8-08 - Exhibit G - 33-213.pdf

Solicitation No.: B-2093845

Form 33.213 (03/25) Page 1 of 11 Exhibit G

For assistance in identifying subcontracting opportunities or with questions concerning the provisions in this Exhibit ONLY, contact Sandra Jaramillo at SJaramillo1@dart.org in the Vendor Management Division.

DALLAS AREA RAPID TRANSIT

EXHIBIT G

MINORITY AND WOMAN OWNED BUSINESS ENTERPRISE PROVISIONS

(LOCALLY FUNDED CONTRACTS)

TABLE OF CONTENTS

1. Definitions and Interpretations (M-111, AUG 04)

2. Certification of MWBEs (M-116, JAN 13)

3. Banks and Financial Institutions (M-109, JAN 13)

4. Offeror's MWBE Obligation (M-112, AUG 04)

5. Credit Toward Goals (M-114, AUG 04)

6. Demonstration of Good Faith Effort (M-115, MAR 17)

7. Submission of MWBE Utilization Forms and Related Documentation (M-113, JAN 13)

8. MWBE Modifications or Substitutions (M-117, MAR 17)

9. Payment Documentation (M-118, JAN 13)

10. Sanctions for Noncompliance with the Authority's MWBE Program Provisions (M-120, AUG 04)

INTENT TO PERFORM AS A SUBCONTRACTOR

VENDOR PAYMENT REPORT

1. Definitions and Interpretations (M-111, AUG 04)

(a) "Minority Business Enterprise," or "MBE," is a business: (1) which is at least 51 percent owned by one or more minority persons, or in the case of any publicly owned business, at least 51 percent of the stock is owned by one or more minority persons; and (2) whose management and daily business operations are controlled by one or more of the minority persons who own it.

(b) "Minority Person(s)" are those individuals who are citizens of the United States (or lawfully admitted permanent residents) and who are:

(1) "Black Americans," which includes persons having origins in any of the Black racial groups of Africa;

(2) "Hispanic Americans," which includes persons of Mexican, Puerto Rican, Cuban, Central or South American, or other Spanish or Portuguese cultures or origin, regardless of race;

(3) "Native Americans," which includes persons who are American Indians;

(4) "Asian-Pacific Americans," which includes persons whose origins are from Japan, China, Taiwan, Korea, Burma (Myanmar), Vietnam, Laos, Cambodia (Kampuchea), Thailand, Malaysia, Indonesia, the Philippines, Brunei, Samoa, Guam, the U.S. Trust Territories of the Pacific Islands, Republic of Palau, the Commonwealth of the Northern Marianas Islands, Macao, Fiji, Tonga, Kiribati, Tuvalu, Nauru, Federated States of Micronesia, or Hong Kong;

(5) "Subcontinent Asian Americans," which includes persons whose origins are from India, Pakistan, Bangladesh, Bhutan, the Maldives Islands, Nepal, or Sri Lanka.

(c) "Woman-Owned Business Enterprise," or "WBE," is a business: (1) which is at least 51 (fifty-one) percent owned by a woman or women, or, in the case of any publicly-owned business, at least 51 (fifty-one) percent of the stock is owned by one or more women; and (2) whose management and daily business operations are controlled by one or more of the women who own it.

(d) "Control" is the primary power to direct the management of a business enterprise - specifically, the minority or woman owner(s) must possess the power and ability to direct or cause the direction of the management and policies of the firm, and to make the day-to-day, as well as major, decisions on matters of management, policy and operations.

(e) "MWBE" refers to a certified minority and/or woman-owned business enterprise.

mailto:SJaramillo1@dart.org

Form 33.213 (03/25) Page 2 of 11 Exhibit G

(f) "Good Faith Efforts" are efforts to achieve an MWBE goal or other requirements, which by their scope, intensity and appropriateness to the objective, can reasonably be expected to fulfill the MWBE program guidelines.

(g) "Certification" means the certification of a firm as an MWBE by the North Central Texas Regional Certification Agency (NCTRCA) or the South Central Texas Regional Certification Agency (SCTRCA).

2. Certification of MWBEs (M-116, JAN 13)

(a) A prospective MWBE that is not certified by the North Central Texas Regional Certification Agency (NCTRCA) or the South Central Texas Regional Certification Agency (SCTRCA), must submit a certification application and the appropriate forms to the NCTRCA. Application forms may be obtained from the Authority's Vendor Management Division or the NCTRCA at www.nctrca.org. All such firms shall cooperate in supplying additional information as requested by the NCTRCA or the Authority's Vendor Management Division. NCTRCA is a regional certification agency that was created to perform centralized certification services for MWBEs in the Dallas/Fort Worth area. The Authority will rely upon the certification of the NCTRCA to determine the eligibility of the MWBE firms. However, the Authority's Vendor Management Division reserves the right to certify eligible MWBEs.

(b) Bona fide minority group membership shall be established on the basis of the individual's claim that he or she is a member of a minority group and is so regarded by the particular minority community. The MWBE firm should be prepared to provide, upon request, appropriate documentation, e.g., tribal rolls, birth certificates, visas, passports, etc., necessary to clearly support its claim of minority or gender status.

(c) The certification eligibility of an MWBE certified joint venture will be determined on a project-by-project basis by the Authority's Vendor Management Division. Appropriate forms to apply for MWBE certification are available from the Authority's Vendor Management Division or the NCTRCA.

(d) Information concerning MWBEs currently certified through the NCTRCA may be obtained from the Authority's Vendor Management Division. Notwithstanding other MWBE certification or registration, firms identified to participate as MWBEs on Authority contracts are subject to the certification review process. Offerors are reminded that only certified MWBEs may participate in Authority contracts in such capacities. If offerors propose using an MWBE not currently certified, it is strongly urged that the Authority's Vendor Management Division be contacted well in advance of the date set for receipt of offers in order to enable review of the proposed MWBE's eligibility.

3. Banks and Financial Institutions (M-109, JAN 13)

The offeror/Contractor is encouraged to utilize the services of disadvantaged, minority, and woman-owned banks and financial institutions. The identity of such banks is available, upon request, from the Authority's Vendor Management Division. Companies are encouraged to contact the Vendor Management Division for a listing of these banks and financial institutions.

4. Offeror's MWBE Obligation (M-112, AUG 04)

The offeror agrees to ensure that MWBEs have a fair opportunity to participate in the performance of this contract. The offeror shall take all necessary and reasonable steps to remove barriers to MWBEs' opportunity to compete for and to perform work under any contract awarded as a result of this solicitation.

5. Credit Toward Goals (M-114, AUG 04)

(a) When an MWBE participates in a contract, the Authority will count only the value of the work actually performed by the MWBE toward MWBE goals.

(1) The Authority will count the entire amount of that portion of a construction contract (or other contract not covered by paragraph (a) (2) of this section) that is performed by the MWBE's own forces. Include the cost of supplies and materials obtained by the MWBEs for the work of the contract, including supplies purchased or equipment leased by the MWBE (except supplies and equipment the MWBE subcontractor purchases or leases from the prime contractor or its affiliate).

(2) The Authority will count the entire amount of fees or commissions charged by an MWBE firm for providing a bona fide service, such as professional, technical, consultant, or managerial services, or for providing bonds or insurance specifically required for the performance of a locally funded contract, toward MWBE goals, provided that the fees are reasonable and not excessive as compared with fees customarily allowed for similar services.

http://www.nctrca.org/

Form 33.213 (03/25) Page 3 of 11 Exhibit G

(3) The Authority will count only the value of the work subcontracted to an MWBE subcontractor from an MWBE subcontractor toward the goal. The Authority will not count the work that an MWBE subcontracts to a non-MWBE firm toward MWBE goals.

(b) With respect to a joint venture, the Authority will count only that portion of an MWBE's participation in the total dollar value of the contract that the MWBE performs with its own forces toward the goal.

(c) The Authority will count only expenditures to an MWBE contractor toward MWBE goals if the MWBE is performing a commercially useful function.

(1) AN MWBE performs a commercially useful function when it is responsible for execution of the work of the contract and is carrying out its responsibilities by actually performing, managing, and supervising the work involved. To perform a commercially useful function the MWBE must also be responsible for the materials and supplies used on the contract, for negotiating price, determining quality and quantity, ordering the material and installing (where applicable) and paying for the material itself. The Authority will determine whether an MWBE is performing a commercially useful function by evaluating the amount of work subcontracted, industry practices, whether the amount the firm is to be paid under the contract is commensurate with the work it is actually performing, and the MWBE credit claimed for its performance of the work and other relevant factors.

(2) An MWBE does not perform a commercially useful function if its role is limited to that of an extra participant in a transaction, contract or project through which funds are passed in order to obtain the appearance of MWBE participation. In determining whether an MWBE is such an extra participant, the Authority will examine similar transactions, particularly those in which MWBEs do not participate.

(3) If an MWBE does not perform or exercise responsibility for at least 30 percent of the total cost of its contract with its own work force, or the MWBE subcontracts a greater portion of the work of a contract than would be expected on the basis of normal industry practice for the type of work involved, the Authority will presume that it is not performing a commercially useful function.

(4) When an MWBE is presumed not to be performing a commercially useful function as provided in paragraph (c)(3) of this section, the MWBE may present evidence to rebut this presumption. The Authority may then determine that the firm is performing a commercially useful function given the type of work involved and normal industry practices.

(d) The Authority will use the following factors in determining whether an MWBE trucking company is performing a commercially useful function:

(1) The MWBE must be responsible for the management and supervision of the entire trucking operation for which it is responsible on a particular contract, and there cannot be a contrived arrangement for the purpose of meeting MWBE goals.

(2) The MWBE must own and operate at least one fully licensed, insured and operational truck used on the contract.

(3) The MWBE receives credit for the total value of the transportation services it provides on the contract using trucks it owns, insures and operates using drivers it employs.

(4) The MWBE may lease trucks from another MWBE firm, including an owner-operator who is certified as an MWBE. The MWBE who leases trucks from another MWBE receives credit for the total value of the transportation services the lessee MWBE provides on the contract.

(5) The MWBE may also lease trucks from a non-MWBE firm including an owner-operator. The MWBE who leases trucks from a non-MWBE is entitled to credit only for the fee or commission it receives as a result of the lease arrangement. The MWBE does not receive credit for the total value of the transportation services provided by the lessee since these services are not provided by an MWBE.

(e) The Authority will count expenditures with MWBEs for materials or supplies toward MWBE goals as provided in the following:

(1)(i) If the materials or supplies are obtained from an MWBE manufacturer, count 100 percent of the cost of the materials or supplies toward MWBE goals.

Form 33.213 (03/25) Page 4 of 11 Exhibit G

(ii) For purposes of this paragraph (e)(1), a manufacturer is a firm that operates or maintains a factory or establishment that produces on the premises, the materials, supplies, articles or equipment required under the contract and of the general character described by the specifications.

(2)(i) If the materials or supplies are purchased from an MWBE regular dealer count 60 percent of the cost of the materials or supplies toward MWBE goals.

(ii) For purposes of this section, a regular dealer is a firm that owns, operates or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the contract are bought, kept in stock and regularly sold or leased to the public in the usual course of business.

(A) To be a regular dealer, the firm must be an established, regular business that engages as its principal business and under its own name, in the purchase and sale or lease of the products in question.

(B) A person may be a regular dealer in such bulk items as petroleum products, steel, cement, gravel, stone, or asphalt without owning, operating or maintaining a place of business as provided in this paragraph (e)(2)(ii), if the person both owns and operates distribution equipment for the products. Any supplementing of regular dealers own distribution equipment shall be by a long-term lease agreement and not on an ad hoc or contract-by-contract basis.

(C) Packagers, brokers, manufacturers, representatives or other persons who arrange or expedite transactions are not regular dealers within the meaning of this paragraph (e)(2).

(3) With respect to materials or supplies purchased from an MWBE which is neither a manufacturer nor a regular dealer, the Authority will count the entire amount of fees or commissions charged for assistance in the procurement of the materials and supplies, or fees or transportation charges for the delivery of materials or supplies required on a job site toward MWBE goals, provided the fees are reasonable and not excessive as compared with fees customarily allowed for similar services. The Authority will not count any portion of the cost of the materials and supplies themselves toward MWBE goals.

(f) The Authority will not count the participation of an MWBE subcontractor toward the prime contractor's MWBE achievements or overall goal until the amount being counted toward the goal has been paid to the MWBE.

6. Demonstration of Good Faith Effort (M-115, MAR 17)

(a) If an offeror does not meet the MWBE goals, it shall nevertheless be eligible for award of the contract if it can demonstrate to the Contracting Officer that it has made a good faith effort to meet the MWBE goals. This good faith effort documentation should be submitted when the initial response to the Authority's solicitation is due. All contractors, including MWBE contractors, are required to submit good faith efforts documentation, if necessary. In evaluating an offeror’s good faith effort submission, the Authority will only consider those documented efforts that occurred prior to the good faith efforts determination.

(b) In the event that a firm submitted by an offeror in accordance with the requirements of Submission of MWBE Utilization Forms and Related Documentation (M-113) provision cannot be certified in accordance with Certification of MWBEs (M-116) provision, the offeror will be notified and given an opportunity to substitute that firm with another MWBE firm. The offeror will have 10 (ten) calendar days from the date of notification to accomplish the substitution. In the event the offeror is unable to contract with another substitute MWBE firm, the good faith efforts that the offeror made in attempting to contract with a substitute MWBE firm must be documented to the Contracting Officer at the end of the same 10 (ten) calendar day period.

(c) In making a determination that the offeror made a good faith effort to meet the MWBE goals, the offeror shall furnish to the Contracting Officer, as part of its MWBE utilization information provided under Submission of MWBE Utilization Forms and Related Documentation (M-113) provision, specific documentation concerning the steps it has taken to obtain MWBE participation. By way of illustration and not limitation, the Authority will review and consider the following information:

(1) Names, addresses and telephone numbers of M/WBEs that were contacted;

(2) A description of the information provided to target M/WBEs regarding the specifications and bid proposals for the portion of the work;

Form 33.213 (03/25) Page 5 of 11 Exhibit G

(3) Whether the offeror attended any pre-bid or pre-proposal meetings scheduled by the Authority to discuss, among other matters, MWBE participation opportunities and acknowledged receipt of MWBE certified vendor lists;

(4) Whether the offeror advertised in general circulation, trade association, and/or minority/women-focused media concerning subcontracting opportunities;

(5) Whether the offeror provided written notice to a reasonable number of MWBEs that their interest in the contract was being solicited in sufficient time to allow MWBEs to participate effectively;

(6) Whether the offeror followed up initial solicitations of interest by contacting MWBEs to determine with certainty whether the MWBEs were interested;

(7) Whether the offeror selected portions of the work to be performed by MWBEs in order to increase the likelihood of meeting the MWBE goals (including, where appropriate, breaking down the contract into economically feasible subcontracts to facilitate MWBE participation);

(8) Whether the offeror provided interested MWBEs with adequate information about the specifications and/or statement of work and requirements of the contract;

(9) Whether the offeror negotiated in good faith with interested MWBEs regarding their capabilities and, not rejecting MWBEs as unqualified without sound reasons based on a thorough investigation, price, using good business judgment and not rejecting reasonable quotes from interested MWBE firms;

(10) Whether the offeror negotiated in good faith with interested MWBEs regarding price, using good business judgment and not rejecting reasonable quotes from interested MWBE firms;

(11) Whether the offeror made efforts to assist interested MWBEs in obtaining bonding, lines of credit, insurance, etc., as required by DART or the offeror;

(12) Whether the offeror made efforts to assist interested MWBEs in obtaining necessary equipment, supplies, materials, or related assistance or services;

(13) Whether the offeror effectively used the services of available minority and women community organizations;

contractor groups; local, State, and Federal business assistance offices; and other organizations that provide assistance in the identification of MWBEs;

(14) Whether the offeror obtained written documentation from a bona fide surety company indicating that bonding was denied and for what reason(s) prior to the MWBE being rejected as a potential subcontractor for failing to obtain offeror-required bonding. Documentation furnished by a surety company will be subject to verification by DART; and

(15) Whether other offerors have attained a sufficient level of MWBE participation to meet the contract goals.

(d) The Contracting Officer will look not only at the different kinds of efforts that the offeror has made, but also the quantity and intensity of those efforts. Efforts that are merely pro forma are not good faith efforts to meet the goals (even if they are sincerely motivated) if, given all relevant circumstances, the offeror's efforts could not reasonably be expected to produce a level of MWBE participation sufficient to meet the goals.

(e) Offerors are reminded that the issue of whether or not the offeror has met or exceeded the established goals and/or demonstrated good faith efforts is considered a matter of the offeror's responsibility. The Contracting Officer will only award contract(s) to offerors determined to be responsible. The Contracting Officer, after affording the Authority's Vendor Management Division an opportunity to make a recommendation, shall be responsible for determining the sufficiency of an offeror's good faith efforts to meet the contract goals.

(f) An offeror that the Contracting Officer determines is not responsible may request administrative review and reconsideration under the Authority's Procurement Regulations. As part of any reconsideration, if requested, the offeror may elect to meet in person with the Reconsideration Official (President/Executive Director of the Authority) to discuss credit toward meeting the MWBE goal or whether the offeror made adequate good faith efforts.

Form 33.213 (03/25) Page 6 of 11 Exhibit G

7. Submission of MWBE Utilization Forms and Related Documentation (M-113, JAN 13)

(a) Each offeror should submit to the Authority an executed Intent to Perform As a Subcontractor form (Attachment

1) for each proposed MWBE subcontractor and other documentation required by the solicitation when the initial response to the Authority's solicitation is due.

(b) The Intent to Perform As A Subcontractor form for each proposed MWBE subcontractor shall constitute a representation by the offeror to the Authority that it believes such firm is certified as an MWBE, and is ready, willing, and able to perform the work indicated. It shall also represent a commitment by the offeror that if it is awarded the contract, it will enter into a subcontract with such MWBE firm for the work described at the approximate price set forth in the Intent to Perform As A Subcontractor form.

(c) If the MWBE subcontractor participation changes after the forms have been submitted, but prior to award of the contract, the offeror will be required to immediately notify the Contracting Officer of the changed amount and the reason(s) for the change. Modifications and/or substitutions of any MWBE firm shall be in accordance with the MWBE Modifications or Substitutions (M-117) provision of this Exhibit.

(d) The successful Offeror shall enter into formal subcontract agreements with the MWBE firms shown in the submitted Intent to Perform As A Subcontractor form(s) within ten (10) business days after receipt of a contract executed by the Authority. The successful Offeror shall provide the Contracting Officer and the assigned Vendor Management Specialist with two copies of each agreement within three (3) business days of execution.

(e) The successful Offeror must also enter into formal subcontract agreements with non-MWBE firms and the same shall be provided as stipulated in (d) above.

(f) Each subcontract agreement entered into, regardless of tier, shall include the following non-discrimination clause:

“The contractor, subrecipient, or subcontractor shall not discriminate on the basis of race, color, religion, sex, disability or national origin (including sexual orientation and gender identity). The contractor and subcontractor shall carry out applicable requirements of 49 CFR part 26 in the administration of this DOT-assisted contract. Failure to carry out these requirements is a material breach of contract, which may result in the termination of this contract or such other remedy as DART deems appropriate.”

(g) Each subcontract agreement must also incorporate into it the Authority’s prompt payment and release of retainage clauses found within Exhibit F of this contract, and the provisions for properly terminating a MWBE firm consistent with 49 CFR Part 26.

(h) Each subcontract will be reviewed by the Contracting Officer or his designee and the Vice President of Vendor Management or his designee for compliance with the above provisions.

(i) If an Offeror is a MWBE and lists itself on the Intent to Perform As A Subcontractor form, it is required to perform the work indicated with its own work force.

8. MWBE Modifications or Substitutions (M-117, MAR 17)

This Provision applies to all modifications and substitutions under this Contract. The Contractor will be required to comply with this Provision to the extent needed to achieve the MWBE goals agreed to at the time of contract award.

(a) A prime contractor may not terminate a MWBE subcontractor or an approved substitute MWBE firm listed as fulfilling its contract goal without the expressed written consent of the Contracting Officer. This includes, but is not limited to, instances in which a prime contractor seeks to perform work, originally designated for a MWBE subcontractor, with its own forces or those of an affiliate, a non-MWBE firm, or with another MWBE firm.

(b) The Contracting Officer will grant written consent, after consulting with the Vendor Management Division, for reasons stated in your concurrence document, that the prime contractor has good cause to terminate the MWBE firm.

(c) For purposes of this paragraph, good cause includes the following circumstances:

(1) The listed MWBE subcontractor fails or refuses to execute a written contract;

(2) The listed MWBE subcontractor fails or refuses to perform the work of its subcontract in a way consistent with normal industry standards. Provided, however, that good cause does not exist if the failure or refusal of the MWBE subcontractor to perform its work on the subcontract results from the bad faith or discriminatory action of the prime contractor;

Form 33.213 (03/25) Page 7 of 11 Exhibit G

(3) The listed MWBE subcontractor fails or refuses to meet the prime contractor’s reasonable, nondiscriminatory bond requirements;

(4) The listed MWBE subcontractor becomes bankrupt, insolvent, or exhibits credit unworthiness;

(5) The listed MWBE subcontractor is ineligible to work on public works projects, because of suspension and debarment proceedings pursuant to 2 CFR parts 180, 215, and 1,200, or applicable state law;

(6) You have determined that the listed MWBE subcontractor is not a responsible contractor;

(7) The listed MWBE subcontractor voluntarily withdraws from the project and provides to you written notice of its withdrawal;

(8) The listed MWBE is ineligible to receive MWBE credit for the type of work required;

(9) A MWBE owner dies or becomes disabled with the result that the listed MWBE contractor is unable to complete its work on the contract;

(10) Other documented good cause that you determine compels the termination of the MWBE subcontractor.

Provided, that good cause does not exist if the prime contractor seeks to terminate a MWBE it relied upon to obtain the contract, so that the prime contractor can self-perform the work for which the MWBE contractor was engaged, or so that the prime contractor can substitute another MWBE or non-MWBE contractor after contract award.

(d) Before transmitting your request to terminate and/or substitute a MWBE subcontractor, the Offeror/Contractor must give notice in writing to the MWBE subcontractor, with a copy to the Contracting Officer, of the its intent to request to terminate and/or substitute, and the reason for the request.

(e) The Offeror/Contractor must give the MWBE five days to respond to this notice. In this notice the Offeror/Contractor must notify the MWBE subcontractor to advise them and the Contracting Officer of the reasons, if any, why it objects to the proposed termination of its subcontract, and why the Authority should not approve the Offeror’s/Contractor’s action. If required in a particular case as a matter of public necessity (e.g., safety), the Contracting Officer may require a response period shorter than five days. The Contracting Officer shall notify the Offeror/Contractor in writing of his decision as expeditiously as possible.

(f) In addition to post-award terminations, the provisions of this section apply to pre-award deletions of or substitutions for MWBE firms put forward by offerors in negotiated procurements.

(g) When a MWBE subcontractor is terminated, or fails to complete its work on the contract for any reason, the Offeror/Contractor must make good faith efforts to find another MWBE subcontractor to substitute for the original MWBE. These good faith efforts shall be directed at finding another MWBE to perform at least the same amount of work under the contract as the MWBE that was terminated, to the extent needed to meet the contract goal established for the procurement.

(h) The Offeror/Contractor must submit a new Intent to Perform As A Subcontractor form for the substitute MWBE firm(s) with the request for change, to verify that the new MWBE firm(s) is certified by NCTRCA or the Vendor Management Division. The Contracting Officer shall notify the Offeror/Contractor in writing of his decision as expeditiously as possible. If the contract has been awarded and the Contracting Officer approves the proposed substitution in writing, the Contractor shall provide a copy of the executed subcontract agreement with the proposed MWBE firm to the Contracting Officer within ten (10) business days of its receipt of the substitution approval.

(i) If the Contractor does not comply with this Provision, the Authority may elect to apply contract remedies as defined in 49 CFR Part 26, or other contract remedies, as appropriate which include but not limited to:

(1) The Contractor not being entitled to any payment for work or material unless it is performed or supplied by the listed M/WBE pursuant to 49 CFR part 26.53;

(2) The Contracting Officer may order that the profits from the terminated portion of the M/WBE subcontract be forfeited by the Contractor.

Form 33.213 (03/25) Page 8 of 11 Exhibit G

9. Payment Documentation (M-118, JAN 13)

(a) Concurrently with the submission of the invoice or each request for a progress payment under this contract, the Contractor shall provide a breakdown of the amounts paid to MWBEs identified by the Contractor to participate in this contract. The breakdown shall be provided on the Vendor Payment Report. As provided elsewhere in this contract, the Authority may withhold all or part of any payment otherwise due the Contractor if the Contractor fails to submit the Vendor Payment Report form and/or make prompt payments to its subcontractors, suppliers, material men or laborers.

Payment shall be made to subcontractors within ten (10) days from the date the prime contractor receives payment from DART.

(b) The Contractor’s signature on the Vendor Payment Report is a certification by the Contractor of the truth and accuracy of the matters contained in the Report. After award of the contract and prior to submission of the first invoice or request for progress payment, the Contractor shall, by written notice to the Contracting Officer, identify the person(s) with authority to sign the Vendor Payment Reports for the Contractor.

10. Sanctions for Noncompliance with the Authority's MWBE Program Provisions (M-120, AUG 04)

Failure of the Contractor to carry out the Authority's MWBE program provisions shall constitute a breach of contract and may result in termination of the Contractor for default or such remedy as the Authority may deem appropriate. The Authority reserves the right to apply legal and contract remedies available under state and local law, including but not limited to, responsibility determinations in future contracts, suspension/debarment procedures, and forfeiture of profits as provided for elsewhere. The willful making of false statements or providing incorrect information will be referred for appropriate legal action.

Form 33.213 (03/25) Page 9 of 11 Exhibit G

ATTACHMENT 1 TO EXHIBIT G

DALLAS AREA RAPID TRANSIT - M/WBE FORM

SOLICITATION NUMBER: 2093845

INTENT TO PERFORM AS A SUBCONTRACTOR

FOR A CONTRACT AWARD

Pursuant to DART Board policy, MWBE firms participating in the Authority's MWBE Program must have "current" certification status with the Authority prior to award of this contract. If the Authority determines that the firm is not an eligible MWBE firm for DART contracts and subcontracts, such firms must immediately submit a completed and signed Certification Affidavit to the North Central Texas Regional Certification Agency, 2261 Brookhollow Plaza Dr. Suite 300, Arlington, TX 76006 ; or any other certification agency that falls under the Texas Unified Certification Program.

1. Name of Offeror / Prime Contractor ______________________________________________.

2. The undersigned has been certified by DART via NCTRCA Certification #_________________.

3. The undersigned has not been certified as a MWBE by NCTRCA, however they are certified as an MWBE through the following agency: ___________________________________

4. The undersigned is prepared to perform the following described work and/or supply the material listed in connection with the above project (where applicable specify "supply" or "install" or both):

and at the following price $ _________________ OR percentage ____________%

_______________________ BY: __________________________________________________ DATE: _____/_____/_____ (Name of D/M/WBE Firm) (Signature of Owner, President or Authorized Agent)

(Phone) (Print or Type - Name of Signature of Owner, President or Authorized Agent of MWBE firm)

DECLARATION OF PRIME CONTRACTOR

I HEREBY DECLARE AND AFFIRM that I am the ______________________________ (Title of Declarant) and a duly authorized representative of _________________________________________________ (Name of Prime Contractor) to make this declaration and that I have personally reviewed the material and facts set forth in this Intent to Perform form. To the best of my knowledge, information and belief, the facts and representations contained in this form are true, the owner or authorized agent of the MWBE firm signed this form in the place indicated, and no material facts have been omitted.

Upon receipt of authorization by the Contracting Officer, the undersigned will enter into a formal agreement with the listed MWBE firm for work as indicated by this form within ten (10) business days after receipt of the contract executed by the Dallas Area Rapid Transit Authority. The undersigned will provide the Contracting Officer two (2) copies of that agreement within three (3) business days of its execution.

The Prime Contractor has designated the following person as their MWBE Liaison Officer:

(Name - Please Print) (Phone)

Caution: Any false statements or misrepresentations regarding information submitted on this form may be a criminal offense in violation of Section 37.10 of the Texas Penal Code.

(Name of Declarant)

(Signature) (Date)

ATTACHMENT 2 TO EXHIBIT G

DALLAS AREA RAPID TRANSIT - D/M/WBE FORM

INSTRUCTIONS FOR CONTRACTORS

"HOW TO FILL OUT VENDOR PAYMENT REPORT"

Form 33.213 (01/18) Page 10 of 11 Exhibit G

The Vendor Payment Report is to be filled out by the Contractor and submitted with each invoice. Please follow the instructions.

1. Invoice No.

Fill in the invoice number accompanying this report.

2. Report No.

Fill in the number of the report you are sending in sequence, e.g., if this is the second invoice submitted, indicate Report No. 2.

3. Reporting Period This is to be filled in to state the period of time you are reporting. Example: From: April 1, 2016 To:

April 30, 2016.

4. DART Contract Number Fill in the contract number assigned to your project by DART.

5. Type of Contract Designate the type of contract that has been awarded to your company by DART.

6. Contractor's Business Name, Address and Telephone Number Fill in your company's name, address, and telephone number.

7. Date of Contract Award Fill in the date the contract was finally executed by both you and DART.

8. Scheduled Date of Completion Fill in completion date of contract as written in contract.

9. Original Contract Amount Fill in dollar amount of original contract agreed upon by you and DART.

10. Current Amended Contract Amount and Date Fill in dollar amount of original contract plus/minus the dollar amount agreed upon at a later date as a result of contract modifications, if applicable.

Include date modification was executed.

11. Total Amount Received to Date Fill in the dollar amount you have received from DART to date.

12. Total Amount Owed Fill in the dollar amount of the contract minus amount paid to you by DART.

13. Committed SBC/Disadvantaged/Minority/ Women-Owned Participation Fill in the percentage of SBC/DMWBE participation you committed to obtain in the contract.

14. Instructions for Calculation of Small Business/Disadvantaged/Minority/Women- Owned Business Enterprise Percentage (Complete in accordance with directions on the form.)

15. Actual Small Business Disadvantaged/Minority/Women-Owned Business Enterprise Percent Paid-to-Date Fill in the calculated dollar amount paid to the SBC/DMWBE divided by the dollar amount you received from DART.

16. Name of Subcontractors Name all SBC/DMWBE subcontractors. (Use additional sheets as necessary.)

17. SBC/Disadvantaged/Minority/Women-Owned Business Enterprise State whether the subcontractor is a

SBC/DBE/MBE/WBE.

18. Description of Work State the work performed by the SBC/DMWBE subcontractor.

19. Amount and Date of Last Payment State the amount and date of last payment made to each SBC/DMWBE subcontractor. Submit evidence of payment, i.e., cancelled check, check register, etc.

20. Subcontract Value (Dollars) State the committed dollar value to the SBC/DMWBE subcontractor for the duration of the contract.

21. Total Amount Paid-to-Date (Dollars) Add all amounts paid to each SBC/DMWBE subcontractor to date.

22. Percent of Committed Amount Paid to Date State dollar amount paid to the SBC/DMWBE subcontractor divided by the amount committed to them.

23. Amount of This Invoice Allocated to the Subcontractor Fill in how much of this invoice will be paid to each SBC/DMWBE subcontractor.

Form 33.213 (01/18) Page 11 of 11 Exhibit G

ATTACHMENT 2 TO EXHIBIT G

DALLAS AREA RAPID TRANSIT - M/WBE FORM

VENDOR PAYMENT REPORT

Dallas Area Rapid Transit Vendor Management Division P.O. Box 660163 Dallas, Texas 75266-7217

(214) 749-2599

For Official Office Use Only 1) Invoice No. 2) Report No.

3) Reporting Period From:

To:

Instructions: All prime contractors are required to complete and submit this report as specified in the contract, or as requested by the Contracts Specialist, until final payment of the contract. Note: Failure to comply with DART's Small Business, Disadvantaged, Minority, and Women-Owned Business enterprise provisions may result in contract termination, or the suspension or debarment of the contractor from doing business with DART in the future in accordance with the procedures set forth in DART's Procurement Regulations. To complete this report, see detailed instructions on the proceeding page of Exhibit G. This report must be submitted with invoice.

4) DART Contract Number 5) Type of Contract (X) 6) Contractor's Business Name, Address and Telephone Number � Construction

� Professional Service

� Service � Supply/ Commodity

7) Date of Contract Award 8) Schedule Date of Completion 9) Original Contract Amount 10) Current Contract Amount, Including Modifications ($ and date) (State amount & date of most recent modification)

11) Total Amount Received To Date

12) Total Amount Owed 13) Committed Small Business Disadvantaged, Minority, and Women

SBC/Disadvantaged-Minority-

Women

14) SBC/D/M/WBE Instruction for Calculation of Percentage: Dollar amount paid to D/M/WBE divided by dollar amount received by Contractor from DART.

15) Actual SBC/Disadvantaged, Minority and Woman-Owned Business Participation % to Date SBC-Disadvantaged-Minority-

Women

Amount of This Invoice

16) Name of Subcontractor

17) DBE / MBE

/ WBE

18) Description of Work

19) Amount & Date of Payment(s) Made During Current Invoice Period

20) Subcontract Dollars

21) Amount Paid to Date (Dollars)

22) % Paid to Date

23) Amount of This Invoice Allocated to

Subcontractor

Company Official's Signature & Title Date Signed Name & Title of Individual Completing Report

Signing this report certifies the truth and accuracy of its contents.

(3) With respect to materials or supplies purchased from an MWBE which is neither a manufacturer nor a regular dealer, the Authority will count the entire amount of fees or commissions charged for assistance in the procurement of the materials and sup...

(f) The Authority will not count the participation of an MWBE subcontractor toward the prime contractor's MWBE achievements or overall goal until the amount being counted toward the goal has been paid to the MWBE.