1-RFP Strategic Plan Development 1.2026.pdf

BLOOMINGTON PUBLIC TRANSPORTATION CORPORATION

REQUEST FOR PROPOSALS

Strategic Plan Development

Release Date: January 8, 2026

Deadline for Submission: February 10, 2026

Buyer Contact: Zac Huneck, Grants & Procurement Specialist

REQUEST FOR PROPOSALS (RFP)

Strategic Plan Development

RELEASE DATE: January 8, 2026

CLOSING DATE: February 10, 2026 @4:00pm EST

CONTACT PERSON: Zac Huneck, Grants & Procurement Specialist

E-mail: huneckz@bloomingtontransit.com Phone: 812-336-7433 x106

Bloomington Public Transportation Corporation 130 W Grimes Ln Bloomington, IN 47403

BUSINESS HOURS: M-F 8:00 AM – 4:30 PM (EST)

1. PROCUREMENT SCHEDULE

The project schedule is summarized below, and is subject to change for the convenience of BPTC.

1. Issue RFP Wed January 7, 2026

2. Pre-Proposal Conference Tue January 20, 2026 @2:00pm EST

3. Questions related to RFP submitted Fri January 23, 2026 @4:00pm EST

3. Responses to questions issued by BPTC Wed January 28, 2026 @1:30pm EST

5. Proposals due Tue February 10, 2026 @2:00pm EST

6. Complete Evaluations Feb 23, 2026

7. Negotiate Contract Mar 6, 2026

8. Award Contract Mar 17, 2026

8. Project startup April 2026

It is expressly understood and agreed that the submission of a proposal does not require or obligate BPTC to pursue an agreement with any proposer. BPTC is not responsible for any expenses incurred by offerors in the preparation of proposals. All negotiations are subject to the consideration and discretionary approval of BPTC, which may, at its sole discretion, accept or reject any and/or all proposals and agreements.

PURPOSE

Bloomington Public Transportation Corporation (BPTC or BT) is hereby accepting proposals from qualified firms for the provision of professional services to update its Strategic Plan, developed and adopted in 2022-2023. The selected firm will guide agency staff and stakeholders in evaluating progress to date, update goals and priorities based upon evolving operating conditions, and produce an updated, actionable strategic plan for a 5-10 year operating horizon.

BACKGROUND

BPTC is the entity of local government responsible for the provision of public transit services in the Bloomington urbanized area. The agency was created through an ordinance passed by the City of Bloomington Common Council in 1982, and is organized under Indiana Code (I.C. 36-9-4).

Bloomington is home to the flagship campus of Indiana University, service to which has historically composed the majority of BT’s operations. BT operates fixed routes, complementary ADA paratransit service, and recently deployed on-demand microtransit service to connect area residents and visitors to destinations throughout its service area. Through its combined transportation network, the agency provides approximately three million trips annually.

In 2022, BT undertook its first comprehensive strategic planning endeavor, resulting in Transform BT that has guided policymaking and operations since its adoption. In the intervening years, the agency has made strides to carry out the actionable steps defined in Transform BT, including the modernization of transit technologies, workforce development initiatives, and fostering local and regional partnerships for the expansion of transit offerings. In 2023, the City of Bloomington committed to investing nearly $20 million in public transit projects over a 5 year period. In 2024, BT deployed its first fixed route extending into Monroe County, following the Bloomington City Council’s authorized transit service area expansion beyond City boundaries.

The agency is currently beginning the early design phase for a new administration and maintenance facility that will enable the additional capacity needed to meet the needs of those within its expanded service area. Meanwhile, challenges persist in recruiting and retaining the personnel necessary to support such capacity-building, and uncertainties surround BT’s shifting operating environment within the industry, local, state, and federal levels. BT now seeks to undergo this strategic planning endeavor to build upon the foundation of Transform BT, and position the agency to best meet the opportunities and challenges in the years ahead.

OBJECTIVES

In partnership with the selected firm, BT seeks to accomplish the following objectives:

Review changes in operating conditions

Evaluate progress to date toward the goals and tasks defined in Transform BT

Update priorities and strategies through the lens of established core values

Extend long-range planning and operational goals

Examine staffing, corporate, and governance models

Produce an actionable implementation plan https://www.transformbt.com/ https://www.transformbt.com/

SCOPE OF WORK

Overview The firm selected through this RFP will guide agency stakeholders through a strategic planning exercise to assess progress toward previously established goals, and produce updated goals and actionable tasks for a 5-10 year operating horizon. This planning exercise is expected to produce an update to, rather than a replacement of, BT’s currently adopted strategic plan. In this way, the agency expects many of the activities of its most recent strategic planning effort to be abbreviated.

The selected firm will facilitate a range of engagement and research methods—interviews, surveys, document and data analysis—to gather insights, articulate findings, and prioritize the goals of stakeholders. Engagement activities are to be conducted through both in-person and virtual sessions, as needed. Activities that must be conducted in-person include one full-day intensive retreat with the BPTC Board of Directors, sessions with City of Bloomington, Monroe County, and regional representatives, and a final presentation at a meeting of the BPTC Board.

Key points of consideration throughout the project are referenced below as a depiction of the breadth of topics to be explored. This list is not exhaustive, and BT expects further topics to emerge through the planning process with the guidance of the selected firm.

Progress toward goals established in Transform BT o Ongoing utilization of established performance metrics o Implementation gaps o Accomplishments with quantifiable metrics

BT workforce development, recruitment, and retainage

Status of regional partnerships and funding agreements o City of Bloomington o Indiana University o IU Campus Bus o Rural Transit o Ivy Tech Community College o Monroe County o The Town of Ellettsville o Major employers o Defining the roles of transportation providers in the area

BT’s operating environment o Comparison with peer transit agencies o Local support for public transportation o State-level support for public transportation, with special consideration of the implications of Senate Bill 1 o Outlook of public transportation priorities at the federal level

Current public transit offerings and areas for expansion o Top-level overview of local ridership trends and needs o Fixed routes Service to IU campus Service throughout the City of Bloomington Service throughout the Bloomington-Monroe County Urbanized Area Contracted fixed route serving high-density apartment complexes o ADA Paratransit o BLink Microtransit o Voucher programs with transportation network companies o Employer-backed fare subsidy programs o Transit infrastructure, including bus shelters and transit information systems

BPTC governance structure o Assess the need for expanded representation on the BPTC Board of Directors to reflect the agency’s expanded service area

Potential rebranding to reflect the agency’s expanded service area

Strategies to enhance public transit and brand awareness, including recommendations to update the Transform BT website.

Reprioritization of agency projects in terms of short, medium, and long range goals o Develop performance metrics to be used by the agency to assess ongoing progress

Key Deliverables:

The following deliverables are to be produced by the selected firm as working documents as the planning process progresses, and to be developed into sections of a final, cohesive Strategic Plan.

Existing conditions review and summarization

Transform BT Progress Report

Stakeholder Engagement Report

Reprioritization of projects, tasks, and goals over a 5-10 year horizon

Recommendations for marketing strategies

INSTRUCTIONS TO OFFERORS

Offerors shall submit proposals in PDF format via BT’s e-procurement platform portal. Proposals are to be submitted in two parts: 1) Main Proposal 2) Cost Proposal. Proposers should endeavor to submit concise proposals, approximately 15 pages or less to address items 1-3 below (other required documents, including Cost Proposal form, affidavits, certifications, etc. are not included in the 15-page limit). Proposals must contain the following information:

1. Cover Letter

2. Background of Firm and Key Personnel

A. Business information about the firm B. Key personnel, roles, and qualifications https://bloomingtontransit.bonfirehub.com/portal/?tab=openOpportunities

• Name of the principal in the firm who will serve as project manager for the duration of the project with BPTC

• Resumes, qualifications, certifications for all key personnel assigned to the project

C. Experience of the firm

• Describe at least three (3) similar projects/assignments. Highlight any projects working with public agencies.

• Provide three (3) references from clients of similar projects who may be contacted by BPTC. Include name, address, telephone number, and email addresses.

3. Approach to Scope of Work

• Describe the firm’s approach to completing the Scope of Work, key milestones, and schedule for deliverables.

4. Cost Proposal

• Complete Cost Proposal form (Exhibit 1). Submit in separate pdf document.

5. Executed clauses, certifications, affidavits, Acknowledgement of Addenda (Exhibits 2-6)

PRE-PROPOSAL MEETING

The Agency will conduct a virtual pre-proposal meeting on Thursday. A link to the virtual meeting will be sent to all RFP holders via the agency’s e-procurement platform.

PROPOSAL SUBMISSION

Proposals must be submitted on BPTC’s e-procurement platform no later than 4:00pm EST on February 10, 2026. Late proposals will not be accepted.

EVALUATIONS

BPTC will select the firm determined to represent the best value for the agency using the following evaluation criteria:

Criteria Criteria

Qualifications of the offering firm, including past experience with similar projects. Findings from client references.

Experience and capability of project manager assigned to the project.

Experience and responsibilities for other project staff.

Approach to Scope of Work, including methodology, and schedule breakdown

Cost. Rankings 20

CONTRACT TERM

The term for this contract will be for one (1) year upon the date of contract execution.

GENERAL TERMS AND CONDITIONS

1. Modification and rights of rejection: The Bloomington Public Transportation Corporation reserves the right to modify the Procurement Schedule for its own convenience and to reject any or all submittals.

2. Questions, and Amendments to RFP: All questions and comments regarding the information contained within this proposal must be submitted in writing to Zac Huneck, Grants & Procurement Specialist via email by January 23 @4:00pm EST. Any clarifications or further instructions provided by BPTC to proposers will be sent to all proposers as addendums to this RFP.

Contact information: Zac Huneck, Grants & Procurement Specialist huneckz@bloomingtontransit.com Use subject line: “Strategic Plan Questions”

a. If this solicitation is amended, then all terms and conditions which are not modified remain unchanged.

b. Proposers shall acknowledge receipt of any addenda to this solicitation by signing and returning “Acknowledgement of Addenda (Exhibit 6)” along with proposal submission.

3. Single offer: If only a single offer is received, BPTC may require that the bidder disclose the necessary cost or pricing data to enable BPTC to perform a cost or price analysis to ensure that the bid price is fair and reasonable. If requested, the Proposer shall provide the cost or price data within five (5) working days of the date requested. BPTC reserves the right to reject or accept the bid on the basis of the cost or pricing data.

4. Discussions with Proposers: BPTC may conduct discussions with proposers for the purpose of clarification. The purpose of these discussions will be to ensure full understanding of the requirements of the RFP and proposal. Discussions will be limited to specific sections and identified by the Grants & Procurement Specialist. Discussions will only be held with proposers who have submitted a proposal deemed reasonably susceptible for award by the Grants & Procurement Specialist. Discussions, if held, will be after initial evaluation of proposals by BPTC. If modifications are made as a result of these discussions, they will be put in writing. Following discussions, the General Manager may set a time for best and final proposal submissions from those proposers with whom discussions were held. Proposals may be re-evaluated after receipt of best and final proposal submission.

5. Protest Procedures: Protests may be made by prospective proposers or proposers whose direct economic interests would be affected by the award of a contract or by failure to award a contract. BPTC will consider all protests requested in a timely manner regarding the award of a contract, whether submitted before or after an award. All protests are to be submitted in writing to the Bloomington Public Transportation Corporation, 130 W.

Grimes Lane, Bloomington, Indiana, 47403. Protest submissions shall be concise, logically arranged, and clearly state the grounds for the protest. Protests alleging restrictive specifications, scope of work, or improprieties which are apparent prior to proposal opening must be submitted in writing to the BPTC General Manager and must be received seven (7) days prior to proposal opening or closing date for receipt of proposals.

Protests against the making of an award must be submitted in writing to the BPTC General Manager within seven (7) days following the proposal award. Copies of BPTC's detailed protest procedures are available by contacting the Grants & Procurement Specialist.

Contact information:

130 W Grimes Ln Attn: General Manager Bloomington, IN 47403

6. Public Records/Confidentiality: The Proposals received become the exclusive property of BPTC. When a contract award is approved by BPTC, all Proposals submitted in response to this Proposal shall become a matter of public record and shall be regarded as public records, with the exception of those elements of each Proposal that are marked as “TRADE SECRET,” “CONFIDENTIAL” or “PROPRIETARY.” If required by law or by an order of a court, BPTC may be required to disclose such records or portions thereof, including without limitation those so marked. Proposals that indiscriminately identify all or most of the Proposal as exempt from disclosure without justification may be found to be technically unacceptable.

7. Award: The firm/entity chosen may be required to participate in negotiations and to submit such revisions of its proposals as may result from negotiations. VSD reserves the right to award a contract/select a service provider without discussion based upon the initial proposals.

8. Signature: The consultant’s RFP response shall provide the following information: name, title, address, and telephone number of individuals with authority to bind the service provider and who may be contacted during the period of proposal evaluation. The consultant’s RFP response shall be signed by an official authorized to bind the consultant.

9. Required Clauses, Affidavits, and Certifications: The selected firm hereinafter known as the "Contractor" shall comply with the required clauses required for participation in the project as shown in Exhibits 2-5. The federal clauses summarized in Exhibit 2 will be incorporated into the final contract for services. Affidavits and certifications contained in the following pages must be executed and submitted with proposals.

EXHIBIT 2: Federal Contract Clauses

ACCESS TO RECORDS AND REPORTS

Record Retention. The Contractor will retain, and will require its subcontractors of all tiers to retain, complete and readily accessible records related in whole or in part to the contract, including, but not limited to, data, documents, reports, statistics, leases, subcontracts, arrangements, other third party Contracts of any type, and supporting materials related to those records.

(a) A bid guarantee from each bidder equivalent to five percent of the bid price. The "bid guarantee" must consist of a firm commitment such as a bid bond, certified check, or other negotiable instrument accompanying a bid as assurance that the bidder will, upon acceptance of the bid, execute such contractual documents as may be required within the time specified.

Retention Period. The Contractor agrees to comply with the record retention requirements in accordance with 2 C.F.R. §

200.334. The Contractor shall maintain all books, records, accounts and reports required under this Contract for a period of at not less than three (3) years after the date of termination or expiration of this Contract, except in the event of litigation or settlement of claims arising from the performance of this Contract, in which case records shall be maintained until the disposition of all such litigation, appeals, claims or exceptions related thereto.

Access to Records. The Contractor agrees to provide sufficient access to FTA and its contractors to inspect and audit records and information, including such records and information the contractor or its subcontractors may regard as confidential or proprietary, related to performance of this contract in accordance with 2 CFR § 200.337.

Access to the Sites of Performance. The Contractor agrees to permit FTA and its contractors access to the sites of performance under this contract in accordance with 2 CFR § 200.337.

CHANGES TO FEDERAL REQUIREMENTS

Federal requirements that apply to the Recipient or the Award, the accompanying Underlying Agreement, and any Amendments thereto may change due to changes in federal law, regulation, other requirements, or guidance, or changes in the Recipient’s Underlying Agreement including any information incorporated by reference and made part of that Underlying Agreement; and Applicable changes to those federal requirements will apply to each Third Party Agreement and parties thereto at any tier.

CIVIL RIGHTS LAWS AND REGULATIONS

The following Federal Civil Rights laws and regulations apply to all contracts.

The Contractor and any subcontractor agree to comply with all the requirements prohibiting discrimination on the basis of race, color, or national origin of the Title VI of the Civil Rights Action of 1964, as amended 52 U.S.C 2000d, and U.S. DOT regulation “Nondiscrimination in FederallyAssisted Programs of the Department of Transportation – Effectuation of the Title VI of the Civil rights Act, “49 C.F. R. Part 21 and any implementing requirement FTA may issue.

Federal Equal Employment Opportunity (EEO) Requirements.These include, but are not limited to:

Nondiscrimination in Federal Public Transportation Programs. 49 U.S.C. § 5332, covering projects, programs, and activities financed under 49 U.S.C. Chapter 53, prohibits discrimination on the basis of race, color, religion, national origin, sex (including sexual orientation and gender identity), disability, or age, and prohibits discrimination in employment or business opportunity.

Prohibition against Employment Discrimination. Title VII of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000e, and Executive Order No. 11246, “Equal Employment Opportunity,” September 24, 1965, as amended, prohibit discrimination in employment on the basis of race, color, religion, sex, or national origin.

Nondiscrimination on the Basis of Sex. Title IX of the Education Amendments of 1972, as amended, 20 U.S.C. § 1681 et seq.

and implementing Federal regulations, “Nondiscrimination on the Basis of Sex in Education Programs or Activities Receiving Federal Financial Assistance,” 49 C.F.R. part 25 prohibit discrimination on the basis of sex.

Nondiscrimination on the Basis of Age. The “Age Discrimination Act of 1975,” as amended, 42 U.S.C. § 6101 et seq., and Department of Health and Human Services implementing regulations, “Nondiscrimination on the Basis of Age in Programs or Activities Receiving Federal Financial Assistance,” 45 C.F.R. part 90, prohibit discrimination by participants in federally assisted programs against individuals on the basis of age. The Age Discrimination in Employment Act (ADEA), 29 U.S.C. § 621 et seq., and Equal Employment Opportunity Commission (EEOC) implementing regulations, “Age Discrimination in Employment Act,” 29 C.F.R. part 1625, also prohibit employment discrimination against individuals age 40 and over on the basis of age.

Federal Protections for Individuals with Disabilities. The Americans with Disabilities Act of 1990, as amended (ADA), 42 U.S.C.

§ 12101 et seq., prohibits discrimination against qualified individuals with disabilities in programs, activities, and services, and imposes specific requirements on public and private entities. Third party contractors must comply with their responsibilities under Titles I, II, III, IV, and V of the ADA in employment, public services, public accommodations, telecommunications, and other provisions, many of which are subject to regulations issued by other Federal agencies.

Civil Rights and Equal Opportunity The Agency is an Equal Opportunity Employer. As such, the Agency agrees to comply with all applicable Federal civil rights laws and implementing regulations. Apart from inconsistent requirements imposed by Federal laws or regulations, the Agency agrees to comply with the requirements of 49 U.S.C.

§ 5323(h) (3) by not using any Federal assistance awarded by FTA to support procurements using exclusionary or discriminatory specifications. Under this Contract, the Contractor shall at all times comply with the following requirements and shall include these requirements in each subcontract entered into as part thereof.

Nondiscrimination. In accordance with Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, religion, national origin, sex, disability, or age. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue.

Race, Color, Religion, National Origin, Sex. In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e et seq., and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. chapter 60, and Executive Order No. 11246, "Equal Employment Opportunity in Federal Employment," September 24, 1965, 42 U.S.C. § 2000e note, as amended by any later Executive Order that amends or supersedes it, referenced in 42 U.S.C. § 2000e note. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, national origin, or sex (including sexual orientation and gender identity). Such action shall include, but not be limited to, the following: employment, promotion, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

Age. In accordance with the Age Discrimination in Employment Act, 29 U.S.C. §§ 621634, U.S. Equal Employment Opportunity Commission (U.S. EEOC) regulations, “Age Discrimination in Employment Act,” 29 C.F.R. part 1625, the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6101 et seq., U.S. Health and Human Services regulations, “Nondiscrimination on the Basis of Age in Programs or Activities Receiving Federal Financial Assistance,” 45 C.F.R. part 90, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any Implementing requirements FTA may issue.

Disabilities. In accordance with section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. § 794, the Americans with Disabilities Act of 1990, as amended, 42 U.S.C. § 12101 et seq., the Architectural Barriers Act of 1968, as amended, 42 U.S.C. § 4151 et seq., and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against individuals on the basis of disability. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

Promoting Free Speech and Religious Liberty. The Contractor shall ensure that Federal funding is expended in full accordance with the U.S. Constitution, Federal Law, and statutory and public policy requirements: including, but not limited to, those protecting free speech, religious liberty, public welfare, the environment, and prohibiting discrimination.

DISADVANTAGED BUSINESS ENTERPRISE (DBE)

It is the policy of the Agency and the United States Department of Transportation ("DOT") that Disadvantaged Business Enterprises ("DBE’s"), as defined herein and in the Federal regulations published at 49 C.F.R. part 26, shall have an equal opportunity to participate in DOTassisted contracts.

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 C.F.R. part 26 in the award and administration of DOTassisted 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 the Agency deems appropriate, which may include, but is not limited to:

Withholding monthly progress payments; Assessing sanctions; Liquidated damages; and/or Disqualifying the contractor from future bidding as nonresponsible. 49 C.F.R. § 26.13(b).

Prime contractors are required to pay subcontractors for satisfactory performance of their contracts no later than 30 days from receipt of each payment the Agency makes to the prime contractor. 49 C.F.R. § 26.29(a).

Finally, for contracts with defined DBE contract goals, the contractor shall utilize the specific DBEs listed unless the contractor obtains the Agency’s written consent; and that, unless the Agency’s consent is provided, the contractor shall not be entitled to any payment for work or material unless it is performed or supplied by the listed DBE. 49 C.F.R. § 26.53(f) (1).

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 (42 U.S.C.§ 6201).

EQUAL EMPLOYMENT OPPORTUNITY

During the performance of this contract, the contractor agrees as follows:

The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. 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. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the contracting officer setting forth the provisions of this nondiscrimination clause.

The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin.

The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information.

The contractor will send to each labor union or representative of workers with which it has a collective bargaining agreement or other contract or understanding, a notice to be provided by the agency contracting officer, advising the labor union or workers' representative of the contractor's commitments under section 202 of Executive Order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

The contractor will comply with all provisions of Executive Order 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor.

The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the contracting agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders.

In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of such rules, regulations, or orders, this contract may be canceled, terminated or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law.

The contractor will include the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as may be directed by the Secretary of Labor as a means of enforcing such provisions including sanctions for noncompliance: Provided, however, that in the event the contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction, the contractor may request the United States to enter into such litigation to protect the interests of the United States.

FLY AMERICA

a) Definitions. As used in this clause—

1) “International air transportation” means transportation by air between a place in the United States and a place outside the United States or between two places both of which are outside the United States. 2) “United States” means the 50 States, the District of Columbia, and outlying areas. 3) “U.S.flag air carrier” means an air carrier holding a certificate under 49 U.S.C. Chapter 411.

b) When Federal funds are used to fund travel, Section 5 of the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. 40118) (Fly America Act) requires contractors, Agencys, and others use U.S.flag air carriers for U.S.

Governmentfinanced international air transportation of personnel (and their personal effects) or property, to the extent that service by those carriers is available. It requires the Comptroller General of the United States, in the absence of satisfactory proof of the necessity for foreignflag air transportation, to disallow expenditures from funds, appropriated or otherwise established for the account of the United States, for international air transportation secured aboard a foreignflag air carrier if a U.S.flag air carrier is available to provide such services.

c) If available, the Contractor, in performing work under this contract, shall use U.S.flag carriers for international air transportation of personnel (and their personal effects) or property.

d) In the event that the Contractor selects a carrier other than a U.S.flag air carrier for international air transportation, the Contractor shall include a statement on vouchers involving such transportation essentially as follows:

Statement of Unavailability of U.S.Flag Air Carriers International air transportation of persons (and their personal effects) or property by U.S.flag air carrier was not available or it was necessary to use foreign flag air carrier service for the following reasons. See FAR § 47.403. [State reasons]:

e) Contractor shall include the substance of this clause, including this paragraph (e), in each subcontract or purchase under this contract that may involve international air transportation.

INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS

The provisions within include, in part, certain Standard Terms and Conditions required under the Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (2 CFR § 200), whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, detailed in 2 CFR § 200 or as amended by 2 CFR § 1201, or the most recent version of FTA Circular 4220.1 are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Contract. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any request which would cause a violation of the FTA terms and conditions.

NO GOVERNMENT OBLIGATION TO THIRD PARTIES

The Recipient 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 Recipient, Contractor or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying Contract. The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by the FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

PATENT RIGHTS AND RIGHTS IN DATA

Intellectual Property Rights This Project is funded through a Federal award with FTA for experimental, developmental, or research work purposes. As such, certain Patent Rights and Data Rights apply to all subject data first produced in the performance of this Contract. The Contractor shall grant the Agency intellectual property access and licenses deemed necessary for the work performed under this Contract and in accordance with the requirements of 37 C.F.R. part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by FTA or U.S. DOT.

The terms of an intellectual property agreement and software license rights will be finalized prior to execution of this Contract and shall, at a minimum, include the following restrictions:

Except for its own internal use, the Contractor may not publish or reproduce subject data in whole or in part, or in any manner or form, nor may the Contractor authorize others to do so, without the written consent of FTA, until such time as FTA may have either released or approved the release of such data to the public. This restriction on publication, however, does not apply to any contract with an academic institution.

For purposes of this Contract, the term “subject data” means recorded information whether or not copyrighted, and that is delivered or specified to be delivered as required by the Contract. Examples of “subject data” include, but are not limited to computer software, standards, specifications, engineering drawings and associated lists, process sheets, manuals, technical reports, catalog item identifications, and related information, but do not include financial reports, cost analyses, or other similar information used for performance or administration of the Contract.

1. The Federal Government reserves a royaltyfree, nonexclusive and irrevocable license to reproduce, publish, or otherwise use, and to authorize others to use for “Federal Government Purposes,” any subject data or copyright described below.

For “Federal Government Purposes,” means use only for the direct purposes of the Federal Government. Without the copyright owner’s consent, the Federal Government may not extend its Federal license to any other party.

a. Any subject data developed under the Contract, whether or not a copyright has been obtained; and

b. Any rights of copyright purchased by the Contractor using Federal assistance in whole or in part by the FTA.

2. Unless FTA determines otherwise, the Contractor performing experimental, developmental, or research work required as part of this Contract agrees to permit FTA to make available to the public, either FTA’s license in the copyright to any subject data developed in the course of the Contract, or a copy of the subject data first produced under the Contract for which a copyright has not been obtained. If the experimental, developmental, or research work, which is the subject of this Contract, is not completed for any reason whatsoever, all data developed under the Contract shall become subject data as defined herein and shall be delivered as the Federal Government may direct.

3. Unless prohibited by state law, upon request by the Federal Government, the Contractor agrees to indemnify, save, and hold harmless the Federal Government, its officers, agents, and employees acting within the scope of their official duties against any liability, including costs and expenses, resulting from any willful or intentional violation by the Contractor of proprietary rights, copyrights, or right of privacy, arising out of the publication, translation, reproduction, delivery, use, or disposition of any data furnished under that contract. The Contractor shall not be required to indemnify the Federal Government for any such liability arising out of the wrongful act of any employee, official, or agents of the Federal Government.

4. Nothing contained in this clause on rights in data shall imply a license to the Federal Government under any patent or be construed as affecting the scope of any license or other right otherwise granted to the Federal Government under any patent.

5. Data developed by the Contractor and financed entirely without using Federal assistance provided by the Federal Government that has been incorporated into work required by the underlying Contract is exempt from the requirements herein, provided that the Contractor identifies those data in writing at the time of delivery of the Contract work.

6. The Contractor agrees to include these requirements in each subcontract for experimental, developmental, or research work financed in whole or in part with Federal assistance.

PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS

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.

The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. chapter 53, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5323(l) on the Contractor, to the extent the Federal Government deems appropriate.

The Contractor agrees to include the above two 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 subcontractor who will be subject to the provisions.

PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE SERVICES OR EQUIPMENT.

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

Procure or obtain;

Extend or renew a contract to procure or obtain;or

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 115232, section 889, covered telecommunications equipment is telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities).

For the purpose of public saftey, 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).

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

Telecommunications or video surveillance equipment or services procuced 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.

In implementing the prohibition under Public Law 115232, 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.

See Public Law 115232,section 889 for additional in formation.

See also § 200.471.

PROMPT PAYMENT

The contractor is required to pay its subcontractors performing work related to this contract for satisfactory performance of that work no later than 30 days after the contractor’s receipt of payment for that work. In addition, the contractor is required to return any retainage payments to those subcontractors within 30 days after the subcontractor's work related to this contract is satisfactorily completed.

The contractor must promptly notify the Agency, 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 the Agency.

SAFE OPERATION OF MOTOR VEHICLES

Seat Belt Use The Contractor is encouraged to adopt and promote onthejob seat belt use policies and programs for its employees and other personnel that operate companyowned vehicles, company rented vehicles, or personally operated vehicles. The terms “companyowned” and “companyleased” refer to vehicles owned or leased either by the Contractor or Agency.

Distracted Driving The Contractor agrees to adopt and enforce workplace safety policies to decrease crashes caused by distracted drivers, including policies to ban text messaging while using an electronic device supplied by an employer, and driving a vehicle the driver owns or rents, a vehicle Contactor owns, leases, or rents, or a privatelyowned vehicle when on official business in connection with the work performed under this Contract.

TERMINATION

Termination for Convenience The Agency may terminate this contract, in whole or in part, at any time by written notice to the Contractor when it is in the Agency’s best interest. The Contractor shall be paid its costs, including contract closeout costs, and profit on work performed up to the time of termination. The Contractor shall promptly submit its termination claim to Agency to be paid the Contractor. If the Contractor has any property in its possession belonging to Agency, the Contractor will account for the same, and dispose of it in the manner Agency directs.

Termination for Default [Breach or Cause] If the Contractor does not deliver supplies in accordance with the contract delivery schedule, or if the contract is for services, the Contractor fails to perform in the manner called for in the contract, or if the Contractor fails to comply with any other provisions of the contract, the Agency may terminate this contract for default. Termination shall be effected by serving a Notice of Termination on the Contractor setting forth the manner in which the Contractor is in default. The Contractor will be paid only the contract price for supplies delivered and accepted, or services performed in accordance with the manner of performance set forth in the contract.

If it is later determined by the Agency that the Contractor had an excusable reason for not performing, such as a strike, fire, or flood, events which are not the fault of or are beyond the control of the Contractor, the Agency, after setting up a new delivery of performance schedule, may allow the Contractor to continue work, or treat the termination as a Termination for Convenience.

Opportunity to Cure The Agency, 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 Agency's satisfaction the breach or default of any of the terms, covenants, or conditions of this Contract within [10 days] after receipt by Contractor of written notice from Agency setting forth the nature of said breach or default, Agency 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 Agency from also pursuing all available remedies against Contractor and its sureties for said breach or default.

Waiver of Remedies for any Breach In the event that Agency elects to waive its remedies for any breach by Contractor of any covenant, term or condition of this contract, such waiver by Agency shall not limit Agency’s remedies for any succeeding breach of that or of any other covenant, term, or condition of this contract.

Termination for Convenience The Agency, by written notice, may terminate this contract, in whole or in part, when it is in the Agency’s interest. If this contract is terminated, the Agency shall be liable only for payment under the payment provisions of this contract for services rendered before the effective date of termination.

Termination for Default 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 Agency may terminate this contract for default.