Greenlink RAISE Bus Stop Construction - Package 2.pdf

CITY OF GREENVILLE

STATE OF SOUTH CAROLINA

for the

GREENVILLE TRANSIT AUTHORITY

REQUEST FOR PROPOSALS

RFP NO. 27-4023

GREENLINK RAISE BUS STOP

CONSTRUCTION – PACKAGE 2

DUE: October 15, 2026 2:00 PM

Invitation – Page 1 of 4

Revised 7.2022

CITY OF GREENVILLE

STATE OF SOUTH CAROLINA

for the

GREENVILLE TRANSIT AUTHORITY (GTA)

REQUEST FOR PROPOSALS

RFP NO. 27-4023

PROPOSALS will be accepted until 2:00 p.m. ET, October 15, 2026. All qualified firms are invited to submit proposals to the City of Greenville for the following:

Greenlink RAISE Bus Stop Construction – Package 2

SUBMITTAL:

TO SUBMIT PROPOSALS:

DEADLINE FOR QUESTIONS

OR CLARIFICATIONS:

E-MAIL:

PRE-PROPOSAL MEETING:

Proposals for this solicitation will be accepted NO LATER THAN 2:00 p.m. ET, October 15, 2026

Proposals must be submitted through the Document Upload link available on the project’s Bid Page under Item Details

Proposals will not be opened until 2:00 p.m. Respondents MUST confirm receipt prior to 2:00 p.m. by sending an inquiry to the email address below.

Physical Address: Greenville Transit Authority, Purchasing Division, 205 Arcadia Drive, Greenville, SC 29609

2:00 p.m. ET, October 1, 2026, 2026 purchasing_bids-rfps@greenvillesc.gov

N/A

Any revisions to this Request for Proposals will be issued and distributed as an addendum. All addenda, additional communications, responses to questions, etc. pertaining to the RFP will be posted on the City of Greenville website at: http://www.greenvillesc.gov/bids.aspx.

All offerors should consult this website for updates before submitting proposals.

DEADLINE ENFORCED

Proposals received after the time and date set for receipt of proposals WILL NOT be accepted. It is the offeror’s responsibility to ensure timely delivery of their proposal.

Telephone, emailed, or facsimile proposals will not be accepted.

Invitation – Page 2 of 4

From time to time, the Purchasing Division may have to release written changes to a solicitation due to an inadvertent error or omission on the part of the City/GTA or to an inquiry from an interested vendor during the question phase of the solicitation. No changes to the published terms and conditions, scope of services, minimum requirements, or insurance requirements will be considered unless they are submitted in compliance with the deadline for the questions or clarification phase of the solicitation. Any changes to the published terms and conditions, scope of services, minimum requirements, or insurance requirements will be published in a formal, written addendum. The City/GTA is not obligated to make any changes to the published solicitation based on an inquiry from a vendor. The City/GTA will not consider “red line” amendments to any contract with the successful offeror, as all requests for changes must be posed in the question phase and accepted in a formal addendum. The City/GTA reserves the right to negotiate with the successful offeror in order to comply with budgetary allocations.

Any offer submitted as a result of this solicitation shall be binding on the offeror for NINETY

(90) CALENDAR DAYS FOLLOWING THE SPECIFIED OPENING DATE. Any proposal for which the offeror specifies a shorter acceptance period may be rejected.

No proposal will be accepted from a contractor who is not currently licensed as applicable, by the South Carolina Department of Labor, Licensing and Regulation Contractors’ License Board, in accordance with Title 40, Chapter 11 of the Code of Law of South Carolina, and has a current South Carolina General Contractor’s License. Requirements may be obtained at www.llr.state.sc.us. If this requirement is not met, your proposal will be disqualified and rejected.

During the performance of the contract, the contractor shall comply with any and all applicable federal, state or local laws, rules, and regulations relating to a drug-free workplace.

If the offeror discovers any ambiguity, conflict, discrepancy, omission or other errors in the RFP, offeror shall immediately notify the City/GTA of such error in writing and request modification or clarification of the document. The offeror is responsible for clarifying any ambiguity, conflict, discrepancy, omission, or other error in the RFP, or it shall be deemed waived.

Proprietary and/or Confidential Information Your proposal is a public document under the South Carolina Freedom of Information Act (FOIA), except as to information that may be treated as confidential as an exception to disclosure under the FOIA. If you cannot agree to this standard, please do not submit your proposal.

All information that you desire to be treated as confidential and/or proprietary must be CLEARLY AND SPECIFICALLY identified, and each page containing confidential and/or proprietary information, in whole or in part, must be stamped and/or denoted as CONFIDENTIAL, in bold, in a font of at least 12-point type, in the upper right-hand corner of the page. All information not so noted and identified may be disclosed by the City. Blanket-type identification by designating whole pages or sections as containing confidential and/or proprietary information will not ensure confidentiality.

This Request for Proposals is being issued by the City of Greenville Purchasing Division. Direct all questions or request for clarification of this RFP in writing to the e-mail address shown on page one (1) of this invitation.

Invitation – Page 3 of 4

Current E-mail Address Required All proposals submitted shall include a current e-mail address. Once selected, Notice of Award shall be posted on the City’s website; and Notice of Award, and notices of non-award, shall be sent to all offerors via e-mail. No hard copy notices will be sent via regular mail.

Offerors are specifically directed not to contact any other City personnel for meetings, conferences, or technical discussions related to this request unless otherwise stated in this RFP. Failure to adhere to this policy may be grounds for rejection of your proposal.

The words “Bidder”, “Offeror”, “Proposer”, “Vendor”, and “Contractor” are used interchangeably throughout this RFP, and are used in place of the person, firm, or corporation submitting a proposal.

Required Affidavits Firms submitting proposals are required to include all affidavits found at the end of this Request for Proposals. If any of the affidavits are not applicable, N/A is an acceptable response.

Protest of Solicitation or Award The Greenville Transit Authority’s written protest procedures can be found at:

https://greenvillesc.gov/2148/Procurement-Protest-Procedures

Invitation – Page 4 of 4

Dated at Greenville, South Carolina this day of September 2026.

BY:

Stephanie d’Ablemont – Buyer

City of Greenville, SC

Reviewed By:

Director of Public Transportation Date

Risk Manager Date

Legal Department Date

Chief Financial Officer Date

Purchasing Administrator Date

TABLE OF CONTENTS

RFP No. 27-4023

GENERAL TERMS & CONDITIONS

SPECIAL TERMS AND CONDITIONS

CONTRACT TERMS AND CONDITIONS

FTA CONTRACT CLAUSES

DISCLAIMER STANDARD CONTRACT FORM

STANDARD CONTRACT FORM (SAMPLE)

PROPOSAL REQUIREMENTS

PROPOSAL SUBMISSION SHEET

RFP SIGNATURE FORM

APPENDIX 1 (COST PROPOSAL WORKSHEET)

ATTACHMENT 1 (EXAMPLE ENGINEERING DRAWINGS)

ATTACHMENT 2 (INFRASTRUCTURE DRAWINGS)

CERTIFICATION (BUY AMERICA)

CERTIFICATION (DEBARMENT & SUSPENSION)

CERTIFICATION (LOBBYING)

CERTIFICATION (TAX LIABILITY)

AFFIDAVITS

CITY OF GREENVILLE, SOUTH CAROLINA

FOR THE GREENVILLE TRANSIT AUTHORITY

REQUEST FOR PROPOSALS TERMS AND CONDITIONS

The City of Greenville, South Carolina (the “City”) is assisting the Greenville Transit Authority (the “GTA) in requesting sealed proposals for Greenlink RAISE Bus Stop Construction – Package 2 (the “Project”) as more fully described herein. The following terms and conditions shall apply to all proposals made with respect to the Project and shall be included in the contract executed between the GTA and the successful offeror.

In the event of any conflict among the Terms & Conditions (beginning on page 1 of this RFP) and the Federal Transit Administration (FTA) Contract Clauses (beginning on page 25 of this RFP) where the parties’ intended resolution is not clear, the FTA Contract Clauses shall take precedence.

INTERPRETATION AND ADDENDA

All changes in specifications shall be in writing and furnished to all offerors. No verbal interpretation made to any respondent as to the meaning of this RFP shall be binding on the City or GTA. Offerors are cautioned that any statement made by the City staff that materially changes any portion of this solicitation shall not be relied upon unless they are subsequently ratified in writing and distributed as an addendum by the City. It shall be the offeror’s responsibility to acknowledge receipt of addenda and ascertain that its proposal includes all addenda. Failure to do so may deem a offeror’s proposal non-responsive.

EXAMINATION OF PLANS, SPECIFICATIONS, AND WORK SITE

The offeror shall examine carefully the work site, project manuals, plans, specifications, drawings, or other materials, including all terms and conditions included herewith. The submission of a proposal shall be conclusive evidence that the offeror has investigated and is satisfied as to the conditions encountered as to the character, quality, and quantities of work to be performed, the materials to be furnished, and the requirements of the project manuals, plans, specifications, drawings, or other materials, including all terms and conditions included herewith. No offeror shall, at any time after the submission of a proposal, make a claim or assertion that there was any misunderstanding or lack of information regarding the nature or the amount of work necessary for the satisfactory completion of the work. Any errors, omissions, or discrepancies found in the project manuals, plans, specifications, drawings, or other materials, including all terms and conditions herewith, shall be called to the attention of the City and clarified prior to the submission of proposals.

BID BOND

Greenlink anticipates a maximum of $375,000 in active work (not total contract cost) at any given time through the term of the contract. Offerors shall submit A BID BOND IN THE AMOUNT OF FIVE PERCENT (5%) OF $250,000 ($18,750) with their proposals. This bond may be in the form of a certified check, cashier’s check, or a bid bond from a surety and shall be made payable to the City of Greenville, South Carolina on behalf of the Greenville Transit Authority.

General Terms & Conditions RFP No. 27-4023 – Page 1

General Terms & Conditions RFP No. 27-4023 – Page 2

Revised 7.2022

Proposals submitted without being accompanied by any of the foregoing shall be considered non-responsive and will be rejected. The bond will be forfeited to the City by the successful offeror as liquidated damages in case a proposal award is made to that offeror and the contract and performance bond and/or payment bond are not promptly and properly executed as stated below.

RETURN OF BID BOND

When the proposal is awarded, the City Purchasing Division will immediately return all bonds, except those of the successful offeror. The bond of the successful offeror will be returned upon compliance with the performance and payment bond requirement set forth below.

PROPOSAL FORM

Each offeror must submit a proposal on the attached signature form. The signature form shall be signed in ink in the appropriate space by an authorized officer or employee of the offeror, and any unsigned signature forms may be rejected. Proposals may be rejected if they show any omissions, alterations of form, additions not called for, conditional proposal, or any irregularities of any kind.

All information shall be typewritten or entered in ink. Mistakes may be crossed out and corrections inserted before submission of proposal. Corrections shall be initialed in ink by the person signing the proposal.

Where a bid bond is required and has been properly furnished with the proposal package, City reserves the right, in its sole and absolute discretion, to accept the signature form unsigned in the event the lack of a signature was the result of a good faith mistake or inadvertence on the part of the offeror. However, before final award can be made, the offeror may be required to furnish a signed signature form within 24 hours upon notice from the City. City will accept an electronic copy in this situation. If the offeror does not furnish a signed signature form within 24 hours, the offeror will be considered non-responsive, and City shall have the right to execute the offeror’s bid bond.

UNIT PRICES

Unit prices are requested for items in the proposal. Each offeror shall include its prorated share of overhead and other items necessary for completion of the Project per the project manuals, plans, specifications, drawings, or other materials, including all terms and conditions included herewith, not specifically listed in the schedule of values, so that the sum of the products obtained by multiplying the quantity shown for each item by the unit price proposal represents the total proposal. Any proposal not conforming to this requirement may be rejected as non-responsive.

Unit pricing will govern over extended prices unless otherwise stated. All prices quoted should be firm.

TAXES

SC Code of Laws 58-25-80 exempts Transit Authorities from any state or local ad valorem, income, sales, fuel, excise or other use taxes or other taxes from which municipalities and counties are exempt. A Tax Exemption Certification from the South Carolina Department of Revenue will be provided upon award.

RFP No. 27-4023 – Page 3

Revised 7.2022

OTHER CHARGES

For equipment, proposal prices shall include as separate line items all freight (transportation) and preparation charges, applicable taxes, and any other applicable charges fully prepaid to the point of delivery so that the proposal price is the total price to be paid for the item(s).

CASH DISCOUNTS

Cash discounts, if allowed, should be so stated on the signature form. Prices must, however, be based upon payment in 30 calendar days. The cash discounts so stated will be considered in the making of the award. Where the invoice is received prior to the receiving of the item(s), the time used in the taking of cash discounts, where applicable, will be computed from the date of delivery of the commodities to the carrier when inspection and acceptance is at the point of origin. When final inspection and acceptance is at the point of destination, the date of delivery will be used.

USE OF BRAND NAMES

Specifications may refer to brand names. Brand names and numbers are used ONLY to set forth and convey to prospective offerors the general style, type, character, and quality of supplies or equipment desired. If the article proposal upon has a trade or brand name, show same in the proposal. It is not the City’s intent to write specifications that allow only one manufacturer to submit a proposal.

Additional products will be considered if they meet the requirements set forth in the specifications.

If the offeror wishes to obtain pre-approval of a product, then the offeror must provide third party testing data or specifications for the product that meets the requirements set forth in the specifications by the deadline for questions or clarifications as specified on the invitation letter.

PROPOSAL CHANGES OR WITHDRAWAL BY OFFEROR

Proposal amendments or withdrawal requests received after the time advertised for proposal opening will not be considered.

PROPOSAL REJECTION OR ACCEPTANCE

City reserves the right to reject any or all proposals, to waive technicalities and informalities in proposals, and to accept, in whole or in part, such proposal(s) where the City/GTA deems it advisable or necessary to protect the best interests of the City and GTA.

INFORMATION AND IRREGULARITIES

City has the right to waive minor defects or variations of a proposal from the exact requirements of the specifications that do not affect the price, quality, quantity, delivery, or performance time of the services being procured. If insufficient information is submitted by an offeror with the proposal, the City has the right to require such additional information as it may deem necessary after the time set for receipt of proposals to properly evaluate the proposal, provided that the information requested does not change the price, quality, quantity, delivery, or performance time of the services being procured.

DETERMINATION OF RESPONSIBILITY

City/GTA may make such investigation as it deems necessary to determine the ability of an offeror to furnish the required services, and the offeror shall furnish to the City/GTA all such information and data for this purpose as the City/GTA may request. City/GTA reserves the right to reject any

RFP No. 27-4023 – Page 4

Revised 7.2022 proposal if the evidence submitted or investigation of such offeror fails to satisfy the City/GTA that offeror is properly qualified to carry out the obligations of a contract and to deliver the services contemplated therein. Offerors will fully inform themselves as to the conditions, requirements, and scope of work before submitting their proposal. Failure to do so will be at the offeror’s own risk.

OFFEROR’S QUALIFICATIONS

Each offeror shall, upon request of the City/GTA, submit a statement of the offeror’s qualifications, experience record in constructing the type of improvements embraced in the development of work specified, organization and equipment available for the work contemplated, and when specifically requested by the City or GTA, a detailed financial statement. City/GTA shall have the right to take such steps as it deems necessary to determine the ability of the offeror to perform the obligations under the contract, and the offeror shall furnish the City/GTA all such information and data for this purpose as it may request. City and GTA reserve the right to reject any proposal where an investigation of the available evidence or information does not satisfy the City/GTA that the offeror is qualified to carry out properly the terms of the contract.

GUARANTEE WITH PROPOSAL

To protect the interests of the City/GTA, the offeror guarantees that the equipment offered is standard new equipment, latest model of regular stock product, with parts regularly used for the type of equipment offered and that no attachment or part has been substituted or applied contrary to the manufacturer’s recommendations and standard practices.

SPECIFICATIONS CHANGES AFTER PROPOSAL AWARD

Any changes in specifications of equipment after the award must be with the written consent of the City Purchasing Division and given prior to any shipment.

BUSINESS LICENSE, PERMITS, AND CERTIFICATES

Each offeror shall secure and pay for licenses, permits, and certificates that may be necessary or legally required when proposals are received or, if an award is made or when negotiations are concluded.

A City Business License is not required to submit a proposal; however, the successful offeror shall be required to obtain a City Business License before work on the Project may begin. For further information on the provisions of the City Business License regulations and their applicability to this Project, an offeror may contact the Greenville City Business License Division at 864-467- 4504 or revenueblcontracts@greenvillesc.gov.

The successful offeror shall inform all of its subcontractors and subconsultants performing services hereunder that a like business license requirement applies to them, and the successful offeror shall further disclose the names and addresses of all subcontractors performing services hereunder to City’s Business License Division at revenueblcontracts@greenvillesc.gov or 864-467-4504.

ETHICS IN PUBLIC CONTRACTING AFFIDAVIT

To comply with the provisions of Section 8-13-100 et seq. of the South Carolina Code of Laws, the offeror shall certify in writing and include with its proposal that its offer was made without fraud, that it has not offered or received any kickbacks or inducements from any other offeror, supplier, manufacturer, or subcontractor in connection with the offer, and that it has not conferred on any public employee, public member, or public official having official responsibility for this

RFP No. 27-4023 – Page 5

Revised 7.2022 procurement transaction any payment, loan, subscription, advance, deposit of money services, or anything of more than nominal value.

The offeror shall certify further that no relationship exists between itself and the City/GTA, another person, or organization that interferes with fair competition or constitutes a conflict of interest with respect to a contract with the City.

NONCOLLUSION AFFIDAVIT

As part of its proposal, the offeror shall include the attached non-collusion affidavit, duly signed by a principal of the offeror certifying that it is not a party to any collusive action or any action that may be in violation of the Sherman Antitrust Act. Any or all proposals shall be rejected if there is any reason for believing that collusion exists among the offerors. City may or may not, at its discretion, accept future proposals for the same work from participants in such collusion.

CERTIFICATION OF COMPLIANCE WITH THE SOUTH CAROLINA ILLEGAL

IMMIGRATION REFORM ACT

The offeror shall certify in writing and include with its proposal that, as to any contract subsequently entered into between the offeror and the City/GTA, the offeror will verify the employment status of any new employees, and require any subcontractors or sub-subcontractors performing services under such contract to verify their new employees’ status, per the terms of the South Carolina Illegal Immigration Reform Act, and as set out in Title 41, Chapter 8 of the South Carolina Code of Laws.

NONRESIDENT TAXPAYER REGISTRATION AFFIDAVIT

Non-resident companies receiving income from business conducted in the State of South Carolina are required to pay taxes to the State of South Carolina on that income. To facilitate this requirement, a nonresident offeror must register with the South Carolina Secretary of State or the South Carolina Department of Revenue. In compliance with Sections 12-8-540 and 12-8-550 of the South Carolina Code of Laws, an offeror located outside of the State of South Carolina that receives a contract from the City must furnish to the City Form I-312, Nonresident Taxpayer Registration Affidavit Income Tax Withholding, properly executed and signed. If an offeror is not presently registered with the appropriate state office, it may indicate the intent to do so should it be awarded a contract. Questions concerning this form may be directed to the South Carolina Department of Revenue at (844) 898-8542.

DISADVANTAGED BUSINESS ENTERPRISES

Business firms owned and operated by women and minority persons, in general, have been historically restricted from full participation in the nation's free enterprise system to a degree disproportionate to other businesses.

GTA seeks to ensure nondiscrimination in the award and administration of federally funded contracts and to create a level playing field on which Disadvantaged Business Enterprises (DBEs) can compete fairly for these contracts. Every contractor or potential contractor with GTA is required to complete GTA’s General Firm Information form. When GTA does not put forth a specific goal on a contract, every contractor or potential contractor is encouraged to complete GTA’s Listing of Good Faith Efforts form. In the event GTA puts a goal on a contract, every

RFP No. 27-4023 – Page 6

Revised 7.2022 contractor or potential contractor is required to complete GTA’s Listing of Good Faith Efforts form.

Every contractor or potential contractor is required to specify elements of the contract or specific subcontracts that are of a size that small businesses, including DBEs, can reasonably perform. This requirement is considered to be met if offerors provide, at a minimum, a list of potential opportunities by phase and task. If no elements can be reasonably performed by a small business (including DBEs), documentation of this by phase and task is acceptable.

Prime contractors will be required to accumulate and report DBE participation to assist with reporting efforts on a monthly basis. Prime contractors are required to maintain records and documents of payments to DBEs for three years following the performance of any contract. These records are to be made available for inspection upon request by any authorized representative of GTA or DOT. This reporting requirement also extends to any certified DBE subcontractor.

In accordance with CFR 49 Part 26, GTA has set a goal of not less than 4.8 percent (4.8%) of U.S.

DOT-assisted contracts are to be expended with DBEs annually for the time period of FFY2022 – FFY2024 and a goal of not less than 4.0 percent (4.0%) for the time period of FFY2025 - FFY2027 (beginning October 1, 2024). The contract goal must be met on a yearly basis through either race/gender neutral or race/gender conscious measures but can be applied on a project basis. Prime contractors and sub-contractors must fully meet eligibility standards in order to participate as DBEs. GTA will ensure that only the value of the work actually performed by the DBE will count towards GTA’s DBE goal.

Although there is no specific goal or requirement to include DBEs for this project, GTA highly encourages their participation. GTA encourages all prime contractors to utilize qualified DBEs and Small Business Enterprise (SBEs) subcontractors on GTA projects whenever such goods and services can be obtained at reasonable cost.

SMALL/DISADVANTAGED/MINORITY BUSINESS ENTERPRISES PROGRAM

It is the policy of the City and GTA to undertake efforts to increase opportunity for utilization of small, disadvantaged, and minority businesses in all aspects of procurement. In connection with the performance of the contract to be awarded, each offeror agrees to cooperate with these efforts.

“Small business enterprises” are those businesses that are defined in accordance with criteria established by the United States Small Business Administration (SBA). “Minority-owned business enterprises” are those businesses owned and controlled by one or more socially disadvantaged persons. Such persons include, but may not be limited to, Black Americans, Native Americans, Asian Americans, Hispanic Americans, American Eskimos and Aleuts. “Handicap business enterprises” are those businesses which are 51% owned and controlled by disabled persons.

“Woman-owned business enterprises” are those businesses which are 51% owned and controlled by one or more women.

PUBLIC RECORD and FOIA REQUESTS After an award is made, copies of the proposals will be available. Pursuant to the South Carolina Freedom of Information Act (FOIA), City will provide copies of records in its custody unless the records are exempt from disclosure under S.C. Code Ann. §30-4-40. Additional information regarding FOIA requests can be found here.

Special Terms & Conditions RFP No. 27-4023 - Page 7

CITY OF GREENVILLE, SOUTH CAROLINA

FOR THE GREENVILLE TRANSIT AUTHORITY

SPECIAL TERMS AND CONDITIONS

The City of Greenville is requesting sealed proposals for in accordance with the following project manuals, plans, specifications, drawings, or other materials in effect at the time of offering, including all terms and conditions included herewith:

1. Attachment 1 – Example Engineering Drawings

2. Attachment 2 – Infrastructure Drawings

INSPECTION AND ACCEPTANCE

Inspection and final acceptance of the Project shall be conducted by the individual(s) named below:

Director of Public Transportation (or their designee(s))

INSURANCE

The Contractor shall procure and maintain insurance for the duration of this Contract against any and all claims for injuries to persons or damages to property which may in any way arise from, or in connection with, the performance of the work hereunder by the Contractor, its subcontractors, employees, agents, or representatives for not less than any limits of liability shown below with a carrier authorized to do business in the State of South Carolina.

All coverage shall be primary and shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability. Original endorsements, signed by a person authorized to bind coverage on its behalf, shall be furnished to the City/GTA by the successful offeror.

Certificate of insurance must be included with the proposal.

1. Commercial General Liability: Contractor shall maintain insurance for protection against all claims arising from injury to person or persons not in the employ of Contractor and against all claims resulting from damage to any property due to any act or omission of Contractor, its subcontractors, employees, agents, or representatives in the operation of the work or the execution of the Contract.

Contractor shall maintain general liability coverage required for a period of not less than five years after final completion of the Project. General liability coverage must include products or completed operations coverage.

Where the work to be performed involves excavation or other underground work or construction, the property damage insurance provided shall cover all claims due to destruction of subsurface property, such as wire, conduits, pipes, etc., caused by Contractor’s operation. The minimum shall be as follows:

Bodily Injury (Injury or Accidental Death) and Property Damage ......................................................$1,000,000 per occurrence

RFP No. 27-4023 - Page 8

2. Comprehensive Automobile Liability: Contractor shall maintain automobile liability insurance for protection against all claims arising from the use of vehicles, rented vehicles, or any other vehicle in the prosecution of the work included in the Contract. Such insurance shall cover the use of automobiles and trucks on and off the site of the Project. The minimum amounts of automobile liability insurance shall be as follows:

Bodily Injury (Injury or Accidental Death) and Property Damage .........................................$1,000,000 Combined Single Limit

3. South Carolina Workers’ Compensation Insurance: Contractor shall maintain workers’ compensation insurance for all of Contractor’s employees who are in any way connected with performance under the Contract. Such insurance shall comply with all applicable state laws and provide a waiver of subrogation against City/GTA, its officers, officials, employees, agents, and representatives.

South Carolina Workers’ Compensation .............Statutory Limits

Employers’ Liability Insurance ...........................$500,000 Each Accident $500,000 Disease Each Employee $500,000 Disease Policy Limit

Contractor shall provide the City and GTA with a certificate(s) of insurance showing proof of insurance acceptable to the City and GTA. Certificates containing wording that releases the insurance company from liability for non-notification of cancellation of the insurance policy are not acceptable. Certificates showing proof of such insurance shall be submitted to City prior to commencement of services under the Contract by email to inscerts@greenvillesc.gov. Further, it shall be an affirmative obligation upon the Contractor to advise City by e-mail to inscerts@greenvillesc.gov, within two days of the cancellation or substantive change of any insurance policy set out herein, and failure to do so shall be construed to be a breach of the Contract. The Certificate Holder name and address is to be displayed as follows:

City of Greenville and GTA P.O. Box 2207 Greenville, SC 29602

The general liability policy is to contain or be endorsed to name both the Greenville Transit Authority and the City, its officers, officials, employees, agents, and representatives as additional insureds as respects the liability arising out of the activities performed under the Contract. Such coverage shall be primary and shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer’s liability.

Contractor or its insurers are responsible for payment of any liability arising out of workers’ compensation, unemployment, or employee benefits offered to its employees. Insurance is to be placed with insurers with a current A.M. Best’s rating of not less than A:VII and licensed to do business in the State of South Carolina, unless otherwise acceptable to the City/GTA. Contractor shall not self-insure in satisfaction of any insurance requirement hereunder without the express, written approval of City on behalf of GTA. Contractor shall insure that its subcontractors hereunder comply with the insurance requirements set out herein, and when requested by the City, Contractor shall agree to obtain and furnish copies of certificates of insurance evidencing coverage for each subcontractor.

Should Contractor cease to have insurance as required during any time, all work by Contractor pursuant to the Contract shall cease until insurance acceptable to the City/GTA is provided.

Deductibles, Co-Insurance Penalties, & Self-Insured Retention: Contractor shall agree to be fully and solely responsible for any costs or expenses as a result of a coverage deductible, co-insurance penalty, or self-insured retention; including any loss not covered because of the operation of such deductible, co-insurance penalty, or self-insured retention.

PERFORMANCE BOND AND PAYMENT BOND

Greenlink anticipates a maximum of $350,000 in active work (not total contract cost) at any given time through the term of the contract. The Contractor shall furnish a satisfactory performance bond along with payment bond in the AMOUNT OF $350,000 PRICE to the City within 10 business days from the execution of the Contract.

Each bond furnished by the Contractor shall incorporate by reference the terms of the Contract as fully as though they were set forth verbatim in such bonds. In the event the Contract Price (as defined below) is adjusted by change order executed by the Contractor, the penal sum of both the performance bond and the payment bond shall be deemed increased by like amount. The performance and payment bonds furnished by the Contractor shall be in form suitable to City/GTA and shall be executed by a surety, or sureties, licensed in the State of South Carolina and reasonably acceptable to City/GTA.

The performance bond will be in effect until all work on the Project has been completed and accepted by the City. The payment bond of the Contractor shall assure that the Contractor will promptly make payments to all persons supplying the Contractor with labor or materials in the prosecution of the work provided for in the Contract.

FAILURE TO PROVIDE PERFORMANCE/PAYMENT BONDS WHEN REQUIRED

In the event the Contractor fails to deliver to the City Purchasing Division the performance and payment bonds within 10 BUSINESS DAYS from the execution of the Contract with the GTA, then the bid bond of the successful offeror shall be retained by City on behalf of GTA in its entirety, all work under the Contract shall be suspended, and GTA shall have the option of terminating the Contract. The remedies provided for under this provision shall not be construed to limit, waive, or otherwise abrogate any other remedy that the GTA shall be entitled to under other terms and conditions of the Contract.

RFP No. 27-4023 - Page 9

Contract Terms & Conditions RFP No. 27-4023 - Page 10

CITY OF GREENVILLE, SOUTH CAROLINA

FOR THE GREENVILLE TRANSIT AUTHORITY

CONTRACT TERMS & CONDITIONS

OWNERSHIP OF THE DOCUMENTS WHICH MAKE UP THE CONTRACT

The documents which make up the Contract, and each of them, as well as any other documents furnished by City/GTA, shall remain the property of City/GTA. Contractor shall have the right to keep one copy of the Contract upon completion of the Project; provided, however, that in no event shall the Contractor use, or permit to be used, any portion or all of such Contract on other projects without City/GTA’s prior written authorization.

REPRESENTATIONS OF CONTRACTOR

In order to induce GTA to execute the Contract, and recognizing that GTA is relying thereon, Contractor, by executing the Contract, makes the following express representations to City/GTA:

1. Contractor is fully qualified to act as the contractor for the Project and has, and shall maintain, any and all licenses, permits, or other authorizations required or necessary to act as the contractor for, and to perform, the Project, including any necessary business licenses;

2. Contractor has become familiar with the Project site and the local conditions under which the Project is to be performed and relied upon; and

3. Contractor has received and carefully examined all of the documents which make up the Contract, including, but not limited to, plans, specifications, drawings, and maps and has found them in all respects to be complete, accurate, adequate, consistent, coordinated and sufficient for construction of the Project.

INTENT AND INTERPRETATION

With respect to the intent and interpretation of the Contract, GTA and Contractor agree as follows:

1. The Contract, together with Contractor's and surety's performance and payment bonds for the Project, if any, constitute the entire and exclusive agreements between the parties with reference to the Project, and the Contract supersedes any and all prior discussions, communications, representations, understandings, negotiations, or agreements. The Contract also supersedes any proposal documents, except as expressly identified and incorporated by reference on the Standard Contract Form.

2. Anything that may be required, implied, or inferred by the documents which make up the Contract, or any one or more of them, shall be provided by Contractor for the Contract Price (as defined below).

3. Nothing contained in the Contract shall create, nor be interpreted to create, privity or any other relationship whatsoever between City/GTA and any person except the Contractor.

4. When a word, term, or phrase is used in the Contract, it shall be interpreted or construed first, as defined herein; second, if not defined, according to its generally accepted meaning in the construction industry; and third, if there is no generally accepted meaning in the construction industry, according to its common and customary usage.

RFP No. 27-4023 - Page 11

5. The words “include”, “includes”, or “including”, as used in the Contract, shall be deemed to be followed by the phrase, “without limitation.”

6. The specification herein of any act, failure, refusal, omission, event, occurrence, or condition as constituting a material breach of the Contract shall not imply that any other, non-specified act, failure, refusal, omission, event, occurrence or condition shall be deemed not to constitute a material breach of the Contract.

7. Contractor shall have a continuing duty to read, examine, review, compare, and contrast each of the documents which make up the Contract, shop drawings, and other submittals and shall give written notice to the City/GTA of any conflict, ambiguity, error, or omission which the Contractor may find with respect to these documents before proceeding with the affected work. The express or implied approval by the City/GTA, or the City/GTA’s architect, if any, of any shop drawings or other submittals shall not relieve the Contractor of the continuing duties imposed hereby, nor shall any such approval be evidence of the Contractor's compliance with the Contract. City/GTA has prepared, or had prepared, the documents for the Project, including the plans and specifications for the Project, which are accurate, adequate, consistent, coordinated, and sufficient for construction. HOWEVER, CITY/GTA MAKES NO REPRESENTATION OR WARRANTY OF ANY NATURE

WHATSOEVER TO THE CONTRACTOR CONCERNING SUCH DOCUMENTS, IF

SUCH DOCUMENTS HAVE BEEN PREPARED BY OTHER THAN CITY/GTA, BUT

CONTRACTOR SHALL BE ALLOWED TO RELY UPON SUCH DOCUMENTS TO

THE SAME DEGREE AS CITY/GTA. Contractor again hereby acknowledges and represents that it has received and carefully examined such documents, has found them to be complete, accurate, adequate, consistent, coordinated, and sufficient for construction, and Contractor has not, does not, and will not rely upon any representations or warranties by the City/GTA concerning such documents, as no such representations or warranties have been or are hereby made.

8. In the event of any conflict, discrepancy, or inconsistency among any of the documents which make up the Contract, the following shall control:

a. As between figures given on plans and scaled measurements, the figures shall govern;

b. As between large scale plans and small-scale plans, the large-scale plans shall govern;

c. As between plans and specifications, the requirements of the specifications shall govern; and

d. As between this document and the plans or specifications, this document shall govern.

CONTRACTOR’S PERFORMANCE

Contractor shall perform all of the work required, implied, or reasonably inferable from the Contract including, but not limited to, the following:

1. Construction of the Project in accordance with the time for performance set forth herein, and any and all other reasonably related services agreed to between the parties hereto or necessary to carry out the requirements herein, all as more particularly set out herein;

2. The furnishing of any required surety bonds and insurance;

RFP No. 27-4023 - Page 12

3. The provision or furnishing, and prompt payment therefore, of labor, supervision, services, materials, supplies, equipment, fixtures, appliances, facilities, tools, transportation, storage, power, fuel, heat, light, cooling, or other utilities, required for construction and all necessary building permits and other permits required for the construction of the Project;

and

4. If applicable, the creation and submission to the City/GTA of detailed and comprehensive as-built drawings depicting all as-built construction. Such as-built drawings shall be submitted to the City/GTA upon Final Completion of the Project and receipt of same by the City/GTA shall be a condition precedent to final payment to the Contractor.

INFORMATION AND MATERIAL SUPPLIED BY CITY/GTA

City/GTA shall furnish to Contractor, prior to the execution of the Contract, any and all written and tangible material in its possession concerning conditions below ground at the site of the Project, if applicable. Such written and tangible material is furnished to Contractor only in order to make complete disclosure of such material as being in the possession of City/GTA and for no other purpose. By furnishing such material, City/GTA does not represent, warrant, or guarantee its accuracy either in whole, in part, implicitly or explicitly, or at all, and shall have no liability therefor. City/GTA shall also furnish, if appropriate, the legal description of the Project site and any required survey.

City/GTA shall obtain all required authorizations, approvals, easements, and the like, excluding the building permit or other permits or fees required of Contractor by the Contract or permits and fees customarily the responsibility of Contractor.

City/GTA will provide Contractor one copy of the complete Contract; provided, however, that in no event shall Contractor use, or permit to be used, any portion or all of such Contract on other projects without Owner’s prior written consent. Notwithstanding the foregoing, the documents which make up the Contract, as well as any other documents furnished by City/GTA, shall remain the property of City/GTA.

COMPENSATION; CONTRACT PAYMENTS

GTA shall pay, and the Contractor shall accept, as full and complete payment for the Contractor’s timely performance of its obligations hereunder the fixed price as submitted on the signature form for this Project or as listed on the Standard Contract Form. In the event that the fixed price on the signature form and the Standard Contract Form differ, the fixed price on the Standard Contract Form shall control. Such fixed price shall constitute the “Contract Price,” which shall not be modified except by change order as provided herein.

GTA shall pay the Contract Price to the Contractor in accordance with the procedures set forth in this section. All Requests for Payment must be sent to Greenlink Accounts Payable at GreenlinkAP@greenvillesc.gov by the second Monday of each month (first Monday in November and December); Contractor may not submit more than one payment request per month. Late requests may result in delayed processing of payment. Additionally, GTA has established a Monthly Payment Request Form that must be submitted with all Requests for Payment, a copy of which will be provided to contractor upon execution of the Agreement.

RFP No. 27-4023 - Page 13

Contractor may request payment for 90% of the work completed at the time of invoice of the Contract Price allocable to Contract requirements properly provided, labor, materials, and equipment properly incorporated in the Project, and materials or equipment necessary for the Project and properly stored at the Project site (or elsewhere if offsite storage is approved in writing by City), less the total amount of previous payments received from City. Any payment on account of stored materials or equipment will be subject to Contractor providing written proof that City/GTA has title to such materials or equipment and that they are fully insured against loss or damage. Each Payment Request shall be signed by the Contractor and shall constitute Contractor’s representation that the quantity of work has reached the level for which payment is requested, that the work properly installed or performed in strict compliance with the Contract, and that Contractor knows of no reason why payment should not be made as requested. Within 10 calendar days thereafter, City/GTA shall review the Payment Request and may also review the work at the Project site or elsewhere to determine whether the quantity and quality of the work is as represented in the Payment Request and is as required by the Contract, and shall approve in writing the amount which, in the good faith opinion of City/GTA, is properly owing to Contractor. GTA shall make payment to the Contractor within 30 calendar days following City/GTA’s written approval of each Payment Request. The amount of each such payment shall be the amount approved for payment by City less such amounts, if any, otherwise owing by Contractor to City/GTA or which City/GTA shall have the right to withhold as authorized by the Contract. City/GTA’s approval of Contractor’s Payment Requests shall not preclude City/GTA from the exercise of any of its rights to refuse to make payment or demand the return of amounts previously paid as set forth below. The submission by Contractor of a Payment Request also constitutes an affirmative representation and warranty that all work for which GTA has previously paid is free and clear of any lien, claim, or other encumbrance of any person whatsoever. As a condition precedent to payment, Contractor shall, if required by City/GTA, also furnish to GTA properly executed waivers of lien, in a form acceptable to City/GTA, from all subcontractors, materialmen, suppliers, or others having lien rights, wherein such subcontractors, materialmen, suppliers, or others having lien rights, shall acknowledge receipt of all sums due pursuant to all prior Payment Requests and waive and relinquish any liens, lien rights, or other claims relating to the Project site. Furthermore, Contractor warrants and represents that, upon payment of the Payment Request submitted, title to all work included in such payment shall be vested in City/GTA.

When payment is received from GTA, Contractor shall immediately pay all subcontractors in accordance with the Prompt Payment subcontractor language in Federal Transit Administration, Disadvantaged Business Enterprise (DBE) section below (this requirement applies to all Contractors/Subcontractors regardless of their DBE Status).

Neither payment to Contractor, utilization of the Project for any purpose by City/GTA, nor any other act or omission by City shall be interpreted or construed as an acceptance of any work of Contractor not strictly in compliance with the Contract.

GTA shall have the right to refuse to make payment and, if necessary, may demand the return of a portion or the entire amount previously paid to Contractor due to:

1. The quality of a portion, or all, of Contractor’s work not being in accordance with the requirements of the Contract;

RFP No. 27-4023 - Page 14

2. The quantity of Contractor’s work not being as represented in Contractor’s Payment Request or otherwise;

3. Contractor’s rate of progress being such that, in City/GTA's opinion, Substantial Completion or Final Completion, or both, may be inexcusably delayed;

4. Contractor's failure to use Contract funds previously paid by City/GTA to pay Contractor's Project-related obligations including, but not limited to, failure to meet Prompt Payment requirements.

5. Claims made, or likely to be made, against City or its property;

6. Loss caused by Contractor; or

7. Contractor's failure or refusal to perform any of its obligations to City/GTA.

In the event that City/GTA makes written demand upon Contractor for amounts previously paid by City/GTA as contemplated above, Contractor shall promptly comply with such demand.

If, within 30 calendar days from the date payment to Contractor is due, GTA, without cause or basis hereunder, fails to pay the Contractor any amounts then due and payable to the Contractor, Contractor shall have the right to cease work until receipt of proper payment after first providing 10 days' written notice of its intent to cease work to the City/GTA.

When Substantial Completion (90%) has been achieved, Contractor shall notify City/GTA in writing and shall furnish to City/GTA a listing of those minor matters yet to be finished. City/GTA, or its designee, will thereupon conduct an inspection to confirm that the work is in fact substantially complete.