26-08_Federal Legislative Consultant Services_FINAL.pdf

RFP 26-08 | Federal Legislative Consultant Services

R E Q U E S T F O R P R O P O S A L S

Federal Legislative Consultant Services

S O L I C I T A T I O N N O . B I D D E S I G N A T I O N

RFP 26-08 Public

D A T E I S S U E D P R O P O S A L S D U E

June 23, 2026 July 24, 2026 • 2:00 PM CT

S U B M I T V I A C O N T A C T

PlanetBids • Electronic Only DCTA Procurement Department

SECTION I: GENERAL PROCUREMENT INFORMATION

1. OVERVIEW:

The Denton County Transportation Authority (DCTA) is soliciting proposals from qualified firms to provide Federal Legislative Consultant Services. The selected firm will support

DCTA's federal legislative and regulatory strategy by monitoring, advising, and representing

DCTA before the United States Congress, federal agencies, and the U.S. Department of

Transportation, including the Federal Transit Administration (FTA), on matters affecting public transportation, mobility, infrastructure funding, and federal grant opportunities.

DCTA is a transportation authority and political subdivision of the State of Texas, created under Texas Transportation Code Chapter 460. As a regional mobility provider serving

Denton County and its member cities, DCTA relies on federal funding programs, including formula grants, discretionary grants, and infrastructure investment programs, to deliver transit services and advance regional mobility.

The purpose of this solicitation is to identify a firm with demonstrated expertise in federal legislative processes, congressional relations, and transportation policy, and that can effectively advance DCTA's priorities through strategic guidance, federal funding advocacy, regulatory monitoring, and coordination with Texas congressional delegation members.

2. PROCUREMENT SCHEDULE:

The anticipated procurement schedule is set forth in the table below. DCTA will make reasonable efforts to adhere to this schedule; any changes to milestone dates will be communicated by written addendum issued through PlanetBids. No oral representations regarding schedule changes shall be binding. Proposers are responsible for monitoring

PlanetBids for addenda and updates throughout the procurement period.

DATE TIME EVENT

Tuesday, June 23, 2026 Request for Proposal Released

Monday, July 6, 2026 2:00pm CST Questions Due from Vendors

Friday, July 10, 2026 2:00pm CST Answers to Questions Released

Friday, July 24, 2026 2:00pm CST Proposals Due

Week of August 10, 2026 To Be Determined Interviews

Week of August 17, 2026 To Be Determined Interviews (Alternate Week)

Wednesday, September 24, 2026 10:00AM CST DCTA Board of Directors – Contract

Authorization

October 1, 2026 To Be Determined Notice to Proceed will be issued upon execution of contract documents

3. QUESTIONS AND CLARIFICATIONS:

All requests for clarifications and questions shall be submitted in writing. No verbal questions will be accepted, and no verbal replies will be provided. All questions and requests for clarifications shall submitted through PlanetBids https://vendors.planetbids.com/portal/59304/portal-home.

General procurement questions can be sent to procurement@dcta.net, subject line Question:

RFP 26-08 Federal Legislative Consultant Services.

4. RECEIPT OF PROPOSAL:

Prior to the time and date indicated above, all Proposal Packages shall be electronically delivered to the Procurement Department via PlanetBids. Hardcopy submissions will not be accepted.

Proposal packages received after the due date and time shall not be considered.

DCTA reserves the right to change the deadline for submitting proposals. Further, DCTA reserves the right to unilaterally revise or amend the scope of services up to the time set for submitting proposals. Such revisions and addenda, if any, shall be announced by addenda to this solicitation. Copies of such addenda shall be furnished to all prospective proposers via

PlanetBids.

5. ACCEPTANCE PERIOD:

Proposals shall remain valid for a period of ninety (90) calendar days from the date of submission. If a Best and Final Offer is requested of the Offeror/Proposer, the Proposal shall remain valid for a period of up to sixty (60) additional days from the date of submission of the Best and Final Offer.

6. LATE PROPOSALS:

Any proposal received after the date and time specified shall be considered late and will not be considered in the award of contract. The proposal shall be returned to the Proposer unopened.

7. ADDENDUM:

The contents of all addendums sent to proposer are to be incorporated in the RFP documents and will become part of the contract documents.

8. CONFIDENTIALITY:

It is in the public interest for DCTA to receive as many proposals as possible. DCTA acknowledges the possible confidential nature of any aspect of the proposal including the cost or price information requested by the Request for Proposals, and DCTA obliges itself in good faith not to disclose any page of the proposal containing information which the

Proposer clearly marks as confidential during the evaluation process. After contract award, disclosure of information shall be made only in accordance with Texas law and applicable

Federal requirements.

https://vendors.planetbids.com/portal/59304/portal-home mailto:procurement@dcta.net

9. BOARD APPROVAL:

Approval by DCTA’s Board of Directors is required and award is anticipated after the

September 24, 2026, meeting.

10. EVALUATION AND AWARD OF CONTRACT

DCTA reserves the right to reject any and all Proposals, to waive any informalities (except the deadline for submission), and to negotiate contract terms with the Successful Proposer.

DCTA may reject any Proposal that is nonconforming, non-responsive, unbalanced, or conditional, or any Proposal that DCTA determines is not in the best interest of DCTA.

DCTA may also reject the Proposal of any Proposer deemed unqualified, lacking in financial ability, or failing to meet any standard or criterion established by DCTA.

DCTA may conduct investigations as necessary to determine the responsibility, qualifications, and financial stability of any Proposer or proposed Subcontractor or other individual or organization, and to confirm their ability to perform the work in accordance with the Contract Documents and within the prescribed time.

DCTA intends to award the contract to a single firm whose proposal is most advantageous to

DCTA. Accordingly, DCTA may not necessarily make an award to the Proposer with the highest technical ranking nor award to the Proposer with the lowest Price Proposal if doing so would not be in the overall best interest of DCTA.

SECTION II: SCOPE OF WORK, TERMS AND CONDITIONS

1. CONTRACT

Submission of a proposal constitutes an offer to perform the work specified and to be bound by the terms contained or referenced herein. Upon acceptance of the offer, and upon award of the Contract to the successful offeror (if any), this procurement solicitation document

(entitled "Request for Proposal") together with the completed and executed forms required herein, and all attachments hereto, together with the contract shall collectively constitute the

Contract documents.

2. PURPOSE

Denton County Transportation Authority (DCTA) is soliciting Request for Proposals (RFP) for Federal Legislative Consultant Services from a firm with experience in Federal

Legislative Consulting Services and a demonstrated understanding and experience in dealing with transportation-related legislative initiatives. The term for the Federal Legislative

Consulting Services would cover federal congressional sessions with two (2) renewal options.

3. CONTRACT TERM

The initial term of the contract shall commence on October 1, 2026, through and including

September 30, 2028, with the option to renew for one (1) additional two (2) year term, through September 30, 2030.

4. BACKGROUND

DCTA is a coordinated county transportation authority created by House Bill 3323, under

Chapter 460 of the Texas Transportation Code, approved by the 77th Texas Legislature and signed into law by the Governor in 2001. On November 5, 2002, the voters in Denton County approved the confirmation of DCTA by 73-percent. A special election was then held in

September 2003, which provided a dedicated half-cent sales tax to fund DCTA by the cities of Denton, Highland Village, and Lewisville.

The DCTA Board of Directors is governed by a five voting-member Board appointed by respective entities from Denton County and the cities of Denton, Highland Village, and

Lewisville serving two-year terms. Large cities, small cities and other Denton County cities make up the remaining six non-voting members. To learn more about how DCTA is shaping the future of North Texas, visit RideDCTA.net.

DCTA is committed to improving mobility, air quality, economic development, and livability in the communities it serves. In collaboration with diverse stakeholders and partners, DCTA is a leader in advancing mobility initiatives to serve the ever-changing transit needs of riders.

DCTA serves Denton, Collin, and Tarrant Counties and operates:

• Fixed-route bus lines http://www.ridedcta.net/

• A 21-mile A-train commuter rail line

• GoZone on demand rideshare service

• Paratransit services

• Additional mobility programs throughout Denton County and surrounding areas

In fiscal year 2025, DCTA served approximately 3 million passengers systemwide.

No state or federal funds will be utilized for contract payments resulting from this solicitation. In some instances, federal laws and regulations may be referenced for clarification of DCTA requirements

5. SCOPE OF SERVICES:

An innovative and strategic approach to these services is essential to advancing DCTA’s objectives and will be a key factor in the selection of the Consultant. The following scope of work outlines DCTA’s needs based on prior experience and anticipated legislative and regulatory priorities. DCTA welcomes new approaches, methodologies, and techniques that enhance the effectiveness of its legislative advocacy and intergovernmental engagement efforts.

The final scope of services will be confirmed during negotiations and incorporated into the resulting Contract for services.

6. PROJECT RESPONSIBILITIES

6.1 The Consultant shall advise and assist DCTA in developing and implementing an annual federal legislative strategy that supports DCTA's priorities at the federal level. For each congressional session, goals generally shall include:

6.1.1 Supporting efforts to retain and strengthen DCTA's federal funding streams and statutory standing.

6.1.2 Preserving existing federal funding sources and identifying opportunities to expand or diversify funding through discretionary and non-discretionary programs.

6.1.3 Promoting federal legislation and policy that advances mobility innovation, including public-private partnerships and alternative funding mechanisms.

6.1.4 Supporting initiatives that enhance economic development, including transit oriented development and regional mobility partnerships.

These goals may be revised as conditions change.

6.2 The Consultant shall maintain ongoing communication with the Texas Congressional

Delegation, advising Members and their staff of DCTA activities and priorities. The

Consultant shall also advise DCTA's Board of Directors, Executive Leadership, and designated staff regarding Delegation interests and needs. Such activities shall include:

6.2.1 Seeking Delegation support for federal project funding and transit-related initiatives.

6.2.2 Advancing DCTA's federal legislative platform and annual federal agenda.

6.2.3 Coordinating with peer Texas transit agencies on shared federal legislative efforts.

6.2.4 Monitoring and understanding stakeholder federal legislative agendas.

6.2.5 Maintaining relationships with Members of Congress and staff on appropriations, transit, and transportation authorizing committees, or any other committee where legislation affecting DCTA may be assigned.

6.3 The Consultant shall monitor federal agencies and organizations for opportunities and impacts to key DCTA projects. This non-exhaustive list includes:

6.3.1 U.S. Congress and appropriate committees, including appropriations and transportation authorizing committees

6.3.2 Federal Transit Administration (FTA)

6.3.3 U.S. Department of Transportation (USDOT)

6.3.4 Federal Railroad Administration (FRA)

6.3.5 Presidential Administration and relevant executive agencies

6.3.6 American Public Transportation Association (APTA) and other industry-related associations

6.4 The Consultant shall monitor federal funding programs and grant opportunities for impacts and benefits to DCTA projects. Areas of focus shall include (this list is non-exhaustive):

6.4.1 FTA formula and discretionary grant programs

6.4.2 Competitive discretionary grant opportunities

6.4.3 Infrastructure Investment and Jobs Act funding opportunities

6.4.4 Transportation reauthorization developments and opportunities

6.4.5 Emerging federal policies and regulations affecting transit operations and funding eligibility

6.5 The Consultant shall be responsible for providing ongoing communication and coordination with federal agencies, congressional offices, and industry associations. Responsibilities include, but are not limited to:

6.5.1 Maintaining and executing a comprehensive federal outreach strategy that supports

DCTA's legislative and funding priorities.

6.5.2 Conducting monthly coordination calls with DCTA staff to discuss federal issues, emerging concerns, and upcoming congressional actions.

6.5.3 Briefing the Texas Congressional Delegation and key committees on the activities and plans of DCTA, in coordination and consultation with DCTA's Executive Team.

6.5.4 Arranging periodic briefing meetings for DCTA with Members and staff in

Washington, D.C., on not more than a quarterly basis.

6.5.5 Arranging meetings with Members of Congress in the Dallas/Fort Worth area of

Texas, on not more than a quarterly basis.

6.5.6 Serving as a general advisor to the CEO and DCTA's Board of Directors on all federal legislative and regulatory matters, providing recommendations, strategic guidance, and situational awareness as needed.

7. SPECIAL RESPONSIBILITIES

1. Monthly reporting on activities, accomplishments, and key items of federal interest to

DCTA.

2. In-person briefings to DCTA Board of Directors or Board committees, as requested, including visits to the Dallas/Fort Worth area up to two (2) times per year.

3. The Proposer can expect DCTA staff to travel to the Washington, D.C. area periodically and may be asked to assist DCTA in arranging meetings with members of Congress, federal agencies, and industry-related agencies

4. Monthly invoicing.

5. Assistance in advancing DCTA's federal legislative agenda, including identifying and securing congressional sponsors and supporters for DCTA-related legislation and funding requests.

6. Assistance in developing and submitting competitive federal grant applications, drawing upon familiarity with FTA, USDOT, and other federal agency grant processes.

7. Keep staff apprised of federal legislation, regulatory changes, and emerging federal policy deemed beneficial or detrimental to DCTA and provide advice on appropriate and judicious federal legislative engagement.

8. Identify and defend DCTA against detrimental federal legislation, regulations, and policies.

9. Provide assistance in planning events, meetings, receptions, or other activities to facilitate stakeholder outreach and education efforts in Washington, D.C., including assistance in securing the attendance of congressional delegation members at local special events and meetings.

10. Coordinate and schedule meetings between Members of Congress, federal agency officials, DCTA staff, executives, and Board members.

11. Regularly meet with Delegation members and federal agency officials on behalf of the

Agency in order to advance DCTA priorities.

12. Attend industry-specific federal legislative meetings and conferences on behalf of DCTA, as requested, including APTA legislative conferences and other relevant forums.

13. Track federal legislation and regulatory activity that could impact DCTA and provide regular updates for staff review throughout the congressional session.

14. Provide monthly written activity reports via email detailing the status of the Agency's federal legislative priorities, as well as updates and analyses on transit/transportation-related federal legislative and regulatory activities, or other initiatives that may impact

DCTA operations, personnel management, procurement practices, administration, etc.

15. At the conclusion of each congressional session, the Consultant shall provide a federal legislative wrap-up to the Board of Directors outlining performance and progress regarding adopted federal legislative initiatives, other key legislation and regulatory activities, and a recommended path forward into the next session.

16. Prepare information on Services Performed as required in the quarterly Disclosure of

Lobbying Activities report (Standard Form LLL) for submittal to FTA by DCTA.

17. Develop and maintain an annual federal agenda and strategic plan for securing federal funding and positioning DCTA at the federal level to accomplish the goals of the agenda and strategic plan.

8. QUALIFICATIONS OF FIRM

1. A minimum of eight (8) years’ experience as a Federal Legislative Representative;

2. Past performance on contracts within the last five (5) years with the government, non-profit, or transit agencies detailing relevant areas of the scope;

3. A Washington, D.C, office location

4. Demonstrated knowledge of and experience with public transit, bus, and rail issues and established relationships with key federal legislators and their staff;

5. Experience working with the Federal Transit Administration (FTA), U.S. Department of

Transportation (USDOT), Federal Railroad Administration (FRA), and industry associations such as the American Public Transportation Association (APTA);

6. Established relationships with members of the Texas congressional delegation, particularly those serving on transportation-related committees;

7. Confirmation of registration as a federal lobbyist under the Lobbying Disclosure Act of

1995 or demonstrated ability to obtain registration prior to the issuance of a Notice to

Proceed.

SECTION III: GENERAL TERMS AND CONDITIONS

1. CANCELLATION

DCTA reserves the right to cancel this RFP or cancel the award of this contract at any time before execution of the contract by both parties if cancellation is deemed to be in DCTA's best interest. In no event shall the DCTA have any liability for the cancellation of award.

The Proposer assumes the sole risk and responsibility for all expenses connected with the preparation of its proposal.

2. EVALUATION AND AWARD OF CONTRACT

DCTA reserves the right to reject any and all proposals, to waive any and all informalities except for the time of submission of the Proposal and to negotiate contract terms with the

Successful Proposer. DCTA also reserves the right to reject all nonconforming, non-responsive, unbalanced, or conditional Proposals. Also, DCTA reserves the right to reject the

Proposal of any Proposer if DCTA believes that it would not be in the best interest of the

Project to make an award to that Proposer, whether because the Proposal is not responsive, or the Proposer is unqualified or has doubtful financial ability or fails to meet any other pertinent standard or criteria established by DCTA. Discrepancies in the multiplication of units of Work and unit prices will be resolved in favor of the unit prices. Discrepancies between the indicated sum of any column of figures and the correct sum thereof will be resolved in favor of the correct sum.

In evaluating Proposals, DCTA will consider the qualifications of the Proposers, whether or not the Proposals comply with the prescribed requirements, unit prices, completion time, and other data, as may be requested in the Proposal form or prior to the Notice of Award.

Because offers can at times be ambiguous, DCTA reserves the right to request additional information before making an award. DCTA also reserves the right to seek clarification from any proposer or offeror about any statement in its proposal that DCTA finds ambiguous.

DCTA may consider the qualifications and experience of any Subcontractors, Suppliers, or other persons or organizations proposed for those portions of the Work as to which the identity of Subcontractors, Suppliers, and other persons and organizations must be submitted as requested by DCTA.

DCTA may consider its past experience with the Proposer and any Subcontractors, Suppliers or other persons or organizations proposed to perform any portions of the Work, and DCTA reserves the right to reject any and all proposals from persons or organizations with whom

DCTA has previously experienced problems including but not limited to issues relating to performance, workmanship, and disputes or litigation.

DCTA may conduct such investigations as DCTA deems necessary to assist in the evaluation of any Proposal and to establish the responsibility, qualifications and financial stability of

Proposers, proposed Subcontractors, Suppliers and other persons and organizations to perform and furnish the Work in accordance with the Contract Documents to DCTA’s satisfaction within the prescribed time.

If contract is to be awarded, it will be awarded to the best qualified Proposer whose evaluation by DCTA indicates to DCTA that the award will be in the best interests of the DCTA. DCTA may award the contract to a single supplier, affording DCTA the improved cost effectiveness as well as one stop shopping. If determined to be in the best interest of DCTA, it reserves the right to award to multiple proposers.

3. ADDENDUM

The contents of all addendums sent to proposer are to be incorporated in the RFP documents and will become part of the contract documents.

4. PROOF OF INSURABILITY

Proposer must submit proof of insurability with their proposal. Proof of insurability can be in the form of a letter from the Proposer’s insurance provider stating the provider’s commitment to insure the Proposer for the types of coverages and levels of coverages specified in this RFP.

5. CONFIDENTIALITY

It is in the public interest for the DCTA to receive as many proposals as possible. The DCTA acknowledges the possible confidential nature of any aspect of the proposal including the cost or price information requested by the Request for Proposals, and the DCTA obliges itself in good faith not to disclose any page of the proposal containing information which the

Proposer clearly marks as confidential during the evaluation process. After contract award, disclosure of information shall be made only in accordance with Texas law and applicable

Federal requirements.

6. TAXES

DCTA is tax exempt and shall furnish the successful proposer with the necessary tax exemption certificate.

7. INDEMNIFICATION

DCTA SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE, OR INJURY OF ANY

KIND OR CHARACTER TO ANY PERSON OR PROPERTY ARISING FROM THE

SERVICES OF THE CONTRACTOR PURSUANT TO THIS AGREEMENT.

CONTRACTOR HEREBY WAIVES ALL CLAIMS AGAINST DCTA, ITS

OFFICERS, AGENTS AND EMPLOYEES (COLLECTIVELY REFERRED TO IN

THIS SECTION AS “DCTA”) FOR DAMAGE TO ANY PROPERTY OR INJURY TO,

OR DEATH OF, ANY PERSON ARISING AT ANY TIME AND FROM ANY CAUSE

OTHER THAN THE NEGLIGENCE OR WILLFUL MISCONDUCT OF DCTA.

CONTRACTOR AGREES TO INDEMNIFY AND SAVE HARMLESS DCTA FROM

AND AGAINST ANY AND ALL LIABILITIES, DAMAGES, CLAIMS, SUITS,

COSTS (INCLUDING COURT COSTS, ATTORNEYS’ FEES AND COSTS OF

INVESTIGATION) AND ACTIONS BY REASON OF INJURY TO OR DEATH OF

ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY TO THE EXTENT

CAUSED BY THE CONTRACTOR’S NEGLIGENT PERFORMANCE OF

SERVICES UNDER THIS AGREEMENT OR BY REASON OF ANY ACT OR

OMISSION ON THE PART OF CONTRACTOR, ITS OFFICERS, DIRECTORS,

SERVANTS, AGENTS, EMPLOYEES, REPRESENTATIVES, CONTRACTORS,

SUBCONTRACTORS, LICENSEES, SUCCESSORS OR PERMITTED ASSIGNS

(EXCEPT WHEN SUCH LIABILITY, CLAIMS, SUITS, COSTS, INJURIES,

DEATHS OR DAMAGES ARISE FROM OR ARE ATTRIBUTED TO SOLE

NEGLIGENCE OF DCTA). IF ANY ACTION OR PROCEEDING SHALL BE

BROUGHT BY OR AGAINST DCTA IN CONNECTION WITH ANY SUCH

LIABILITY OR CLAIM, CONTRACTOR, ON NOTICE FROM DCTA, SHALL

DEFEND SUCH ACTION OR PROCEEDINGS AT CONTRACTOR’S EXPENSE, BY

OR THROUGH ATTORNEYS REASONABLY SATISFACTORY TO DCTA.

CONTRACTORS OBLIGATIONS UNDER THIS SECTION SHALL NOT BE

LIMITED TO THE LIMITS OF COVERAGE OF INSURANCE MAINTAINED OR

REQUIRED TO BE MAINTAINED BY CONTRACTOR UNDER THIS

AGREEMENT. THIS PROVISION SHALL SURVIVE THE TERMINATION OF

THIS AGREEMENT.

CONTRACTOR SHALL INDEMNIFY DCTA FOR ANY FINES AND LEGAL FEES

INCURRED BECAUSE EMPLOYEES, AGENTS, OR WORKERS SUPPLIED BY

CONTRACTOR ARE NOT AUTHORIZED TO WORK IN THE UNITED STATES.

By the execution and submission of this proposal, proposer acknowledges proposer has read and does comply with all terms and conditions, clauses and requirements contained herein.

8. PAYMENT

DCTA shall pay the PROPOSER, upon the submission of proper invoices. Unless otherwise specified in this contract, payment shall be made within thirty (30) days of receipt of a complete and correct invoice in compliance with Texas Government Code 2251.030.

Proposer’s invoices for the services rendered shall be emailed to the following e-mail address:

accountspayable@dcta.net

9. ASSIGNMENT

The successful proposer shall not assign, sell, transfer or convey the agreement completely or in part, without the prior written consent of DCTA.

10. VENUE

The agreement will be governed and construed according to the laws of the State of Texas;

and venue for any action concerning this contract shall be in Denton County, Texas. The parties agree to submit to the personal and subject matter jurisdiction of said court.

11. INDEPENDENT CONTRACTOR

mailto:accountspayable@dcta.net

It is understood and agreed by and between the parties, that successful proposer, in satisfying conditions in this contract, is acting independently, and that DCTA assumes no responsibility or liabilities to any third party in connection with these actions. All services to be performed by successful proposer pursuant to this contract shall be in the capacity of an independent proposer, and not as an agent or employee of DCTA. Successful proposer shall supervise the performance of its services and shall be entitled to control the manner and means by which its services are to be performed, subject to the terms of this contract.

12. TERMINATION / DISPUTE RESOLUTION

Termination for Convenience of DCTA

DCTA may terminate all or part of this Contract upon determining that termination is in the public interest. Termination under this Article shall be effective upon delivery of written notice of termination to Contractor. Upon termination under this provision, Contractor shall be entitled to payment in accordance with the terms of this Contract for Contract work completed before termination, and to payment for all reasonable Contract close-out costs including reasonable profit to include materials purchased and work performed. Within thirty

(30) days after termination pursuant to this provision, Contractor shall submit an itemized invoice for all un- reimbursed Contract work completed before termination and all Contract close-out costs actually incurred by Contractor. DCTA shall not be liable for any costs invoiced later than thirty (30) days after termination notice. Contractor is not entitled to any alleged lost profit on work not performed but which would have been performed had this

Contract not been terminated.

Termination for Default

If the Contractor refuses or fails to properly prosecute or perform the work or any separable part, with the diligence and good workmanship that will ensure its completion and acceptance within the time specified in this Contract including any extension, or fails to complete the work within this time, DCTA may, by written notice to the Contractor, terminate the right to proceed with the work (or the separable part of the work) that has been delayed or not performed in a good workmanship like manner. In this event, DCTA may take over the work and complete it by contract or otherwise, and may take possession of and use any materials, reports, schedules, appliances, or other work product necessary for completing the work. The

Contractor and its sureties shall be liable for any damage to DCTA resulting from the

Contractor’s refusal or failure to complete the work within the specified time or not performed in a good workmanship like manner, whether or not the Contractor’s right to proceed with the work is terminated. This liability includes any increased costs incurred by

DCTA in completing the work.

The Contractor’s right to proceed shall not be terminated nor the Contractor charged with damages under this Article, if:

(1) The delay in completing the work arises from unforeseeable causes beyond the control and without the fault or negligence of the Contractor. Examples of such causes include (i) acts of God or of the public enemy, (ii) acts of another Contractor in the performance of a contract with DCTA, (iii) fires, (iv) floods, (v) epidemics, (vi) quarantine restrictions, (vii) strikes, (viii) freight embargoes, (ix) unusually severe weather, or (x) delays of subcontractors or suppliers at any tier arising from unforeseeable causes beyond the control and without the fault or negligence of both the Contractor and the subcontractors or suppliers;

and

(2) The Contractor, within 10 days from the beginning of any delay (unless extended by the Project Manager), notifies the Project Manager in writing of the causes of delay. The

Project Manager shall ascertain the facts and the extent of delay. If, in the judgment of the

Project Manager, the findings of fact warrant such action, the time for completing the work shall be extended with an appropriate Contract amendment, the right to proceed terminated or no action taken by the Project Manager. The findings of the Project Manager shall be final and conclusive on the parties, but subject to Claims.

(3) The Contractor cures such failures to perform within 10 calendar days (or more if authorized in writing by the Project Manager) after receipt of the notice of default.

If, after termination of the Contractor’s right to proceed, it is determined that the

Contractor was not in default, or that the delay was excusable, the rights and obligations of the parties will be the same as if the termination had been issued for the convenience of

DCTA.

Termination of Force Majeure

To the extent either party of this agreement shall be wholly or partially prevented from the performance of the term specified, or of any obligation or duty placed on such party by reason of or through work strikes, stoppage of labor, riot, fire, flood, acts of war, insurrection, court judgment, act of God, or other specific cause reasonably beyond the parties’ control and not attributable to its malfeasance, neglect, or nonfeasance. In such event, the time for performance of such obligation or duty shall be suspended until such disability to perform is removed.

Disputes

Performance During Dispute – Unless otherwise directed by DCTA, contractor shall continue performance under this contract while matters in dispute are being resolved. Further, DCTA shall pay contractor for any undisputed work performed by contractor prior or during the resolution of the matters in dispute.

13. PROTEST PROCEDURES

Protests relative to this procurement will be reviewed and adjudicated by DCTA in accordance with its Procurement Policy and Procedures Manual maintained in DCTA’s offices in Lewisville, TX.

14. ADMINISTRATIVE REMEDIES

Denton County Transportation Authority reserves the right to accept or reject any and/or all proposals, to waive any formalities and/or irregularities and to award the Contract in the best interest of the DCTA.

By submission of a proposal in response to this solicitation, the Proposer agrees to exhaust its administrative remedies under DCTA's Procurement Regulations or Disputes Clause of any resulting contract prior to seeking judicial relief of any type in connection with any matter related to this solicitation, the award of any contract, and any dispute under any related contract. Protests relative to this procurement will be reviewed and adjudicated by DCTA in accordance with its Procurement Policy and Procedures Manual maintained in DCTA’s offices in Lewisville, TX.

15. OPEN RECORDS

All responses submitted to DCTA become the property of DCTA and are subject to the Public

Information Act (Texas Government Code Chapter 552). The interested firms/individuals should familiarize themselves with the provisions of that Act. In no event shall DCTA, or any of its agents, Representatives, consultants, directors, officers, or employees, be liable to a firm/individual for the disclosure of all or any portion of a response submitted pursuant to the

RFB.

If a firm/individual has special concerns about information that it desires to make available to DCTA, but which it believes constitutes a trade secret, proprietary information or other information excepted from disclosure, such firm/individual should specifically and conspicuously designate each page of that information, which the Proposer believes, should not be disclosed outside DCTA. Disclosure of requested information will be subject to the

Texas Public Information Act.

16. CONTRACT

The successful Proposer may be required to execute a contract prepared and approved by

DCTA General Counsel.

17. PROHIBITION OF BOYCOTT ISRAEL

Company verifies that (i) it does not Boycott Israel; and (ii) will not Boycott Israel during the term of the Contract. This section does not apply if the Company is a sole proprietor, a non-profit entity or a governmental entity; and only applies if: (i) the Company has ten (10) or more fulltime employees and (ii) this Contract has a value of $100,000.00 or more to be paid under the terms of this Contract.

18. PROHIBITION OF CONTRACTS WITH CERTAIN COMPANIES

DCTA is prohibited from entering into a contract with a company that does business with

Iran, Sudan, or a foreign terrorist organization.

19. PROHIBITION OF BOYCOTT ENERGY COMPANIES

Professional (Contractor) verifies that it does not Boycott Energy Companies and agrees that during the term of this Agreement will not Boycott Energy Companies as that term is defined in Texas Government Code Section 809.001, as amended. This section does not apply if

Professional (or Contractor) is a sole proprietor, a non-profit entity, or a governmental entity;

and only applies if: (i) Professional (or Contractor) has ten (10) or more fulltime employees and (ii) this Agreement has a value of $100,000.00 or more to be paid under the terms of this

Agreement.

20. PROHIBITION OF DISCRIMINATION AGAINST FIREARM ENTITIES AND

FIREARM TRADE ASSOCIATIONS.

Professional (Contractor) verifies that it does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and (ii) will not discriminate during the term of the contract against a firearm entity or firearm trade association. This section only applies if: (i) Professional (or Contractor) has ten (10) or more fulltime employees and (ii) this Agreement has a value of $100,000.00 or more to be paid under the terms of this Agreement; and does not apply: (i) if Professional (or Contractor) is a sole proprietor, a non-profit entity, or a governmental entity; (ii) to a contract with a sole-source provider; or (iii) to a contract for which none of the proposals from a company were able to provide the required certification.

21. RELATIONSHIP AND WORK IN GENERAL

Contractor, an independent contractor, covenants and agrees to perform for the stated compensation, all of the services described in Scope of Work, Terms and Conditions of this

Contract. Contractor agrees to complete the work in a professional and workmanlike manner with a high degree of care to ensure the accuracy and timeliness thereof.

22. ASSIGNMENT OF PERSONNEL

Contractor agrees to assign qualified staff members including a Project Manager who shall be responsible for the task administration and work performance.

23. EMPLOYMENT OF PERSONNEL

Contractor agrees to employ, at its own expense, all personnel required in performing the services under this contract. Personnel employed by Contractor shall not be employees of, nor have any contractual relationship with DCTA. All personnel engaged in the work shall be fully qualified and shall be authorized or licensed to perform such work as required.

24. EMPLOYMENT OF VETERANS

Applicable to capital projects only-Contractor shall provide a hiring preference, to the extent practicable, to veterans (as defined in section 2108 of Title 5) who have the requisite skills and abilities to perform the construction work required under this contract. This shall not be understood, construed or enforced in any manner that would require an employer to give a preference to any veteran over any equally qualified applicant who is a member of any racial or ethnic minority, female, an individual with a disability, or a former employee.

25. USE OF SUBCONTRACTORS

The Contractor may utilize the services of specialty subcontractors on those parts of the work which, under normal contracting practices, are performed by specialty subcontractors.

No work or services under this Contract shall be subcontracted without the prior written approval of DCTA. DCTA reserves the right to reject any subcontractors proposed to be utilized on this project.

26. DBE SUBCONTRACTS

If DBE subcontractors are utilized to perform under this contract the contractor must make available to DCTA copies of all DBE subcontracts upon request. The subcontractor shall ensure that all subcontracts or agreements with the Prime to supply labor or materials require that the subcontract and all lower tier subcontracts be performed in accordance with 49 CFR

Part 26.55.

27. INSPECTION OF WORK

DCTA shall have the right to review and inspect the progress of the work described herein at all times.

28. COPYRIGHT

No reports, maps, or other documents produced in whole or in part under this contract shall be the subject of an application for copyright by or on behalf of the Contractor. All reports, maps, and other documents produced under this contract shall become the property of DCTA.

The Contractor shall, at its expense, defend all suits or proceedings instituted against DCTA and pay any award of damages assessed against DCTA in such suits or proceedings, insofar as the same are based on any claim that materials furnished or work performed under the contract constitutes an infringement of any patent, trade secret, copyright, or any other proprietary right.

29. PROPRIETARY RIGHTS

Contractor agrees not to release data or information about the results of the project to any person outside of DCTA without first obtaining written authorization to release such information from DCTA.

30. OWNERSHIP OF DOCUMENTS

The parties agree and understand that any and all documents produced under this Contract are the sole and exclusive property of DCTA and DCTA retains ownership of all such documentation including, but not limited to, studies, plans, specifications, intellectual property and all related documents. To the extent necessary, CONTRACTOR HEREBY

ASSIGNS AND TRANSFERS ANY AND ALL COPYRIGHTS TO DCTA.

31. MAINTENANCE OF RECORDS

Proposer must maintain records to show actual time involved in performance of the Work.

32. CHANGES BY CONTRACTOR

If, during the performance of Work under the Contract, the Contractor finds it impracticable to comply strictly with the specifications, the Contractor will notify the DCTA Project

Manager and Procurement Manager immediately in writing.

33. WRITTEN ACCEPTANCE BY DCTA

Any proposals by Contractor that vary or add to this Contract shall be construed as additional terms or modifications and shall not become part of the Contract unless accepted in writing, by DCTA.

34. CHANGE ORDERS / CONTRACT MODIFICATIONS

All requests for changes in the work must be submitted in writing to the DCTA Project

Manager. Changes shall be made only with the prior approval DCTA and only by appropriate written Change Order or Contract Modification as appropriate. The Procurement Manager may, at any time, by a written Change Order or Contract Modification, and without notice to the Surety (if any), make changes within the general scope of this Contract. If the change affects the Contractor's costs, then the Procurement Manager shall also make an equitable adjustment in the Contractor's compensation.

35. WHOLE AGREEMENTS

The Contract constitutes the whole of the agreement between the parties hereto and neither thereof has been induced to make or enter into the Contract by reason of any promise, agreement, representation, statement, or warranty other than contained herein.

36. PARTIAL INVALIDITY

If any term, provision, covenant, or condition of this agreement is held by a court of competent jurisdiction to be invalid, void, or unenforceable, the remainder of the provisions shall remain in full force and effect and shall in no way be affected, impaired, or invalidated.

37. TITLES AND HEADINGS FOR CONVENIENCE ONLY

As used throughout this Contract, titles and headings of sections are for convenience only, and shall not be used to aid in interpretation of the provisions contained herein.

38. COMPENSATION

The proposer shall be compensated for work in performance of the contract and per the agreed upon fees. The proposer shall include as part of his invoice a list of all subcontractors and the amounts to be paid to each of the subcontractors from this invoice. DCTA will require specific payment reporting criteria for all payments made to subcontractors and will provide additional information and forms upon selection as the awarded firm.

39. PROMPT PAYMENT

The prime contractor agrees to pay each subcontractor under this prime contract for satisfactory performance of its contract no later than 30 days from the receipt of each payment the prime contractor receives from the Denton County Transportation Authority. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the Denton County Transportation Authority. This clause applies to both DBE and non-DBE subcontracts and must be included in contracts between the Denton County Transportation Authority, the prime contractor, subcontracts, and sub-recipients.

40. RETAINAGE

The prime contractor agrees to return retainage payments to each subcontractor within 30 days after the subcontractor’s work is satisfactorily completed. Any delay or postponement of payment from the above referenced time frame may occur only for good cause following written approval of the Denton County Transportation Authority. This clause applies to both

DBE and non-DBE subcontracts.

41. MINORITY OWNED FINANCIAL INSTITUTIONS

In accordance with the requirements of 49 CFR Part 26, and grant agreements between DCTA and the Department of Transportation (DOT), to investigate the full extent of services offered by financial institutions owned and controlled by socially and economically disadvantaged individuals in the community, to make reasonable efforts to use these institutions, and to encourage prime contractors on DOT-assisted contract to make use of these institutions.

Information regarding financial institutions may be obtained on-line from the Federal

Reserve at https://www.fdic.gov/regulations/resources/minority/mdi.html

42. NON-DISCRIMINATION

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

1) Withholding monthly progress payments

2) Assessing sanctions

3) Liquidated damages; and/or

4) Disqualifying the contractor from future solicitations as non-responsible

43. GRATUITIES

It shall be unethical for any person to offer, give, or agree to give any DCTA officer or former

DCTA officer, or for any DCTA officer or former DCTA officer to solicit, demand, accept, or agree to accept from another person, a gratuity or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation therefore.

44. FUNDING

Funds for payment have been provided through the DCTA budget approved by the Board of

Directors for this fiscal year only. State of Texas statutes prohibit the obligation and expenditure of public funds beyond the fiscal year for which a budget has been approved.

Therefore, anticipated orders or other obligations that may arise past the end of the current

DCTA fiscal year shall be subject to budget approval.

45. FEDERAL FUNDS

https://www.fdic.gov/regulations/resources/minority/mdi.html

DCTA is a recipient of federal funds from the Federal Transit Authority (FTA) and as a recipient of federal funds specific clauses and certifications must be included in any contract that involves the disbursement of federal funds. If federal dollars will be utilized under this contract, Proposers must adhere to the clauses and certifications if applicable. All required clauses and certifications will be included if applicable.

46. PROCUREMENT OF RECOVERED MATERIALS

If federal dollars are utilized for this project all contractors must comply with section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery

Act.

47. SILENCE OF SPECIFICATIONS

The apparent silence of the specifications as to any detail or to the apparent omission from it of a detailed description concerning any point, shall be regarded as meaning that only the best commercial practices are to prevail. All interpretations of these specifications shall be made on the basis of this statement.

SECTION IV: INSURANCE REQUIREMENTS

Proposers performing work on DCTA’s behalf shall provide the DCTA a certificate of insurance or a copy of their insurance policy(s) evidencing the coverage and coverage provisions identified herein within ten (10) days of request from DCTA. Proposers shall provide DCTA evidence that all subcontractors performing work on the project have the same types and amounts of coverage as required herein or that the subcontractors are included under the Proposer’s policy. Work shall not commence until insurance has been approved by DCTA.

All insurance companies and coverage must be authorized by the Texas Department of Insurance to transact business in the State of Texas and must have a A.M. Best’s rating A-VI or greater as shown in the most current issue of A.M. Best’s Key Rating Guide. Policies of insurance issued by insurance companies not rated by Best’s or have a Best’s rating lower than A-VI will not be accepted as complying with the insurance requirements of the Contract unless such insurance companies are approved in writing prior to the award of the Contract.

Listed below are the types and minimum amounts of insurances required and which must be maintained during the term of the contract. DCTA reserves the right to amend or require additional types and amounts of coverage or provisions depending on the nature of the work.

COMMERCIAL GENERAL LIABILITY:

Covering Bodily Injury/Property Damage, Products/Completed Operations and Personal

Advertising Injury

• Per occurrence ........................................................................................................$1,000,000

• General Aggregate ................................................................................................. $2,000,000

• Products/Completed Aggregate ............................................................................. $2,000,000

• Personal Advertising Injury per occurrence .......................................................... $1,000,000

BUSINESS AUTO LIABILITY

to include coverage for:

• Owned/Leased vehicles

• Non-owned vehicles

• Hired vehicles

• Combined Single Limit .................................................................................$1,000,000

WORKERS’ COMPENSATION EMPLOYERS’ LIABILITY

Texas Statutory Limits with Employer’s Liability limits per occurrence:

• Each accident ................................................................................................$1,000,000

• Disease Policy Limits ...................................................................................$1,000,000

• Disease each employee ..................................................................................$1,000,000

ADDITIONAL INSURED:

The Commercial General Liability and Business Automobile Liability policies shall name DCTA, its directors and employees as additional insured regarding Proposer’s operations in performance of this Contract.

WAIVER OF SUBROGATION:

The Workers’ Compensation and Employers’ Liability policies shall provide a waiver of subrogation in favor of DCTA, its officers, directors and employees.

COVERAGE PRIMARY:

Such insurance as is provided therein shall be primary and non-contributing with any other valid and collectible insurance available to DCTA. The limits of liability required above may be provided by a single policy of insurance or by a combination of primary, excess or umbrella policies. But in no event shall the total limits of liability available for any one occurrence or accident be less than the amounts required herein.

NO COMMENCEMENT WITHOUT COVERAGE:

The Proposer shall not commence work at the site under this Contract until…