9. Have you ever failed to complete any work awarded to you?

10. Have you ever defaulted on a Contract Agreement?

11. If you answered yes to 9 or 10 above attach explanation.

12. Attach background and experience of the principal members of your organization, including the officers.

13. DUNS # Provide D&B report or other statement of credit.

Bidder/Proposer may submit any additional information he/she desires.

Dated this day of , 20

Being duly sworn deposes and says that he/she is (Title) and that the answers to the foregoing questions and all statements therein contained are true and correct.

By:

Name of Corporation or Firm:

Authorized Signature:

State of

County of

Subscribed and sworn to before me this day of , 20

Notary Public

Notary Number

My Commission Expires

NOTARY

SEAL

HERE

3.0 AUTHORIZATION FOR INFORMATION

The undersigned hereby authorized and requests any person, firm, or corporation to furnish any information requested by MTTA in verification of the recitals comprising this Statement of Proposer's Qualifications that I, being duly sworn deposes and says that the answers to the foregoing questions and all statements contained and true and correct.

Dated this day of , 20

Name of Corporation or Firm:

Authorized Signature:

State of

County of

4.0 CUSTOMER REFERENCE LISTING

Vendor shall furnish the names, addresses, agreement, telephone numbers, and length of services and size of property of a minimum of five (5) firms or government organizations for which the vendor is currently furnishing or has in the past furnished service for.

1. COMPANY NAME ____________________________________________________

ADDRESS _______________________________________________________

CONTACT PERSON __________________________________________________

TELEPHONE NUMBER________________________________________________

MONTH/YEAR COMPLETED___________________________________________

VALUE OF CONTRACT _______________________________________________

2. COMPANY NAME ____________________________________________________

ADDRESS _______________________________________________________

CONTACT PERSON __________________________________________________

TELEPHONE NUMBER________________________________________________

MONTH/YEAR COMPLETED___________________________________________

VALUE OF CONTRACT _______________________________________________

3. COMPANY NAME ____________________________________________________

ADDRESS _______________________________________________________

CONTACT PERSON __________________________________________________

TELEPHONE NUMBER________________________________________________

MONTH/YEAR COMPLETED___________________________________________

VALUE OF CONTRACT _______________________________________________

4. COMPANY NAME ____________________________________________________

ADDRESS _______________________________________________________

CONTACT PERSON __________________________________________________

TELEPHONE NUMBER________________________________________________

MONTH/YEAR COMPLETED___________________________________________

VALUE OF CONTRACT _______________________________________________

5. COMPANY NAME ____________________________________________________

ADDRESS _______________________________________________________

CONTACT PERSON __________________________________________________

TELEPHONE NUMBER________________________________________________

MONTH/YEAR COMPLETED___________________________________________

VALUE OF CONTRACT _______________________________________________

A. GENERAL TERMS

The following clauses will be incorporated in any contract awarded pursuant to this RFP.

1. ASSIGNMENT

A. The successful proposer may not assign or subcontract its rights or obligations under the contract without prior written permission of MTTA, and no such assignment or subcontract will be effective until approved in writing by MTTA.

B. MTTA reserves the right to assign all or a portion of this contract to any other agency and/or governmental entity, or a Contractor of MTTA.

2. ADVERTISING

Proposer agrees not to use the existence of this contract or the name of MTTA as a part of any commercial advertising without the prior written approval of MTTA’s General Manager or designee.

B. FEDERAL TERMS AND CONDITIONS

The following terms and conditions apply to this procurement

1. BUY AMERICA REQUIREMENTS

The Buy America regulation, at 49 CFR 661.13, requires notification of the Buy America requirements in FTA-funded contracts, but does not specify the language to be used. The following language has been developed by FTA.

Buy America - The contractor agrees to comply with 49 U.S.C. 5323(j) and 49 C.F.R. Part 661, which provide that Federal funds may not be obligated unless steel, iron, and manufactured products used in FTA-funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver.

General waivers are listed in 49 C.F.R. Part 661, §661.7, (App. A)(d) and include Microcomputer equipment, including software, from a foreign source is exempt from the Buy America requirements. This waiver falls under the waiver set forth in STAA, §165 (b)(1) and (b)(2).

2. ENERGY CONSERVATION REQUIREMENTS

42 U.S.C. 6321 et seq. 49 CFR Part 18

Energy Conservation - The Contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act.

3. CLEAN WATER REQUIREMENTS

33 U.S.C. 1251

Clean Water

(1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office.

(2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA.

4. ACCESS TO RECORDS AND REPORTS

49 U.S.C. 5325 18 CFR 18.36 (i) 49 CFR 633.17

Access to Records - The following access to records requirements apply to this contract:

(1) Where the Purchaser is not a state but a local government and is the FTA Recipient or a sub grantee of the FTA Recipient in accordance with 49 C.F.R. 18.36(i), the Contractor agrees to provide the purchaser, the FTA Administrator, the Comptroller General of the United States or any of their authorized representatives access to any books, documents, papers and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. Contractor also agrees, pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Contractor access to Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311.

(2) Where the Purchaser enters into a negotiated contract for other than a small purchase or under the simplified acquisition threshold and is an institution of higher education, a hospital or other non-profit organization and is the FTA Recipient or a sub-grantee of the FTA Recipient in accordance with 49 C.F.R. 19.48, Proposer agrees to provide the Purchaser, FTA Administrator, the Comptroller General of the United States or any of their duly authorized representatives with access to any books, documents, papers and record of the Proposer which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions.

(3) The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed.

(4) The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than three years after the date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Contractor agrees to maintain same until the Purchaser, 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. Reference 49 CFR 18.39(i)(11).

(5) FTA does not require the inclusion of these requirements in subcontracts.

5. FEDERAL CHANGES

49 CFR Part 18

Federal Changes - Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract.

6. CLEAN AIR

42 U.S.C. 7401 et seq 40 CFR 15.61 49 CFR Part 18

Clean Air

(1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office.

(2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA.

7. NO GOVERNMENT OBLIGATION TO THIRD PARTIES

No Obligation by the Federal Government

(1) 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 by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract.

(2) 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 Sub-Contractor who will be subject to its provisions.

8. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS

AND RELATED ACTS

31 U.S.C. 3801 et seq. 49 CFR Part 31 18 U.S.C. 1001 49 U.S.C. 5307

Program Fraud and False or Fraudulent Statements or Related Acts

(1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project.

Upon execution of the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate.

(2) The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. § 5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate.

(3) 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, except to identify the Sub-Contractor who will be subject to the provisions.

9. TERMINATION

49 U.S.C. Part 18 FTA Circular 4220.1F

(1) Termination for Convenience (General Provision): The (Recipient) may terminate this contract, in whole or in part, at any time by written notice to the Contractor when it is in the Government's best interest. The Contractor shall be paid its costs, including contract close-out costs, and profit on work performed up to the time of termination. The Contractor shall promptly submit its termination claim to (Recipient) to be paid the Contractor. If the Contractor has any property in its possession belonging to the (Recipient), the Contractor will account for the same, and dispose of it in the manner the (Recipient) directs.

(2) Termination for Default (Supplies and Service): If the Contractor fails to deliver supplies or to perform the services within the time specified in this contract, or any extension, or if the Contractor fails to comply with any other provisions of this contract, the (Recipient) may terminate this contract for default. The (Recipient) shall terminate by delivering to the Contractor a Notice of Termination specifying the nature of the default. The Contractor will only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner or performance set forth in this contract.

If, after termination for failure to fulfill contract obligations, it is determined 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 the Recipient.

(3) Opportunity to Cure (General Provision): The Recipient, in its sole discretion may, in the case of a termination for breach or default, allow the Contractor an appropriately short period of time in which to cure the defect. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions

If Contractor fails to remedy to (Recipient)'s satisfaction the breach or default of any of the terms, covenants, or conditions of this Contract within [ten (10) days] after receipt by Contractor of written notice from (Recipient) setting forth the nature of said breach or default, (Recipient) shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude (Recipient) from also pursuing all available remedies against Contractor and its sureties for said breach or default.

(4) Waiver of Remedies for any breach in the event that (Recipient) elects to waive its remedies for any breach by Contractor of any covenant, term or condition of this Contract, such waiver by (Recipient) shall not limit (Recipient)'s remedies for any succeeding breach of that or of any other term, covenant, or condition of this Contract.

10. GOVERNMENT-WIDE DEBARMENT AND SUSPENSION (NONPROCUREMENT)

Suspension and Debarment

This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the Contractor is required to verify that none of the Contractor, its principals, as defined at 49 CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and 29.945.

The Contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into.

By signing and submitting its bid or proposal, the bidder or proposer certifies as follows:

The certification in this clause is a material representation of fact relied upon by MTTA. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to MTTA, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions.

11. CIVIL RIGHTS REQUIREMENTS

29 U.S.C. § 623, 42 U.S.C. § 2000, 42 U.S.C. § 6102, 42 U.S.C. § 12112, 42 U.S.C. § 12132, 49 U.S.C. § 5332, 29 CFR Part 1630, 41 CFR Parts 60 et seq.

Civil Rights - The following requirements apply to the underlying contract:

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

(2) Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract:

(a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal 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 that applicants are employed, and that 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, the following: employment, upgrading, demotion or transfer, recruitment, or recruitment advertising, layoff or termination; rates of pay, or other forms of compensation, and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

(b) Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § § 623 and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

(c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the 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.

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

12. BREACHES AND DISPUTE RESOLUTION

49 CFR Part 18 FTA Circular 4220.1F

Disputes - Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the MTTA Administrator of Grants and Procurement. This decision shall be final and conclusive unless within ten (10) days from the date of receipt of its copy, the Contractor mails or otherwise furnishes a written appeal to the Procurement Manager. In connection with any such appeal, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position.

The decision of the Procurement Manager shall be binding upon the Contractor and the Contractor shall abide be the decision.

Performance During Dispute - Unless otherwise directed by MTTA, Contractor shall continue performance under this Contract while matters in dispute are being resolved.

Claims for Damages - Should either party to the Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefor shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage.

Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the MTTA and the Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State of Oklahoma.

Rights and Remedies - The duties and obligations imposed by the Contract Documents, and the rights and remedies available thereunder, shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the MTTA or Contractor shall constitute a waiver of any right or duty afforded any of 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.

13. DISADVANTAGED BUSINESS ENTERPRISE (DBE)

49 CFR Part 26

Disadvantaged Business Enterprises

a. This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The national goal for participation of Disadvantaged Business Enterprises (DBE) is 10%. The agency’s overall goal for DBE participation is 4%. A separate contract goal has not been established for this procurement.

b. The Contractor 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 the award and administration of this DOT-assisted contract. 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 MTTA deems appropriate. Each subcontract the Contractor signs with a Sub-Contractor must include the assurance in this paragraph (see 49 CFR 26.13(b)).

c. The successful bidder/proposer will be required to report its DBE participation obtained through race-neutral means throughout the period of performance.

d. The prime contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than 15 days from the receipt of each payment the prime contractor receives from MTTA. The prime contractor agrees further to return any retainage payments to each subcontractor within 20 days after the subcontractor's work is satisfactorily completed. Should payment not be rendered in a timely manner, MTTA shall hold an informal hearing, where the contractor and subcontractor, meet with representatives from MTTA. After hearing from both parties, a decision will be rendered within five days, detailing the consequences/sanctions, which shall be consistent with the non-compliant issue, which could, if warranted, include termination for default or convenience. The contractor officer shall work with the DBELO and Administrator of Grants and Procurement, and other representatives as necessary.

Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of MTTA. This clause applies to both DBE and non-DBE subcontracts.

e. The contractor must promptly notify MTTA, whenever a DBE subcontractor performing work related to this contract is terminated or fails to complete its work, and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of work. The contractor may not terminate any DBE subcontractor and perform that work through its own forces or those of an affiliate without prior written consent of

MTTA.

14. INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS

Incorporation of Federal Transit Administration (FTA) Terms The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1F, are hereby incorporated by reference.

Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any (name of grantee) requests which would cause (name of grantee) to be in violation of the FTA terms and conditions.

15. LOBBYING

31 U.S.C. 1352, 49 CFR Part 19, 49 CFR Part 20 Byrd Anti-Lobbying Amendment, 31 U.S.C.

1352, as amended by the Lobbying Disclosure Act of 1995, P.L. 104-65 [to be codified at 2 U.S.C. § 1401, et seq.] Proposers who apply or Proposal for an award of $150,000 or more shall file the certification required by 49 CFR parts 20, "New Restrictions on Lobbying."

Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any MTTA, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the recipient.

16. SPECIAL NOTIFICATION REQUIREMENTS FOR STATES

To the extent required by Federal law, the State agrees that, in administering any Federal Assistance Program or Project supported by the underlying Grant Agreement or Cooperative Agreement, any request for proposals, solicitation, grant application, form, notification, press release, or other publication involving the distribution of Federal assistance for the Program or the Project shall indicate that FTA is the Federal agency that is providing the Federal assistance, the Catalog of Federal Domestic Assistance Number of the program from which the Federal assistance is authorized, as applicable, and the amount provided.

17. PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO

SURVEILLANCE SERVICES OR EQUIPMENT.

a) Recipients and subrecipients are prohibited from obligating or expending loan or grant funds to:

1) Procure or obtain;

2) Extend or renew a contract to procure or obtain; or

3) Enter into a contract (or extend or renew a contract) to procure or obtain equipment, services, or systems that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. As described in Public Law 115-232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities).

(i) For the purpose of public safety, security of government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by

Hytera Communications Corporation, Hangzhou Hikvision Digital Technology

Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities).

(ii) Telecommunications or video surveillance services provided by such entities or using such equipment.

(iii) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the

Director of the National Intelligence or the Director of the Federal Bureau of

Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country.

b) In implementing the prohibition under Public Law 115-232, section 889, subsection (f), paragraph (1), heads of executive agencies administering loan, grant, or subsidy programs shall prioritize available funding and technical support to assist affected businesses, institutions and organizations as is reasonably necessary for those affected entities to transition from covered communications equipment and services, to procure replacement equipment and services, and to ensure that communications service to users and customers is sustained.

c) See Public…