Attachment 1_Forms A-F.pdf

Attachment 1: Forms A – F

Massachusetts Bay Transportation Authority (MBTA)

Request for Qualifications for

MBTA’s Lynn Garage, Lynn, MA

MBTA RFQ No. 98-26

COMMBUYS # BD-27-1206-40000-40000-134741

Massachusetts Bay Transportation Authority

MBTA RFQ No. 98-26 Attachment 1 Forms

Joint Development Opportunity, Lynn Garage

TABLE OF CONTENTS

Form A SOQ Transmittal Letter

Form B Responsible Respondent Information & Questionnaire

Form C Certification: Debarment, Suspension, and Other Responsibility Matters

Form D Conflict of Interest Certification

Form E MBTA Security Sensitive Information Certification and Conditions of Custody

Form F MBTA Sensitive Security Information Non-Disclosure and Confidentiality Agreement

Joint Development Opportunity, Lynn Garage

Form A SOQ Transmittal Letter

(to be submitted on Proposer’s letterhead)

To Massachusetts Bay Transportation Authority Attention: Shahzad Akbar Senior Director, Procurement Operations 10 Park Plaza Boston, MA 02116

MBTA RFQ # 98-26

COMMBUYS No: BD-27-1206-40000-40000-134741

RFQ Description: Joint Development Opportunity at MBTA’s Lynn Garage, Lynn, MA

Subject: SOQ Transmittal Letter

The undersigned (“Proposer”) having carefully examined and understood the documents included in the Request for Qualifications (“RFQ”), hereby offers to the Massachusetts Bay Transportation Authority (“MBTA”) the SOQ as contained in the following responses enclosed with this letter:

SOQ Parts

SOQ Part 1 Legal/Administrative Requirements

Legal/Administrative Certifications

Form C

SOQ Part 2: Statement of Qualifications

Section 1 Transmittal Letter

Section 2 SOQ Table of Contents

Section 3 Project Vision Statement

Section 4 Respondent Qualification and Experience

Organization Chart

Relevant Experience

Past Experience

Financial Capacity and Experience

Section 5 Developer’s Questionnaire and Certifications

We confirm that our SOQ submission is in exact compliance with the RFQ with no exceptions to, or comments upon, the RFQ documents.

We confirm receipt of the following addenda and responses to Proposer questions:

Addendum Number/Responses to Proposer Questions Date Issuance Date

We confirm that this SOQ has been prepared in compliance with the RFQ and agree to conduct ourselves in accordance with the RFQ.

If the Proposer has special concerns about information which it desires to make available to the MBTA but which it believes constitutes a trade secret, proprietary information, or other information excepted from disclosure, the Proposer shall specifically and conspicuously designate that information by placing “TRADE SECRET - PROPRIETARY” in the header or footer of each such page affected and by identifying such confidential information below.

Nothing contained in this provision shall modify or amend requirements and obligations imposed on the MBTA by the Public Records Law or other applicable law. The provisions of the Public Records Law or other laws shall control in the event of a conflict between the procedures described above and the applicable law.

[The Proposer shall identify here any information, listed by SOQ part and page number, that has been labeled as “Trade Secret – Proprietary” by the Proposer.]

The undersigned are authorized to sign on behalf of and to bind [(include Proposer’s name)] to the provisions of this SOQ.

Proposer Name:

Authorized Representative Name:

(BLOCK LETTERS)

Authorized Representative’s Signature:

Title:

Date:

Form B Responsible Respondent Information & Questionnaire

Submit this form for the Proposer, including information regarding each Major Participant (if the Proposer is a special purpose entity (“SPE”) organized for purposes of responding to this RFQ) identified in the SOQ, as appropriate.

PROPOSER:

Address:

Contact Name: Title:

Telephone Number: E-mail:

NAME(S) OF PROPOSER MEMBERS

Company Name Address, E-mail Address, and Telephone Number

State of Incorporation

Major Participants

Submit this form for the Proposer and each Major Participant (if the Proposer is a special purpose entity (“SPE”) organized for purposes of responding to this RFQ) identified in the Initial Proposal or Proposal, as appropriate.

Proposer:

Name of Entity:

Entity (check one box for entity completing Form C, as applicable):

Proposer Major Participant

1. Has the firm or any affiliate* or any current officer thereof, been indicted or convicted of bid or other contract-related crimes or violations (i.e., fraud, bribery, collusion, conspiracy, antitrust) or any other felony or serious misdemeanor within the past five years?

Yes No

If yes, please explain:

2. Has the firm or any affiliate* ever sought protection under any provision of any bankruptcy act within the past ten years?

Yes No

If yes, please explain:

3. Has the firm or any affiliate* ever been disqualified, removed, debarred, or suspended from performing work for the federal government, any state or local government, or any foreign governmental entity within the past ten years?

Yes No

If yes, please explain:

4. Has the firm or any affiliate* ever been found liable in a civil suit or found guilty in a criminal action for making any false claim or other material misrepresentation to a public entity within the past ten years?

Yes No

If yes, as to each such inquiry, state the name of the public agency, the date of the inquiry, the grounds on which the public agency based the inquiry, and the result of the inquiry.

5. Within the past ten years, has the firm or any affiliate* been found, adjudicated, or determined by any federal or state court or agency (including, but not limited to, the Equal Employment Opportunity Commission, the Office of Federal Contract Compliance Programs, or any applicable Massachusetts governmental agency) to have violated any laws or Executive Orders relating to employment discrimination or affirmative action, including, but not limited to, Title VII of the

Civil Rights Act of 1964, as amended (42 U.S.C. Section 2000 et seq.); the Equal Pay Act (29 U.S.C. Section 206(d)); and any applicable or similar Massachusetts law?

Yes No

If yes, please explain:

6. With respect to each of Questions 1-5 above, if not previously answered or included in a prior response on this form, is any proceeding, claim, matter, suit, or indictment currently pending against the firm that could result in the firm being found liable, guilty, or in violation of the matters referenced in Questions 1-5 above and/or subject to debarment, suspension, removal, or disqualification by the federal government, any state or local government, or any foreign governmental entity?

Yes No

If yes, please explain and provide the information requested as to such similar items set forth in Questions 1-5 above.

Under penalty of perjury, I certify that the foregoing is true and correct, and that I am the Entity’s authorized representative:

By:

Print Name:

Title:

*With respect to the Entity, the term “Affiliates” includes (i) parent companies of the Entity, (ii) subsidiary companies of the Entity, and (iii) joint venture members or partners in which the Entity has more than a 15% financial interest.

Form C

Certification: Debarment, Suspension, and Other Responsibility Matters

Submit this form for the Proposer and each Major Participant (if the Proposer is a special purpose entity (“SPE”) organized for purposes of responding to this RFQ).

The Proposer certifies to the best of its knowledge and belief, that it, and its principals:

1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any federal, state, or local department or agency.

2. Have not within a three-year period preceding this Proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state, or local) transaction or contract under a public transaction; violation of federal or state antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property;

3. Are not presently indicted for or otherwise criminally charged by a governmental entity (federal, state, or local) with commission of any of the offenses enumerated in paragraph (2) of this certification; and

4. Have not within a three-year period preceding this Proposal had one or more public transactions

(federal, state, or local) terminated for cause or default.

If the Proposer is unable to certify to any of the statements in this certification with respect to it or its principals, the Proposer must attach an explanation to this certification.

THE PROPOSER CERTIFIES OR AFFIRMS THE TRUTHFULNESS AND ACCURACY OF THE

CONTENTS OF THE STATEMENTS SUBMITTED ON OR WITH THIS CERTIFICATION AND

UNDERSTANDS THAT THE PROVISIONS OF 31 U.S.C. SECTIONS 3801 ET SEQ. ARE APPLICABLE

THERETO.

Proposer:

Signature and Title of Authorized Official

The undersigned chief legal counsel for the _____________________________________ hereby certifies (Proposer) that the _________________________________ has authority under state and local law to comply with (Authorized Official) the subject assurances and that the certification above has been legally made.

Signature of Applicant's Attorney or Authorized Official

Date

BD-27-1206-40000-40000-134741

"INSTRUCTIONS FOR CERTIFICATION"

Primary Covered Transactions

1. By signing and submitting this Proposal the Proposer is providing the certification on the preceding page in accordance with 2 C.F.R. Part 180 and 2 C.F.R. Part 1200.

2. The inability of a Proposer to provide the certification will not necessarily result in denial of participation in this covered transaction. The Proposer must submit an explanation of why it cannot provide the certification. The certification or explanation will be considered in connection with MBTA’s determination whether to enter into this transaction. However, failure of the Proposer to furnish a certification or an explanation will disqualify such a Proposer from participation in this transaction.

3. The certification is a material representation of fact upon which reliance was placed when the

MBTA determined to enter into this transaction. If it is later determined that the Proposer knowingly rendered an erroneous certification, in addition to other remedies available to the federal government, the MBTA may terminate this transaction for cause of default.

4. The Proposer must provide immediate written notice to the MBTA if at any time the Proposer learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances.

5. The Proposer agrees by submitting this Proposal that, should the proposed covered transaction be entered into, it must not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the MBTA.

6. The Proposer further agrees by submitting this Proposal that it will include the clause titled

“Certification regarding Debarment, Suspension, Ineligibility, and Voluntary Exclusion - Lower Tier Covered Transaction,” without modification, in all lower tier covered transactions and in all solicitations for lowered tier covered transactions.

7. Except for transactions authorized under paragraph (5) of these instructions, if the Proposer knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition to other remedies available to the federal government, the MBTA may terminate this transaction for cause or default.

BD-27-1206-40000-40000-134741

Form D Conflict of Interest Certification

Submit this form for the Proposer and each Major Participant (if the Proposer is a special purpose entity (“SPE”) organized for purposes of responding to this RFQ).

Except as set forth in its Form A – Initial Proposal Cover Letter or Form L – Proposal Cover Letter, [Name of Proposer] certifies that it has no real or perceived conflict of interest in relation to services under the Joint Development Opportunity at MBTA’s Lynn Garage development and furthermore agrees to take any action or supply any information necessary should a conflict of interest arise consistent with the MBTA’s policies and other applicable requirements.

Under penalty of perjury, I certify that the foregoing is true and correct, and that I am the Proposer’s Designated Representative:

Authorized Signature:

Title or Position:

Security Sensitive Information

Certification and Conditions of Custody

The undersigned certifies that it is receiving information from the Massachusetts Bay Transportation Authority (the “Authority”) pursuant to a request for information, documents and records to assist with . The undersigned certifies its understanding that the material to be received pertains to Authority assets and infrastructure that have been deemed critical or important to operations, and are considered security sensitive information, exempted from public disclosure, pursuant to 49 U.S.C. 40119(b)(1) and 49 CFR 15.5(b)(16), and M.G.L. c. 4, § 7(26)(n). The undersigned has been authorized by the Authority to receive the security sensitive information in the form of plans, reports, surveys, AutoCAD files or any other information in any form (the “Records”). This authorization is granted based upon compliance with the following conditions.

The undersigned certifies that the Records are being made available for the limited and stated purpose in the original request to assist with , and are not to

Form E

RFQ # 98-26

Joint Development Opportunity at MBTA's Lynn Garage

MBTA RFQ No. 98-26

COMMBUYS # BD-27-1206-40000-4000-134741

Joint Development Opportunity, Lynn Garage

Rae Enzie Cross-Out analyzing or containing any data contained in the Records is produced by the undersigned, the undersigned acknowledges that it has an ongoing perpetual obligation to protect such data from disclosure unless prior written authorization is obtained from the Authority.

The undersigned agrees that if at any time it discovers that any of the Records has been inappropriately disclosed, the undersigned will immediately report the same to the Authority.

The undersigned certifies that it will advise its own employees, agents, contractors, consultants or any other third party of the nondisclosure obligation and ensure compliance with the obligation. The undersigned agrees that prior to granting any access to any Authorized Personnel other than its own employees, it will obtain a certification in the same form as this certification from any entity utilizing said Authorized Personnel. The undersigned also agrees that prior to granting any access to any Authorized Personnel it will obtain a Massachusetts Bay Transportation Authority Security Sensitive Information Non-Disclosure and Confidentiality Agreement (“NDA”) from that person.

Original certifications from all entities utilizing Authorized Personnel and original NDAs from all Authorized Personnel must be provided to the Authority before the Records will be released.

If following release of the Records, additional Authorized Personnel are identified, original certifications and NDAs must be delivered to the Authority before the Records are released to the additional Authorized Personnel.

The undersigned confirms that failure to make good faith efforts to comply with these conditions for the approved limited purposes, including the disclosure, copying and/or duplication of information contained in the Records in whole or in part to unauthorized persons, without written authorization of the Authority, may result in the revocation of custody of the Records and/or other penalties. The Authority shall be entitled, in addition to all other rights or remedies, to seek injunctions restraining such breach, without being required to show any actual damage or to post any bond or other security.

The undersigned agrees that if served with a subpoena or discovery request or receive a public records disclosure request relating to, or if otherwise required by law to disclose any Record, the undersigned will immediately provide the Authority with written notification and provide a copy to the Authority to permit the Authority to seek a protective order or take other appropriate action. The undersigned agrees to cooperate in the Authority’s efforts to obtain a protective order or other assurance that secure treatment will be afforded the Records. In the absence of the protective order, the undersigned may disclose to the party compelling the disclosure only the part of the Records as is required to be disclosed (in which case, prior to such disclosure, the undersigned will advise and consult with the Authority as to such disclosure and the nature and wording of the such disclosure) and the undersigned will use best efforts to obtain confidential treatment thereof.

MBTA RFQ No. 98-26

COMMBUYS # BD-27-1206-40000-4000-134741

The following conditions shall apply to any AutoCAD file supplied by the Authority. All documents, files or other data accessible from this file are provided solely as a courtesy to facilitate access to information. The Authority provides such documents, files or other data “as is” without any warranty of any kind, either expressed or implied, including but not limited to, accuracy, reliability, omissions, completeness and currentness. The Authority and its consultants shall not be liable for any claim for damages, including lost profits or other consequential, exemplary, incidental, indirect or special damages, relating in any way to the documents, files or other data accessible from this file, including, but not limited to, claims arising out of or related to electronic access or transmission of data or viruses. Because data stored on electronic media can deteriorate undetected or be modified without our knowledge, the Authority cannot be held liable for its completeness or correctness. The Authority makes no representation as to the compatibility of these files. The undersigned understands that this authorization does not give the undersigned the right to distribute the files.

This Agreement shall be governed by and construed in accordance with laws of the Commonwealth of Massachusetts, without reference to its conflicts of laws principles.

The undersigned understands and accepts the conditions of custody relative to receipt and the possession of the Records.

Entity Name: _____________________________________________

Signature: _____________________________________________

Date: _____________________________________________

Name of Authorized Signatory: _____________________________________________

Phone Number: _____________________________________________

Address: _____________________________________________

MBTA RFQ No. 98-26

COMMBUYS # BD-27-1206-40000-4000-134741

Security Sensitive Information

Non- Disclosure and Confidentiality Agreement

I certify that I am receiving information from the Massachusetts Bay Transportation Authority (the “Authority”) to assist with . I certify my understanding that the material to be received pertains to Authority assets and infrastructure that have been deemed critical or important to operations, and are considered security sensitive information, exempted from public disclosure, pursuant to 49 U.S.C. 40119(b)(1) and 49 CFR 15.5(b)(16), and M.G.L. c. 4, § 7(26)(n). I have been authorized by the Authority to receive the security sensitive information in the form of plans, reports, surveys, AutoCAD files or any other information in any form (the “Records”). This authorization is granted based upon compliance with the following conditions and agreements.

I agree that the Records are of a highly confidential and security sensitive nature and that such information shall only be used for . I will not make any use of the Records for any purpose other than as expressly permitted by this Agreement.

I agree that, except as required by law, I will hold and treat the Records in the strictest confidence and will not, without the prior written consent of an authorized representative of the Authority, directly or indirectly discuss with, disclose, release, or otherwise provide or make available the data contained in the Records or any portion thereof, to any person other than authorized persons who have a need to review the Records and have executed an Massachusetts Bay Transportation Authority Security Sensitive Information Non-Disclosure and Confidentiality Agreement in connection with .

I agree to maintain the security of all documents, working papers, designs, and other materials related to the Records and I will password protect all such information stored by me in electronic form.

I agree that if at any time I discover that any of the Records has been inappropriately disclosed, I will immediately report the same to the Authority.

Upon the earlier of the Authority’s written request or completion of my need for such information, the Records and all copies thereof, shall be promptly delivered to the Authority. I agree to destroy all electronic copies in a manner acceptable to the Authority. To the extent that any writings and materials describing, analyzing or containing any data contained in the Records is produced by me, I acknowledge that I have an ongoing perpetual obligation to protect such data from disclosure unless prior written authorization is obtained from the Authority.

I agree that my obligations under this Agreement will be perpetual.

Form F

RFQ # 98-26

Joint Development Opportunity at MBTA's Lynn Garage

MBTA RFQ No. 98-26

COMMBUYS# BD-27-1206-40000-40000-134741

If I am served with a subpoena or discovery request or receive a public records disclosure request relating to, or am otherwise required by law to disclose any Record, I will immediately provide the Authority with written notification and provide a copy to the Authority to permit the Authority to seek a protective order or take other appropriate action. I will also cooperate in the Authority’s efforts to obtain a protective order or other assurance that secure treatment will be afforded the Records. In the absence of the protective order, I may disclose to the party compelling the disclosure only the part of the Records as is required to be disclosed (in which case, prior to such disclosure, I will advise and consult with the Authority as to such disclosure and the nature and wording of the such disclosure) and I will use my best efforts to obtain confidential treatment thereof.

I acknowledge that the unauthorized disclosure and handling of the Records could cause substantial damage and expose the Authority and its facilities and customers to significant danger and could result in civil or criminal fines and penalties.

I acknowledge that the obligations of confidence required hereunder are extraordinary and unique and are vital to the security and well-being of the Authority and its customers and that damages at law may be an inadequate remedy for any breach or threatened breach of this Agreement. The Authority shall be entitled, in addition to all other rights or remedies, to seek injunctions restraining such breach, without being required to show any actual damage or to post any bond or other security.

This Agreement shall be governed by and construed in accordance with laws of the Commonwealth of Massachusetts, without reference to its conflicts of laws principles.

Signature: ___________________________________

Date: ___________________________________

Name of Signatory: ___________________________________

Title of Signatory: ___________________________________

Entity Name: ___________________________________

Phone Number: ___________________________________

Address: ___________________________________

MBTA RFQ No. 98-26

COMMBUYS# BD-27-1206-40000-40000-134741