Battery_Electric_Bus_Maintenance_Training_&_Apprenticeship_Program.pdf

REQUEST FOR PROPOSAL (RFP)

TARTA Battery Electric Bus Maintenance Training & Apprenticeship Program

Toledo Area Regional Transit Authority

1127 West Central Toledo OH, 43610

TARTA Battery Electric Bus Maintenance Training & Apprenticeship Program RFP#2026-REQ-

Issued October 22, 2026

RESPONSES MUST BE SUBMITTED ELECTRONICALLY TO:

https://procurement.opengov.com/portal/tarta https://procurement.opengov.com/portal/tarta

Table of Contents

Section 1 - Introduction Section 2 - Scope of Services Section 3 - Proposal Submission Provisions Section 4 - Selection Process Section 5 - Rejection of Proposals Section 6 - Standard Contractual Terms and Conditions Section 7 - Vendor Questionnaire

Attachments:

B - Declaration of Non-Collusion SH

C - Lobbying Certifcation

Section 1 - Introduction

1) Summary

TARTA seeks competitive proposals from qualified firms to develop and implement a comprehensive zero-emission workforce development, maintenance training, and apprenticeship framework. The engagement is intended to build internal capability as TARTA expands its zero-emission fleet and to move employees from foundational safety knowledge to progressively advanced electrical theory, diagnostics, troubleshooting, structured OJT, apprenticeship milestones, and internal instructor capability.

2) Background

TARTA has already pursued vendor and safety training and has explored regional education partnerships. The expanded program should build on those investments rather than duplicate them, identify remaining competency gaps, and establish a sustainable approach that integrates external expertise with long-term internal knowledge transfer.

3) Timeline

RFP Issued October 22, 2026

Question Submission Deadline November 5, 2026, 3:00pm

Question Response Date November 10, 2026

Proposals Due November 19, 2026, 3:00pm

Presentations, If Needed Week of November 9, 2026 (if applicable)

1127 West Central Ave, Toledo OH 43610, or

TEAMS Meeting

Finance Committee December 10, 2026

Resolution to Board December 17, 2026

Official Award Announcement December 18, 2026

Section 2 - Scope of Services

1) Background

The Toledo Area Regional Transit Authority (TARTA) is a public transit authority that operates public transportation bus and paratransit services across metropolitan Toledo, Ohio and Lucas

County, Ohio. TARTA’s mission-critical employees, such as operators, are considered first responders because transit is designated as an essential service in times of crisis. TARTA’s service area includes all 596 square miles of Lucas County which includes the City of Toledo and into the City of Rossford in Wood County.

Founded in 1971, TARTA has grown to provide service on 19 routes system-wide to 1.7 million riders. As the region’s public transportation provider, TARTA operates three facilities in its service area.

Headquartered in Toledo at 1127 West Central Avenue, the Central Offices are home to the executive office, all administrative departments, and the bus storage facility, which houses

TARTA’s directly operated fleet, micro-transit, maintenance, and operations departments.

The TARTA Hub Station, located in downtown Toledo, is the central boarding hub and transfer point for 17 TARTA routes, the customer information center, and on-site security.

TARTA also operates ADA Complementary paratransit operations through Toledo Area Regional

Paratransit Services (TARPS) from a facility located at 130 Knapp Street just outside the downtown Toledo Area. The TARPS facility is home to administrative, operations, and maintenance departments for the ADA paratransit service.

2) Project Objectives

• Develop a phased ZEB/BEB training roadmap aligned to fleet transition needs.

• Create role-based competency pathways for maintenance personnel and other employees who directly support zero-emission vehicle deployment.

• Develop a comprehensive, modular training curriculum and supporting instructional materials for

ZEB/BEB, hybrid, and related vehicle technologies that can be delivered by TARTA staff and approved training partners.

• Align ZEB/BEB training curriculum with TARTA-approved industry standards, including applicable ASE and APTA objectives.

• Formalize ZEB/BEB training apprenticeship governance, OJT, related instruction (RI), mentoring, assessment, and progression.

• Build ZEB/BEB Train-the-Trainer capacity so TARTA can retain knowledge and reduce unnecessary reliance on outside instructors.

• Develop ZEB/BEB training instructor guides, lesson plans, student materials, assessments, hands-on exercises, and training documentation that can be maintained, updated, and delivered by TARTA after project completion.

• Integrate ZEB/BEB training diagnostic tools, PPE, training aids, practical exercises, recordkeeping, evaluation, and continuous improvement into one workforce system.

• Provide all ZEB/BEB curriculum and training materials in editable electronic formats with rights allowing TARTA to use, revise, reproduce, and deliver the program internally or through future training providers.

3) Scope of Services

3.0. Important Instructions for Electronic Submittal

The Toledo Area Regional Transit Authority is accepting electronic bid submissions. Bidders shall create a FREE account with OpenGov Procurement by signing up at https://procurement.opengov.com/signup. Once you have completed account registration, browse back to this page, click on "Submit Response", and follow the instructions to submit the electronic bid.

3.1 Discovery, Skills-Gap Validation and Training Roadmap

• Review training records, prior skills-gap work, existing curriculum, certifications, relevant fleet plans, OEM training, and available grant documentation supplied by TARTA.

• Facilitate discovery with TARTA maintenance, workforce development, safety, facilities, operations, labor, and other designated stakeholders.

• Validate near-term and long-term skill requirements and prioritize competencies by role and deployment phase.

• Develop a sequenced roadmap from awareness and high-voltage safety through electrical theory, component-level knowledge, diagnostics, troubleshooting, and advanced maintenance.

3.2 ZEB/BEB Technical Curriculum and Standards Alignment

• Develop or curate curriculum addressing high- and low-voltage safety, electrical theory, zero-emission vehicle systems, safe isolation/lockout-tagout, diagnostic processes, troubleshooting, maintenance procedures, and related validated needs.

• Map curriculum to TARTA-approved technical standards and identify prerequisites, learning objectives, delivery methods, duration, assessment methods, and required tools for each module.

• Coordinate proposed training with relevant OEM and infrastructure supplier training to avoid unnecessary duplication.

• Include refresher and retraining strategies so employees can maintain competency as technology and the fleet evolve.

• Address first-responder, charging/infrastructure, operator, facilities, and safety training interfaces when applicable to the proposed program.

3.3 Role-Based ZEB/BEB Training Competency Pathways

• Develop role-based pathways that identify foundational, intermediate, and advanced competencies.

• Define prerequisites, competency milestones, practical demonstrations, knowledge checks, and criteria for progression.

• Recommend methods for reskilling incumbent personnel while retaining institutional maintenance knowledge during the technology transition.

• Identify mentor and internal instructor qualification criteria and continuing development expectations.

3.4 ZEB/BEB Training Apprenticeship and OJT Framework

• Build TARTA’s maintenance apprenticeship program by incorporating ZEB/BEB competencies into the apprenticeship standards.

• Develop a comprehensive apprenticeship framework integrating related supplemental instruction (RSI), on-the-job training (OJT), defined work processes and milestones, competency-based progression, mentoring, performance assessment, documentation, and pathways for existing employees.

• Develop curriculum maps and recommended course sequencing that align apprenticeship requirements with the ZEB/BEB training curriculum developed under this project.

https://procurement.opengov.com/signup

• Develop apprentice and mentor tools including competency assessments, skills verification checklists, OJT logs, evaluation criteria, coaching guidance, mentor validation, progression standards, and trainee recordkeeping templates.

• Provide guidance for establishing a Joint Apprenticeship Training Committee (JATC) or comparable labor-management governance structure and support planning for state apprenticeship registration, as requested by TARTA.

• Provide draft apprenticeship standards, governance documents, policies, and program review procedures necessary to support ongoing program administration.

• Develop a comprehensive curriculum package including training modules, lesson plans, presentations, instructor guides, participant manuals, practical exercises, knowledge assessments, skills evaluations, competency checklists, and supporting instructional materials for identified training pathways.

• Provide all apprenticeship and training materials in editable electronic formats and develop a sustainability plan that enables TARTA to independently administer, maintain, update, and expand the programs as vehicle technologies, fleet composition, and workforce needs evolve.

3.5 Education, Labor and Industry Partnerships

• Identify, evaluate, and recommend qualified colleges, career-technical institutions, labor organizations, professional associations, OEMs, transit agencies, infrastructure vendors, and specialized trainers capable of supporting program implementation. Where appropriate, facilitate introductory discussions and provide recommended partnership structures, roles, and responsibilities.

• Evaluate opportunities for education partners to provide RSI or other complementary instruction.

• Identify opportunities for internships, work-based learning, recruitment, and succession planning relevant to the proposed workforce model.

• Ensure third-party resources complement TARTA’s internal Train-the-Trainer model and support intentional knowledge transfer.

• Workforce staffing, recruitment, retention, succession planning, and career progression strategy supporting TARTA's transition to zero-emission fleet operations.

3.6 ZEB/BEB Training Train-the-Trainer and Knowledge Transfer

• Design and deliver a Train-the-Trainer program for qualified TARTA personnel.

• Provide instructor guides, lesson plans, presentation materials, practical exercises, assessment tools, and supporting resources needed for repeatable internal delivery, subject to disclosed licensing terms.

• Include instructor observation, coaching, technical quality review, and recommended instructor qualification/recertification practices.

• Develop a handoff and sustainability plan identifying TARTA ownership, responsibilities, update cycles, and circumstances that warrant outside technical assistance.

3.7 ZEB/BEB Hands-On OJT and Practical Exercises

• Develop realistic hands-on exercises addressing high-voltage safety, safe energy isolation, PPE selection/inspection, diagnostic workflow, component/system checks, fault isolation, and other validated maintenance needs.

• Define required equipment, setup, safety controls, facilitator instructions, trainee steps, performance criteria, and documentation for each exercise.

• Design exercises so they may be used for apprenticeship OJT, refresher training, competency validation, and Train-the-Trainer delivery where practical.

3.8 Diagnostics, PPE, Tools and Training Aids

• Assess training-related requirements for diagnostic laptops/tablets, interfaces, software, specialized tools, PPE, training aids, simulators, and components.

• Provide functional specifications TARTA can use for competitive procurement of recommended equipment unless procurement is expressly incorporated into the final contract.

• Identify subscriptions, licenses, calibration, maintenance, warranty, replacement, and other recurring costs associated with proposed equipment.

• Integrate diagnostic tools into practical training and OJT workflows rather than treating equipment procurement as a stand-alone activity.

3.9 Tracking, Measurement and Continuous Improvement

• Define requirements for tracking courses, competency assessments, OJT hours, mentor validations, apprenticeship progression, refresher requirements, and instructor qualifications.

• Provide planning support for use of TARTA systems, including Trapeze EAM and/or ADP as appropriate;

vendor system configuration must be separately identified.

• Establish baseline and post-training measures and recommend program indicators for participation, completion, demonstrated competency, OJT progression, apprenticeship milestones, and internal instructor capacity.

• Develop a continuous-improvement cycle for reviewing outcomes, updating curriculum, incorporating lessons learned, and adjusting the roadmap as the fleet expands.

• Knowledge-transfer, curriculum maintenance, and sustainability plan including ownership responsibilities, annual review processes, content update procedures, technology-change triggers, OEM update integration, and recommended governance processes.

• Conduct pilot delivery of selected curriculum modules with designated TARTA personnel and incorporate feedback, lessons learned, and recommended revisions into final curriculum materials prior to project acceptance.

3.10 Project Administration

• Maintain project schedule, decision log, risk/issues log, action-item log, deliverable tracker, and meeting documentation.

• Provide at least monthly progress reporting.

• Coordinate review of technical deliverables with TARTA’s project manager and designated SMEs.

• Identify dependencies, decisions, information requests, emerging risks, and anticipated impacts to schedule or cost.

4. Required Deliverables

ID Deliverable D1 Validated skills-gap and training-needs assessment D2 Phased workforce and technical training roadmap D3 Role-based competency matrix D3A Workforce Staffing and Succession Plan D4 Curriculum crosswalk and standards-alignment matrix D4A Complete Technical Training Curriculum Package D5 Apprenticeship/JATC governance and OJT/RSI framework D6 OJT logs, mentor tools and milestone documentation D7 Train-the-Trainer curriculum and delivery D8 Instructor guides, lesson plans, assessments and practical evaluation tools D9 Hands-on OJT exercise library D10 Diagnostic equipment, PPE, tool and training-aid requirements, D11 Partnership and RSI strategy D12 Program tracking and measurement framework D13 Rollout and continuous-improvement plan D14 Knowledge-transfer and sustainability plan D14A Pilot Training Evaluation Report D15 Monthly project reporting and final implementation package

5. Optional / Separately Priced Services

• Diagnostic software and laptop/tablet-based diagnostics training.

• Charging-system operations, safety, and maintenance training.

• First-responder curriculum development and delivery.

• Additional technical training modules or expanded OJT exercise library.

• Additional Train-the-Trainer cohorts and refresher cycles.

• Extended implementation coaching and program support.

• Specialized equipment procurement or procurement-management services, if permitted by the final solicitation.

6. Anticipated Schedule

Proposers shall provide a detailed implementation schedule that sequences discovery, framework development, curriculum, apprenticeship/OJT development, Train-the-Trainer, pilot delivery, rollout, acceptance, and closeout.

TARTA planning materials identify a grant spend-down window extending through the end of 2027/beginning of 2028; the final solicitation will state the controlling grant deadline.

7. Minimum Proposer Qualifications

• Demonstrated experience with zero-emission transit, BEB, high-voltage, or closely related technical workforce training.

• Knowledge of recognized ZEB/BEB occupational training standards and high-voltage safety practices.

• Experience developing apprenticeship, OJT/RSI, mentor, competency-assessment, and/or labor-management governance frameworks.

• Experience designing Train-the-Trainer programs and hands-on technical courseware.

• Ability to integrate OEM/vendor training, education partnerships, and internal training into a coherent workforce program.

• At least three relevant project examples and professional references.

8. Proposal Submission Requirements for ZEB/BEB Program

• Executive summary and understanding of TARTA’s objectives.

• Technical approach organized by each scope section.

• Detailed work plan, schedule, dependencies, assumptions, risks, and TARTA resource needs.

• Project team, roles, resumes, technical specialties, and estimated level of effort.

• Relevant project experience and references.

• Deliverable-level price proposal, rate card, travel assumptions, and separately priced options.

• All third-party costs, software/licenses, subscriptions, equipment, recurring costs, and exclusions.

• Intellectual-property and licensing terms for curriculum, instructor materials, assessments, and other deliverables.

• Exceptions or proposed changes to the requested scope.

• Required TARTA procurement and federal forms included in the final solicitation.

9. Price Proposal Format

Cost Element Basis Amount Assumptions Required deliverables Fixed fee by deliverable preferred

Training delivery Per cohort/day or fixed fee $________ As-requested support Hourly / NTE if proposed $________ Optional services Separately priced $________ Travel State basis and ceiling $________ Software/equipment/third-party Itemized $________

Recurring costs Annual or other stated period

Section 3 - Proposal Submission Provisions

1) Postponement, Amendment, and/or Cancellation of the RFP

TARTA reserves the right to revise or amend any portion of this RFP before the date and time for the proposal delivery. Such revisions and amendments, if any, shall be issued through an addendum to this RFP. Addenda shall be available on TARTA's OpenGov Procurement portal.

TARTA reserves the right to cancel this RFP at any time or change the date and time for submitting proposals by announcing the same before the date and time established for proposal submission.

2) Rejection of Proposals

TARTA reserves the right to reject any or all proposals and/or waive any minor informalities or irregularities.

3) Clarification of Proposals

TARTA reserves the right to clarify any point in a proposal or obtain additional information to evaluate a particular proposal. Failure of a Proposer to respond to such a request for further information or clarification may result in that proposals’ rejection.

4) Modification or Withdrawal of Proposals and Late Proposals

At any time before the time and date set for submission of proposals, a Proposer may

"Unsubmit" in order to withdraw or modify their proposal. In order for an updated or modified proposal to be be considered, Proposer shall resubmit prior to the due date and time submittals. Any proposal or modification of proposal received after the stated deadline for proposal receipt will not be considered.

5) Errors and Administrative Corrections

TARTA will not be responsible for any errors in proposals. Proposers will only be allowed to alter proposals after the submittal deadline in response to requests for clarifications by TARTA.

TARTA reserves the right to request an extension of the proposal period from a Proposer or

Proposers. TARTA reserves the right to allow corrections or amendments to be made that are due to minor administrative errors or irregularities, such as errors in typing, transposition, or similar administrative errors. Erasures or other changes or entries made by the proposer must be initialed by the person signing the proposal.

6) Compliance with RFP Terms and Attachments

TARTA intends to award a contract based on the terms, conditions, and attachments contained in this RFP. Proposers are strongly advised not to make any exceptions. Proposers shall submit proposals that respond to the requirements of the RFP. An exception is not a response to an

RFP requirement.

Proposers are cautioned that exceptions to the terms, conditions, and attachments may result in a rejection of the proposal.

7) Collusion

The proposer guarantees that the proposal submitted is not a product of collusion with any other proposer, and no effort has been made to fix the proposal price of any proposer or to fix any over-head, profit, or cost element of any proposal price. If TARTA determines that collusion has occurred among Proposers none of the proposals from the participants in such collusion shall be considered. TARTA’s determination shall be final.

8) Taxes and Interest

TARTA is exempt from Federal, Excise and Transportation Tax and the Ohio Sales, Excise and

Use Tax. Proposers will not include these taxes in their proposed price(s). All other government taxes, duties, fees, licenses, permits, royalties, assessments, and charges shall be included in the proposed price. TARTA will not pay interest on unpaid or disputed invoices, whether due or overdue.

9) Single Proposal Response

If only one proposal is received, a detailed price/cost analysis may be requested of that

Proposer. TARTA reserves the right to reject the single proposal and put the RFP out for bid again if necessary.

10) Exclusionary of Discriminatory Specifications

TARTA agrees that it will comply with the requirements of 49 U.S.C. Section 5323(h) (3) refraining from using any Federal assistance awarded by the FTA to support procurements using exclusionary or discriminatory specifications.

11) Protest Procedure

a. General

i. Protests may be made by prospective Proposers, Vendors or Proposers whose direct economic interest may be affected by the award of the contract or by failure to award a contract. TARTA will consider all protests filed in a timely manner as described below.

ii. All protests are to be submitted in writing by one of the following: Send by regular United States mail to:

Chief Financial Officer

Toledo Area Regional Transit Authority 1127 W. Central Ave.

Toledo, OH 43697

OR

By electronic mail (E-mail) addressed as follows:

info@tarta.com

iii. A protest submission should be concise, logically arranged, and clearly state the grounds for protest. A protest must include at least the following.

o Name, address, email address and telephone number of protester;

o Identification of contract solicitation number;

o A detailed statement of the legal and factual grounds for the protest, including copies of relevant documents; and o A statement as to what relief is requested.

iv. Protests must be submitted to TARTA in accordance with these procedures and time requirements, must be complete and describe all issues that the protester believes relevant.

b. Protests Before Proposal Opening/Pre-bid Protests:

Protests alleging restrictive specifications or improprieties which are apparent prior to proposal or bid opening or receipt of bids or proposals must be submitted in writing as set forth above and must be received at least seven (7) business days prior to proposal or bid opening or the closing date for receipt of

Proposals or bids. If the written protest is not received by the time specified, proposals may be received, and an award made in the normal manner, unless

TARTA determines that remedial action is required. Oral protests not followed by a written protest will be disregarded. TARTA may request additional information from the protesting party and information or response from other bidders, which shall be submitted to TARTA not less than seven (7) business days after the date of TARTA’s request. So far as practicable, protest decisions will be made by the CFO, the project manager, and others as TARTA deems appropriate. So far as is practical, the decision will be based upon the written appeal, information and written responses submitted by the appealing party and other bidders. If any mailto:info@tarta.com party fails to timely respond to a request for information, it may be determined by TARTA that such party does not desire to participate in the proceedings, does not contest the matter, or does not desire to submit a response and in such a case, the protest will proceed and will not be delayed due to the lack of a response. Upon receipt and review of written submissions and any independent evaluation that TARTA deems appropriate, TARTA shall render a final decision.

c. Protests After Proposal Opening and Prior to Award

Protests against the making of an award must be submitted in writing to TARTA and received within seven (7) business days of the award. Notice of the protest and the basis thereof will be given to all bidders or proposers. In addition, when a protest against the making of an award by TARTA is received and it is determined to withhold the award pending disposition of the protest, the bidders, or proposers whose proposals might become eligible for award shall be requested, before expiration of the time for acceptance, to extend or to withdraw the proposal. Where a written protest against the making of an award is received in the time period specified, the award will not be made prior to seven (7) business days after resolution of the protest unless TARTA determines that:

i. The items to be purchased are urgently required; or

ii. Delivery or performance will be unduly delayed by failure to make award promptly; or

iii. Failure to make award will otherwise cause undue harm to TARTA or the federal government

d. As far as practicable, protest decisions will be made by the CFO, the project manager, and others as TARTA deems appropriate. So far as practicable, the decision on the protest will be based upon a written appeal, information and written responses submitted by the protesting party and other bidders. If any party fails to timely respond to a request for information, it may be determined by TARTA that such party does not desire to participate in the proceedings, does not contest the matter, or does not desire to submit a response and in such case, the protest will proceed and will not be delayed due to a lack of a response.

Upon receipt and review of written submissions and any independent evaluation that TARTA deems appropriate, TARTA shall render a final decision.

e. Protest After Award/Post Award Protest

Protests after an award (Post Award Protest) must be submitted in writing to

TARTA and must be received no later than seven (7) business days after the award has been made.

In instances where the award has been made, the contractor shall be furnished with the notice of protest and the basis thereof. If the contractor has not executed the contract as of the date the protest is received by TARTA, the execution of the contract will not be made prior to seven (7) business days after resolution of the protest unless TARTA determines that:

i. The items to be purchased are urgently required; or

ii. Delivery or performance will be unduly delayed by failure to make award promptly; or

iii. Failure to make award will otherwise cause undue hardship to TARTA or the federal government.

f. As far as practicable, protest decisions will be made by the CFO, the project manager, and others as TARTA deems appropriate. So far as practicable, the decision on the protest will be based upon a written appeal, information and written response submitted by the protesting party and other bidders. If any party fails to timely respond to a request for information, it may be determined by TARTA that such party does not desire to participate in proceedings, does not contest the matter, or does not desire to submit a response and in such case, the protest will proceed and will not be delayed due to a lack of a response. Upon receipt and review of written submissions and any independent evaluation that

TARTA deems appropriate, TARTA shall render a final decision.

g. Decision

Any decision pertaining to a protest is final.

h. Protests to Federal Transit Administration (FTA)

Under certain limited circumstances, an interested party may protest to the FTA if the award is subject to an FTA grant. FTA's review of any such protest will be limited to:

i. An alleged failure by TARTA to have written protest procedures; or

ii. An alleged failure to follow such procedures.

i. Alleged violations of specific federal requirements that provide an applicable complaint procedure shall be submitted and processed in accordance with that federal regulation.

Any protest filed with the FTA must be received by the agency not later than five

(5) business days after TARTA renders a final decision on the protest. In instances where the protester alleges that TARTA failed to make a final determination on the protest, the protester shall file a complaint with FTA no later than five (5) business days after the protester knew or should have known of TARTA's failure to render a final determination.

j. Submission of Protest to FTA

Protests submitted to the FTA shall be submitted to the FTA Region 5 Office in

Chicago, Illinois with a concurrent copy submitted to TARTA. The protest filed with FTA shall:

i. Include the name and address of the protester;

ii. Identify the TARTA project number and the number of the contract solicitation;

iii. Contain a statement of the grounds for protest and any supporting documentation. This should detail the alleged failure to follow TARTA’s protest procedures or the alleged failure to have procedures and be fully supported to the extent possible.

iv. Include a copy of the local protest filed with TARTA and a copy of the TARTA decision, if any.

Section 4 - Selection Process

TARTA reserves the right to cancel or discontinue the proposal process and reject all proposals if it determines that there is no longer a requirement for the item(s), the funding is no longer available, or it is otherwise in TARTA’s best interest to cancel the proposal.

Screening of responses will be based upon the following and on the responses to the RFP. The order does not necessarily indicate priority.

TARTA will evaluate each proposal submitted in response to the RFP based upon the criteria stated below and the responses to the RFP. An interview may or may not be conducted with the qualifying firms before selecting the firm(s) to represent TARTA.

No. Evaluation Criteria Scoring Method Weight (Points)

1. Technical approach and responsiveness to scope.

N/A N/A

2. Relevant ZEB/BEB workforce and technical training experience

N/A N/A

3. Apprenticeship, OJT/RSI, Train-the-Trainer, and competency-development experience

N/A N/A

4. Qualifications and availability of key personnel

N/A N/A

5. Cost Proposal N/A N/A

6. References and demonstrated performance on comparable engagements.

N/A N/A

Section 5 - Rejection of Proposals

Submission of a proposal indicates acceptance by the firm of the conditions contained in this request for proposal unless clearly and specifically noted in the proposal submitted and confirmed in the contract between TARTA and the firm selected. TARTA reserves the right without prejudice to accept or reject any or all proposals, and to select the proposal considered most advantageous to TARTA.

Section 6 - Standard Contractual Terms and Conditions

1) Administration

This Contract is between TARTA and the Contractor responsible for providing the goods/services described herein. TARTA is not a party to defining the division of work between the Contractor and its Subcontractors if any, and the Specifications and/or Scope of Services has not been written with this intent.

The Contractor represents that it has or will obtain all duly licensed and qualified personnel and equipment required to perform hereunder. The Contractor’s performance under this Contract may be monitored and reviewed by a Project Manager appointed by TARTA. Reports and data required to be provided by the Contractor shall be delivered to the Procurement Administrator.

Questions by the Contractor regarding the interpretation of the terms, provisions, and requirements of this Contract shall be addressed to the Project Manager for a response.

2) Contract Changes Notification of Delay

The Contractor will notify TARTA’s Project Manager as soon as the Contractor has, or should have, the knowledge that an event has occurred that delays delivery or start-up of services.

Within five (5) days, the Contractor will confirm such notice in writing, furnishing as many details as possible.

3) Request for Extension

As soon as such data is available, the Contractor agrees to supply any reasonable proofs required by TARTA’s Procurement Department to decide any request for extension. TARTA’s

Project Manager will examine the request and any documents provided by the Contractor and will determine if the Contractor is entitled to an extension and the duration of such extension.

TARTA’s Project Manager will notify the Contractor of the decision in writing. It is expressly understood and agreed that the Contractor will not be entitled to damages or compensation and will not be reimbursed for losses on account of delays resulting from any cause under this provision.

4) Contract Changes

Any proposed change in the contract will be submitted to TARTA for its prior written approval.

TARTA will make the change by a Change Order if agreed upon by both parties in writing. Each written Change Order will expressly include any change in the Contract price or delivery schedule. No oral order or conduct by TARTA will constitute a Change Order unless confirmed in writing by TARTA.

5) Cost or Price Analysis

TARTA reserves the right to conduct a cost or price analysis for any purchase. TARTA may be required to perform a cost analysis when competition is lacking in any purchase. Sole source procurements which result in a single bid being received will be subject to a cost analysis which will include the appropriate verification of cost data, the evaluation of specific elements of costs, and the projection of data to determine the effect on bid prices. TARTA may require a

Pre- Award Audit, and potential Contractors shall be prepared to submit data relevant to the proposed work, allowing TARTA to determine that the proposed price is fair, reasonable, and following Federal, State, and local regulations. Procurements resulting in a single response will be treated as a negotiated procurement. TARTA reserves the right to negotiate with the single

Respondent to achieve a fair and reasonable price. In the event both parties cannot agree upon a negotiated price, TARTA reserves the right to reject the single response. Contract change orders or modifications will be subject to a cost analysis.

6) Lack of Funds

If expected or actual funding is withdrawn, reduced, or limited in any way before the expiration date outlined in this Contract or any amendment hereto, TARTA may, upon written notice to the Contractor, terminate this Contract in whole or in part. Such termination shall be in accordance with TARTA’s rights to terminate for convenience or default.

7) Force Majeure

The timely receipt of TARTA's requirements is essential. Suppose the requirements are not received on time in accordance with the delivery schedule. In that case, TARTA may cancel the unfilled portion of the contract for cause, purchase substitute requirements elsewhere, and recover from the Contractor any increased costs, thereby incurred together with all resulting incidental and consequential damages. TARTA may also terminate for cause, purchase substitute requirements elsewhere and recover costs and damages for breach of Contractor obligations.

The Contractor shall be entitled to a reasonable extension of time from TARTA for the delays caused by damage to the Contractor's and/or TARTA's property caused by fire, lightning, earthquakes, tornadoes, and other extreme weather conditions, pandemics or acts of nature, power failures, riots, acts of civil or military authorities of competent jurisdiction, strikes, lockouts, and any other industrial, civil, or public disturbances beyond the control of the

Contractor and its subcontractors causing the inability to perform the requirements of this

Contract. Any delay other than the ones mentioned above shall constitute a breach of the

Contractor's contractual obligations.

8) Taxes, License, Laws, and Certificate Requirements

The Contractor shall maintain and be liable for all taxes, fees, licenses, and costs as may be required by federal, state, and local laws, rules, and regulations for the conduct of business by the Contractor and any subcontractors and shall secure and at all times maintain all such valid licenses and permits as may be required to provide the services or supplies under this Contract.

Suppose for any reason, the Contractor’s required licenses or certificates are terminated, suspended, revoked, lapsed, or in any manner modified from their status at the time this

Contract becomes effective. In that case, the Contractor shall immediately notify TARTA in writing of such condition.

The Contractor will give all notices and comply with all federal, state, local, and TARTA laws, ordinances, rules, regulations, standards, and orders of any public authority bearing on the performance of the Contract, including, but not limited to, the laws referred to in these General

Provisions of the Contract and the other Contract Documents. Suppose the Contract

Documents are at variance in addition to that in any respect. In that case, any necessary changes shall be adjusted by appropriate modification. Omission of any applicable laws, ordinances, rules, regulations, standards, or orders by TARTA in the Contract Documents shall be construed as an oversight. It shall not relieve the Contractor from their obligations to meet such fully and completely. Upon request, the Contractor shall furnish TARTA certificates of compliance with all such laws, orders, and regulations. The Contractor shall be responsible for obtaining all necessary permits and licenses required for performance under the Contract.

Applicable provisions of all federal, state, and local laws, and of all ordinances, rules, and regulations shall govern all claims and disputes which may arise between the person(s) submitting a bid response hereto and TARTA, by and through its officers, employees and authorized representatives, or any other persons, natural and otherwise, and lack of knowledge by any Contractor shall not constitute a cognizable defense against the legal effect thereof.

9) Defective Work, Materials, or Services

When and as often as TARTA determines that the work, materials, or services furnished under the Contract are not wholly and entirely following any requirement of the Contract, it may give notice and description of such non-compliance to the Contractor. Within seven (7) calendar days of receiving such written notification, the Contractor must supply TARTA with a written detailed plan which indicates the time and methods needed to bring the work, materials, or services within acceptable limits of the Contract. TARTA may reject or accept this plan at its discretion. If this plan is rejected, the work, materials, or services will be deemed not accepted and returned to the Contractor at the Contractor’s expense. This procedure to remedy defects is not intended to limit or preclude any other remedies available to TARTA by law.

10) Assignment

The Contractor shall not assign any interest, obligation, or benefit under or in this Contract or transfer any interest in the same, whether by assignment or notation, without the prior written consent of TARTA. If an assignment is approved, this Contract shall be binding upon and inure to the benefit of the successors of Contractor. This provision shall not prevent the Contractor from pledging any proceeds from this Contract as security to a lender. An assignment may be conditioned upon the posting of bonds, securities, and the like by the assignee. The assignee must assume the written Contract in writing and be responsible for the obligations and liabilities of the Contractor, known and unknown, under this Contract and applicable law.

TARTA may assign its rights and obligations under the Contract to any successor to the rights and functions of TARTA or any governmental agency to the extent required by applicable laws or governmental regulations or to the extent TARTA deems necessary or advisable under the circumstances.

11) Indemnification and Hold Harmless

TARTA has the right to stop or resume work, to make inspections, to receive reports, and to provide recommendations or suggestions, consistent with the employment of an independent contractor, and that no provision of this Agreement shall be construed as TARTA retaining control of or having liability for the actions of the Contractor. TARTA shall have no liability for the Contractor’s selection of personnel, employees, or subcontractors, nor for the presence of dangerous conditions on any real property where the Contractor is employed.

The Contractor shall have sole control over the manner and means of providing the work and services performed under this agreement. TARTA’s relationship to the Contractor under this agreement shall be that of an independent contractor. The Contractor will not be considered an employee of TARTA for any purpose. The parties agree that the Contractor is exclusively responsible for determining what work is required to complete the tasks outlined herein and the means and methods of achieving such work. TARTA’s compensation to the Contractor shall be limited to that described in any approved contract. TARTA shall not reimburse any expenses, provide any benefits, withhold any employment taxes, or otherwise have a financial relationship with the Contractor other than payment of the stated compensation. The

Contractor shall be solely responsible for withholding taxes, providing employee benefits, or otherwise complying with applicable laws relating to its employees or contractors.

The Contractor shall be responsible for determining its sequence of performance for required work. The Contractor’s work shall be evaluated by TARTA based upon the result of such work.

The Contractor shall be responsible for any expenses incurred by the Contractor in the performance of its work and shall not be authorized, expressly or impliedly, to obligate TARTA on any debt, contract, or other agreement whatsoever. Suppose the Contractor is compensated on an hourly basis under the terms of this Agreement. In that case, TARTA and the Contractor agree that Contractor’s compensation is usual and customary, based on the terms that

Contractor offers its services to the market in general. The Contractor shall be responsible for all damages to property or persons arising out of any error, omission, and/or negligent act in the prosecution of the work or failure to prosecute the work and shall indemnify and hold harmless TARTA, its officers, agents, and employees from all suits, claims, actions, or damages of any nature whatsoever resulting therefrom. The Company shall assume all restitution and repair costs arising out of any error, omission, and/or negligence.

The Contractor agrees to indemnify and hold harmless TARTA, including its elected or appointed officials, employees, attorneys, and agents against all claims, loss damage, injury, liability, and court costs and attorney’s fees incidental to that, including any claims made by employees of the Contractor or any of their subcontractors, as well as all other persons, resulting directly or indirectly from work covered by this contract or the equipment used in connection therewith. It is understood that this agreement shall apply to all such claims whether resulting from the negligence or the intentional acts of the Contractor, the

Contractor’s employees, contractors, or subcontractors, TARTA or TARTA Indemnitees or otherwise, with the single exception of any claim, damage, loss, or expense arising solely out of the intentional misconduct of TARTA or TARTA Indemnitees. The Contractor is solely responsible for determining the accuracy and validity of any information provided to the

Contractor by TARTA or its representatives. This indemnification shall apply to the fullest extent of the law. Suppose any provision hereof is determined to be unenforceable. In that case, the indemnification obligations shall be severable. The fullest extent of indemnification that may lawfully apply shall remain in full force and effect. This indemnification shall include any claims arising out of the erection, construction, placement, or operation of any scaffold, hoist, crane, stay, ladders, support, or other mechanical contrivance in connection with such work, including but not limited to losses, claims, damages, and expenses arising pursuant to claims asserted against TARTA. This indemnification shall not be limited in any way by limitations on the amount or type of damages, compensation, or benefits payable by or for the Contractor under

Workers’ Compensation Acts, disability benefit acts, or other employee benefit acts. However, the Parties shall not indemnify the other for any liabilities, damages, costs, or expenses resulting from the other party’s own willful misconduct or negligence.

12) Applicable Law and Forum

All work done pursuant to any contract resulting from this RFP will be governed by and construed according to the regulations of the Federal Transit Administration and the laws of the

State of Ohio. Further, the successful Proposer shall abide by all federal, state, and local laws, TARTA regulations, policies, and procedures, and ordinances governing any areas(s) where a service is rendered and shall have all required permits, licenses, agreements, tariffs, bonding, and insurance required by same. No claims for additional payment shall be approved for changes required to comply with any such requirements.

13) Attorney Fees

In the event either party shall engage the services of an attorney or other professional due to the default of the other party, the defaulting (non-prevailing) party shall pay all legal costs and fees, including attorney’s fees, incurred by the non-defaulting (prevailing) party in enforcing its rights.

14) Conflicts of Interest and Non-Competitive Practices

Conflict of Interest - By entering into this Contract with TARTA to perform or provide work, services, or materials, the Contractor has thereby covenanted that it has no direct or indirect pecuniary or proprietary interest and that it shall not acquire any interest, which conflicts in any manner or degree with the work, services, or materials required to be performed and/or provided under this Contract and that it shall not employ any person or agent having any such interest. In the event that Contractor or its agents, employees, or representatives hereafter acquires such a conflict of interest. It shall immediately disclose such interest to TARTA and immediately eliminate the conflict or withdraw from this Contract, as TARTA may require.

Contingent Fees and Gratuities - Contractor, by entering into this Contract with TARTA to perform or provide work, services, or materials, has thereby covenanted:

No person or selling agency except bona fide employees or designated agents or representatives of the Contractor has been or will be employed or retained to solicit or secure this Contract with an agreement or understanding that a commission, percentage, brokerage, or contingent fee would be paid; and

No gratuities, in the form of entertainment, gifts, or otherwise, were offered or given by

Contractor or any of its agents, employees, or representatives, to any official, member, or employee of TARTA or other governmental agency to secure this Contract or secure favorable treatment concerning the awarding or amending, or the making of any determination concerning the performance of this Contract.

15) Conflicts of Interest - Current and Former Employees

TARTA seeks to eliminate and avoid actual or perceived conflicts of interest and unethical conduct by current and former TARTA employees in transactions with TARTA. Consistent with this policy, no current or former TARTA employee may contract with, influence, advocate, advise, or consult with a bidding or interested party about a TARTA transaction, or assist with the preparation of Bids submitted to TARTA while employed by TARTA or within one (1) year after leaving TARTA’s employment, if they participated in determining the work to be done, the

Contractor to be selected, or if they participated in the work to be done or the process to be followed while an employee of TARTA. Furthermore, no member, officer, or employee of

TARTA during their tenure or for two (2) years after that will have any financial interests, direct or indirect, in this Contract or the proceeds thereof.

16) Severability

Each provision of this Contract shall be interpreted to be effective and valid under applicable law whenever possible. In the event that any provision is found to be invalid, illegal, or unenforceable. Such provision or portion thereof shall be modified to the extent necessary to render it legal, valid, and enforceable and have the intent and economic effect as close as possible to the invalid, illegal, and unenforceable provision.

17) Non-waiver of Breach

No action or failure to act by TARTA shall constitute a waiver of any right or duty afforded to

TARTA under the Contract; nor shall any such action or failure to act by TARTA constitute approval of, or acquiescence in, any breach hereunder, except as may be stated explicitly by

TARTA in writing.

Section 7 - Vendor Questionnaire

1) Proposal (without Pricing)*

Please upload your proposal without cost or pricing information here. Proposals submitted here shall not contain any pricing information and failure to comply with this may cause a proposal to be deemed nonresponsive. You will be submitting your pricing information in a separate section using a separate file in another portion of your submittal.

*Response required

2) Pricing Information* Your pricing information is required to be submitted completely separate from the rest of your proposal information. Please upload your pricing information here.

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3)…