IFB 2026000054 - New Destination Signs for METROs Transit Buses.pdf

METROPOLITAN TRANSIT AUTHORITY OF HARRIS COUNTY, TX (METRO)

INVITATION FOR BIDS (IFB)

FOR

Purchase and Delivery of NEW Destination Signs for METRO’s Transit Buses

METRO IFB NO. 2026000054

Bidder’s signature on Invitation for Bids (Section II – Forms for Bidding/Award) constitutes acceptance of a contract that may result from this solicitation. Contract award/execution may be made by METRO without discussion.

METRO FUNDING 100% FEDERAL FUNDING 0% SMALL BUSINESS GOAL N/A%

IMPORTANT – Notice to Bidder

Submit all responses to and questions regarding this solicitation electronically through METRO’s EUNA (Bonfire) at https://www.ridemetro.org/procurement

AND one (1) hardcopy of the bid to the address below.

There is no cost to Contractors to register to submit bids on METRO’S EUNA (Bonfire).

Metropolitan Transit Authority of Harris County, TX Upper Left Corner of Envelope Must Indicate:

Procurement Division Proposer/Contractor Name and Address 1900 Main Street Lower Left Corner of Envelope Must Indicate:

Houston, Texas 77002 Solicitation Number Due Date Due Time Solicitation Title

The EUNA (Bonfire) submission shall take precedence over any discrepancies between the hard copy and the EUNA (Bonfire) submission. Both the electronic via EUNA (Bonfire) and hardcopy submittal MUST be received by the deadline specified in the solicitation. A submittal MAY be deemed non-responsive if both the electronic and hardcopy are not received by the deadline specified in this solicitation.

https://www.ridemetro.org/about/business-to-business#:%7E:text=Open%20external%20link)-,Open%20Procurements,-METRO%20is%20committed

IFB No. 2026000054 ii

TABLE OF CONTENTS

SECTION I - BIDDING REQUIREMENTS AND INSTRUCTIONS ............................................................................................................ iv 1 INVITATION FOR BIDS SUMMARY ........................................................................................................................................... iv 2 BIDDER’S QUESTIONNAIRE .................................................................................................................................................... viii 3 FORMS – SUBMITTAL REQUIREMENTS CHECKLIST ............................................................................................................ xi

SECTION II - FORMS FOR BIDDING/AWARD

1 BID AND AWARD FORM

2 BID/CONTRACT AMOUNT, ITEMS AND PRICES

SECTION III - DELIVERIES OR PERFORMANCE ARTICLES

1 ITEMS PURCHASED

2 ORDERING AND DELIVERY REQUIREMENTS

3 CONTRACT PERIOD

4 TEXAS ETHICS COMMISSION (TEC) ELECTRONIC FILING

SECTION IV - INSPECTION AND ACCEPTANCE ARTICLES

1 INSPECTION

SECTION V - CONTRACT ADMINISTRATION DATA ARTICLES

1 COMPENSATION

2 INVOICING AND PAYMENT

3 NOTICES

SECTION VI - INSURANCE ARTICLES

1 INDEMNIFICATION AGREEMENT

SECTION VII - SPECIAL TERMS AND CONDITIONS ARTICLES

1 COMMERCIAL WARRANTY

2 CONFIDENTIALITY AND NONDISCLOSURE

3 NEW MATERIAL

4 PACKAGING AND SHIPPING

5 PUBLIC INFORMATION ACT

SECTION VIII - GENERAL TERMS AND CONDITIONS ARTICLES

1 DEFINITIONS

2 ACCEPTANCE

3 AMENDMENTS AND/OR MODIFICATIONS

4 ASSIGNMENT

5 CHANGES

6 DISPUTES

7 DISSEMINATION OF CONTRACT INFORMATION

8 EQUAL EMPLOYMENT OPPORTUNITY

9 EQUAL OPPORTUNITY FOR VEVRAA PROTECTED VETERANS3

10 ETHICAL CONDUCT

11 FORCE MAJEURE

12 INTERPRETATION, JURISDICTION AND VENUE

13 METRO DELAY OF WORK

14 PAYMENTS AND DISCOUNTS

15 PROHIBITED INTEREST

16 TERMINATION FOR CONVENIENCE OF METRO

17 TERMINATION FOR DEFAULT

18 TITLE AND RISK OF LOSS

19 FIREARM ENTITY AND TRADE ASSOCIATION DISCRIMINATION CERTIFICATION AND PROHIBITION

20 ISRAEL BOYCOTT CERTIFICATION AND PROHIBITION

21 ENERGY COMPANY BOYCOTT CERTIFICATION AND PROHIBITION

22 COVID-19 VACCINE PASSPORT PROHIBITION

SECTION IX - FEDERAL REQUIREMENTS ARTICLES

1 ACCESS TO RECORDS

2 APPENDIX II TO PART 200: Contract Provisions for Non-Federal Entity Contracts Under Federal Awards

3 CONTRACT WORK HOURS - SAFETY STANDARDS – OVERTIME COMPENSATION

4 CONTRACTOR NON-DISCRIMINATION

5 DEBARMENT AND SUSPENSION

6 DRUG AND ALCOHOL TESTING

7 ENVIRONMENTAL REQUIREMENTS

8 FEDERAL CHANGES

9 FLY AMERICA

10 FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS

11 INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS

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12 METRO NON-DISCRIMINATION

13 NO OBLIGATION BY THE FEDERAL GOVERNMENT

14 OFFICIALS NOT TO BENEFIT

15 RECYCLED PRODUCTS

16 RESTRICTIONS ON LOBBYING

17 BUY AMERICA

18 ENTIRE AGREEMENT

SECTION X - EXHIBITS

iv

SECTION I - BIDDING REQUIREMENTS AND INSTRUCTIONS

1 INVITATION FOR BIDS SUMMARY

IFB NO.:2026000054 IFB ISSUE DATE: October 05, 2026

PROJECT NAME: Purchase and Delivery of NEW Destination Signs for METRO’s Transit Buses

ISSUED BY: Metropolitan Transit Authority of Harris County (METRO) Website: www.ridemetro.org/procurement

All questions and bid responses to this solicitation must be submitted electronically through METRO’s EUNA (Bonfire) at https://www.ridemetro.org/procurement. Registration on METRO’s EUNA (Bonfire) is free. Additionally, submit one (1) Original hardcopy delivered in a sealed envelope to the METRO Procurement Office 8th Floor, 1900 Main Street, Houston, Texas 77002.

Digital signatures accepted.

CONTRACT ADMINISTRATOR: Vanessa Clemente-West Contract Administrator II Procurement Services

1900 Main Street, 8th Floor Houston, Texas 77002 Email: vanessa.clemente@ridemetro.org Phone: (713) 615-6118

NOTE TO BIDDERS: BIDDERS ARE RESPONSIBLE FOR ALL INFORMATION IN THIS SOLICITATION, HOWEVER, PLEASE PAY

PARTICULAR ATTENTION TO INFORMATION SHADED IN GRAY.

BID SUBMISSION/RECEIPT: Sealed bids in original form for work or item(s) described herein will be submitted through METRO’s EUNA (Bonfire) at https://www.ridemetro.org/procurement and MUST be received by 2:00 p.m. Central Standard Time (CST) on Wednesday, November 04, 2026. Additionally, ONE (1) ORIGINAL HARDCOPY: Deliver in a sealed envelope bearing the name and address of the Bidder and the identification ‘Invitation for Bids’ No. 2026000054 to the METRO Procurement Office 8th Floor, 1900 Main Street, Houston, Texas 77002.

Both the electronic via EUNA (Bonfire) and hardcopy submittal MUST be received by the deadline specified in the solicitation. A submittal MAY be deemed non-responsive if both the electronic and hardcopy are not received by the deadline specified in this solicitation. See additional submission requirements below in Article 2, ‘Instructions for Bidders.’

BID OPENING: Bids will be opened publicly and read aloud at 10:00 a.m. CST on Thursday, November 05, 2026. The opening will be recorded. Bidders can watch the bid opening live at:

MS Teams Link: Join Microsoft Teams Meeting Dial-In Telephone No.: +1 281-925-7469 Conference ID: 246 022 158 #

APPROVAL OF CONTRACT: If required by the METRO Procurement Manual, award of a contract evolving from this solicitation shall be contingent upon the prior receipt of written approval from the METRO Board of Directors. No contractual agreement shall be binding on METRO until this approval has been obtained. It shall be the responsibility of firms responding to this solicitation to monitor Board award decisions. All persons and/or entities responding to this solicitation hereby acknowledge the contract award requirement enumerated in this Paragraph. Anticipated Board Items are posted on METRO’s web site at https://www.ridemetro.org/Pages/BoardMeetingsAndNotices.aspx

BID EVALUATION AND AWARD: For the purposes of award, METRO will consider the total bid amount of individual items. An award of a firm fixed price contract(s), if awarded, will be made to the responsive responsible bidder whose bid conforms to the requirements of this Solicitation. The lowest price bidder is not guaranteed that it will receive the METRO contract award.

METRO reserves the right to award multiple contracts if in METRO’s best interest.

METRO reserves the right to reject any and all bids, to waive any informalities in bids received and the right to reject all nonconforming, non-responsive or conditional bids. Unless stated elsewhere in this solicitation, the bidding of equivalents is not permitted and will be cause for bid rejection. Alternate/multiple bids will not be considered. Bids in which prices are obviously unbalanced may be rejected. Bids containing apparent clerical mistakes such as discrepancy between unit bid price and the price extension or the sum of the extended amounts and the total bid price, or other apparent clerical mistakes, will be resolved by the Contract Administrator in accordance with the ‘Errors in Bids’ procedures contained in METRO's Procurement Manual in Chapter 4.

CONFLICTS DISCLOSURE: Vendors doing business with METRO or seeking to do business with METRO are required to file a completed questionnaire (FORM CIQ) disclosing the vendor’s affiliations or business relationship with any Board Member, local government officer (or his or her family member). Form CIQ is available on METRO’s website at https://www.ridemetro.org/Pages/ConflictsDisclosure.aspx.

https://www.ridemetro.org/about/business-to-business/procurement-opportunities https://www.ridemetro.org/about/business-to-business#:%7E:text=Open%20external%20link)-,Open%20Procurements,-METRO%20is%20committed mailto:vanessa.clemente@ridemetro.org https://www.ridemetro.org/about/business-to-business#:%7E:text=Open%20external%20link)-,Open%20Procurements,-METRO%20is%20committed https://teams.microsoft.com/l/meetup-join/19%3ameeting_MjE1NDk5ZjMtN2I4OS00YzRiLTk0NDMtYjM3ZDRiZGNkZmQ1%40thread.v2/0?context=%7b%22Tid%22%3a%2242943d88-6155-47ea-abaa-7f5951e7c4f1%22%2c%22Oid%22%3a%2294334756-c987-4cf5-8523-59f8e150ab14%22%7d tel:+1%20281-925-7469,,253474237#%20 https://www.ridemetro.org/Pages/BoardMeetingsAndNotices.aspx https://www.ridemetro.org/Pages/ConflictsDisclosure.aspx v

DEBARMENT AND SUSPENSION: The bidder certifies, by submission of the bid, that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation in this transaction by any federal department or agency. Where the bidder is unable to certify to any of the statements in this certification, the bidder shall attach an explanation to the bid it submits to METRO.

By signing this bid, the Contractor represents the following: (1) the business/company contracting with METRO is in good standing with the state of Texas; (2) the business/company is authorized to transact business in the state of Texas; and (3) the business/company does not have any outstanding debts (including, but not limited to, tax liens) that affect the Contractor’s ability to transact business in the state of Texas. If requested by METRO, the Contractor shall provide METRO proof to support the above representations.

DIRECTIONS FOR SUBMITTING BIDS: Bids shall be submitted by delivery or mail in a sealed envelope to the location shown above and on the cover page of this Solicitation. Envelopes containing bids and other bid documents shall be sealed and clearly marked with the Invitation for Bids Number, bid due date and time, and the bidder's company name and address. Electronic, facsimile (fax) or emailed bids are not authorized. With the exception of the Bid Award Form, METRO requests that bids be printed double-sided on recycled paper that contains a minimum post-consumer content of 30% or higher on tree-free paper (i.e., paper made from raw materials other than trees, such as kenaf.)

AUDITED FINANCIALS: Two (2) years of audited financials are required for this solicitation. These will be returned to each bidder/proposer after they have been reviewed by Finance. Please stamp confidential for these financials. Should be in sealed envelope also. These will be returned to each bidder/proposer once they have been reviewed.

PROCUREMENT SCHEDULE

METRO anticipates carrying out the procurement process in accordance with the schedule set forth in the table below. All times are in the central time zone, times unless otherwise indicated. The schedule is subject to modification at the sole discretion of METRO.

Proposers will be notified of any change to the schedule by an amendment to this IFB.

PROCUREMENT SCHEDULE

Procurement Activity Date Time - Central

Standard

IFB issued 10/05/2026 10:00 AM Deadline for bidders to submit questions via METRO’s

EUNA (BONFIRE)

10/26/2026

3:00 PM

METRO’s deadline to respond to questions via METRO’s

EUNA (BONFIRE)

10/28/2026

3:00 PM

Intent to Bid Due Date via METRO’s EUNA (BONFIRE) 10/30/2026 4:00 PM Bid Due Date 11/04/2026 2:00 PM Bid Opening Date 11/05/2026 10:00 AM Contract Execution (estimated) January 2027

DISCOUNTS: No discounts for prompt payment will be considered in the evaluation of bids.

DISPUTES: Refer to Section VIII, Article 6, Disputes.

EXPLANATION TO BIDDER/AMENDMENTS: Any explanation desired by a bidder regarding the meaning or interpretation of this Solicitation must be requested in writing and received by METRO at least seven (7 days) calendar days before the date set to receive bids. METRO’s response will be in the form of an amendment or clarification letter that will be furnished to all prospective bidders. METRO may also issue amendments when a solicitation is changed.

The bidder must acknowledge receipt of every amendment issued by METRO in one of three ways: 1) sign in the space provided on the ‘Bid and Award’ form in Section II of this Solicitation; 2) sign in the space provided on the actual Amendment form itself and submitting all with the bid; or 3) include a letter of amendment acknowledgement with the bid submission. Oral explanations or instructions given before the award of the contract will not be binding.

LATE BIDS, MODIFICATION OR WITHDRAWAL OF BIDS: Any bid or modification of bid received at the METRO office designated above after the exact time specified for receipt will not be accepted or considered for award of a contract.

OTHER BIDDING INFORMATION: This Solicitation is issued in accordance with METRO's Competitive Bidding Procedures. Any question(s)/issue(s) which may arise not specifically addressed herein will be decided and resolved in accordance with these METRO procedures.

PREPARATION OF BID: A bid shall be signed and submitted on the forms furnished, or copies containing all terms and conditions thereof.

vi

Bids received without an original signature or without acknowledgement of receipt of all amendments may be rejected as non-responsive.

PROHIBITION ON LOBBYING: No bidder or proposer shall, directly or indirectly, engage in any conduct (other than the submission of the bid, proposal or other prescribed submissions and/or presentations before the Evaluation or Selection Committees) to influence any employee of METRO or any member of the Metropolitan Transit Authority Board of Directors concerning the award of a contract as a result of this solicitation. Violation of this prohibition may result in disqualification of the bidder or proposer from further participation in the solicitation for the services or goods sought herein or from participation in future METRO solicitations or contracts. The communication blackout period shall commence from the issue of a solicitation through contract award. The Contract Administrator is the only METRO representative authorized to communicate with firms or their representatives during the blackout period.

PROTESTS: A complete copy of the protest procedures can be obtained by submitting a written request to the Contract Administrator for this Solicitation. Each protest or objection to the solicitation documents shall be submitted for resolution to the Chief Procurement Officer.

Each such protest shall be in writing and shall be supported by sufficient information as set forth in Chapter 12 of METRO's Procurement Manual to enable the protest to be considered. A protest or objection based upon restrictive specifications, alleged improprieties, terms, conditions or form of a proposed procurement action prior to bid opening, shall be submitted so that it is received by METRO no later than five (5) calendar days prior to the specified bid opening date. A protest concerning award decisions, including bid evaluations, shall be submitted so that it is received within five (5) calendar days after the interested party knows, or through exercise of reasonable diligence should have known, whichever is earlier, of the grounds for the protest, following bid opening.

PUBLIC NOTICE OF SOLICITATION RESULTS: The anticipated METRO Board meeting month for approval of a contract resulting from this solicitation will be forthcoming. It is the responsibility of the bidder to check METRO’s website for notices on the specific dates for METRO Board meetings. All bidders of this solicitation and METRO hereby agree that this provision shall serve as the minimum required action by the bidder toward exercising due diligence in obtaining the results of this solicitation. The requirement of approval by the METRO Board of Directors for any particular solicitation is dependent upon several factors.

However, all bidders shall be required to check the METRO web site regarding whether or not the solicitation associated with their bid requires approval by the METRO Board of Directors. All persons and/or entities responding to this solicitation hereby acknowledge the public notice of solicitation results enumerated in this Paragraph. METRO Board meeting notices are posted on METRO’s website at: https://www.ridemetro.org/Pages/BoardMeetingsAndNotices.aspx

REGISTRATION ON PROCUREMENT WEBSITE: All bidders/proposers MUST register on METRO's procurement website at https://www.ridemetro.org/procurement to ensure that they receive the latest solicitations and updates via their registered e-mail address.

https://www.ridemetro.org/Pages/BoardMeetingsAndNotices.aspx https://www.ridemetro.org/about/business-to-business/procurement-opportunities#:%7E:text=Register%20online%20as%20a%20vendor%20with%20METRO.

vii

RESPONSIBLE BIDDER DETERMINATION: Responsible bidders at a minimum must:

a) Have financial resources adequate to perform the Contract, or ability to obtain such resources as required during the performance of the Contract;

b) Be able to comply with the required or proposed delivery or performance schedule, taking into consideration all existing business commitments;

c) Have a satisfactory record of current and/or past performance;

d) Have necessary technical and management capability to perform;

e) Have a satisfactory record of business integrity and ethics;

f) If applicable, have a satisfactory record, as a Contractor, of achieving Small Business Contract Goals in past METRO projects, as well as providing evidence satisfactory to METRO that the bidder will comply with Small Business Program requirements and Small Business goals contained herein;

g) Certify that it is not on the U.S. General Services Administration's ‘Lists of Parties Excluded from Federal Procurement or Non-procurement Programs.’ Signing and submitting the bid is so certifying;

h) Be qualified as an established firm regularly engaged in the type of business to provide the items/work required by this Solicitation;

and,

i) Be otherwise qualified and eligible to receive an award under applicable laws and regulations.

A bidder may be requested to submit written evidence verifying that they meet the minimum criteria necessary to be determined as responsible bidder. Refusal to provide requested information will result in the bidder being declared non-responsive, and the bid will be rejected.

SMALL BUSINESS PARTICIPATION GOAL: METRO has adopted a Small Business Enterprise Program to encourage the participation of Small Business enterprises in contracting activities through race-gender neutral means. METRO sets Small Business Participation goals on its contracts. Small Business Participation goals can be satisfied by METRO-certified Small Businesses (SBE), federally-certified Disadvantaged Business Enterprises (DBE), or a combination of both. All references to Small Businesses in this document include Disadvantaged Business Enterprises. Copies of METRO’s Small Business and Disadvantaged Business Enterprise Programs can be obtained upon request.

The link to the METRO SBE directory is https://ridemetro.sbdbe.com/ The link to the Texas Unified Certification Program (TUCP) DBE directory is https://txdot.txdotcms.com/.

This solicitation has a N/A% Small Business Participation goal.

METRO ENCOURAGES SMALL BUSINESS PARTICIPATION EVEN IF NO SMALL BUSINESS CONTRACT GOAL HAS BEEN

ESTABLISHED.

METRO encourages Contractors to use financial institutions owned and controlled by socially and economically disadvantaged individuals.

A listing of such institutions may be found at https://www.fdic.gov/regulations/resources/minority/mdi.html

Veteran and Disability-Owned Business Enterprise Programs: METRO has also adopted a Veteran-Owned Business Enterprise (VOBE) Program and a Disability-Owned Business Enterprise (DOBE) Program and encourages the participation of veteran and disability owned firms. Copies of METRO’s VOBE and DOBE programs can be found at www.ridemetro.org.

TAXES: METRO is exempt from payment of Federal Excise and Transportation Tax and the Texas Limited Sales, Excise and Use Tax.

The Contractor’s invoice(s) shall not contain assessments of any of these taxes.

https://ridemetro.sbdbe.com/ https://txdot.txdotcms.com/ https://www.fdic.gov/regulations/resources/minority/mdi.html http://www.ridemetro.org/ viii

2 BIDDER’S QUESTIONNAIRE

If the bidder is a joint venture, each joint venturer shall prepare and submit a separate form.

A. NAME OF BIDDER: __________________________

PRINCIPAL BUSINESS ADDRESS:

How long have you been doing business at your principal business address? _________

B. Are you an individual _____, a partnership _____, a corporation _____, or a joint venture _____? (Check as applicable), Incorporated in the State of _______________ Texas Taxpayer Number: _________________

If a partnership, list names and addresses of partners; if a corporation, list names of officers and directors and state of incorporation; if a joint venture, list names and addresses of venturers and, if any venturer is a corporation, partnership or joint venture, list the same information for each such corporation, partnership and joint venture.

C. How many years has your organization been in business as a Contractor under your present business name? _____ Years

D. How many years of experience has your organization had in construction work similar to that being required in this Invitation to Bid?

As a general Contractor? _____ Years As a subcontractor? _____ Years

E. How many people are currently employed by your firm?

In Texas __________ Outside Texas __________

F. Of the people employed, what are the job classifications involved and how many people are assigned to each classification?

JOB NO. OF JOB NO. OF

CLASSIFICATION EMPLOYEES CLASSIFICATION EMPLOYEES

ix

G. What is the total square footage of your company's facilities?

In Texas Out of Texas

Inside Plant Space: ____ sq. ft. ____ sq. ft.

Office Space: ____ sq. ft. ____ sq. ft.

Outside Plant Yard: ____ sq. ft. ____ sq. ft.

Parking Area: ____ sq. ft. ____ sq. ft.

H. List names of clients, other than individuals, including public bodies, for whom you have furnished the same or similar type service.

Reference which is your largest client for similar type of services.

NAME ADDRESS EMAIL TELEPHONE

I. Have you or your organization, or any officer or partner thereof, failed to complete a contract? Yes __ No __ If yes:

Provide details:

J. Is any litigation pending against your organization? Yes __ No __ If yes:

Provide details:

K. Name your principal financial institution for financial responsibility reference.

Name of Bank: ___________________________________________

Street Address: __________________________________________

City and State: ___________________________________________

Telephone: ______________________________________________

E-Mail: _________________________________________________

Officer Familiar with Bidder's Account: ________________________ x

L. State your firm's annual average receipts over the past three (3) fiscal years:

YEAR AVE. ANNUAL RECEIPTS

By signing below, the bidder/contractor represents the following: (1) the business/company contracting with METRO is in good standing with the state of Texas; (2) the business/company is authorized to transact business in the state of Texas; and (3) the business/company does not have any outstanding debts (including, but not limited to, tax liens) that affect the bidder/contractor’s ability to transact business in the state of Texas. The bidder/contractor shall provide METRO proof to support the above representations.

The undersigned certifies that he/she is legally authorized by the bidder to make the statements and representations contained in this bid, and represents and warrants that the foregoing information is true and accurate to the best of his/her knowledge, and intends that the Metropolitan Transit Authority, Harris County, Texas, can rely thereon in evaluating this bid.

NAME: ____________________________________________ TITLE: ______________________________ Please Print

SIGNATURE: By: ___________________________________ DATE OF SIGNING: ___________________ xi

3 FORMS – SUBMITTAL REQUIREMENTS CHECKLIST

Each Bidder must complete, sign and return the following forms/documents with the bid. Failure to submit these forms may render a bidder and the submitted bid as non-responsive.

Section II 1. ‘Bid and Award’ Form

2. ‘Bid/Contract Amount, Items and Prices’

3. Acknowledgement of all amendments issues, if any, per instructions in Section I above, EXPLANATION TO

BIDDER/AMENDMENTS

SECTION II - FORMS FOR BIDDING/AWARD

1 BID AND AWARD FORM

METROPOLITAN TRANSIT AUTHORITY OF HARRIS COUNTY TEXAS - INVITATION FOR BIDS

For: Purchase and Delivery of NEW Destination Signs for METRO’s Transit Buses

In compliance with the above-referenced Invitation for Bids, the undersigned agrees, if this offer is accepted within one hundred twenty (120) calendar days from receipt of bids, to furnish any or all items listed in Section II, ‘Bid/Contract Amount, Items and Prices,’ upon which prices are offered. The undersigned further agrees to deliver at the designated delivery point and within the time specified in Section III.

This solicitation/contract consists of Sections I through VIII. The resulting contract will consist of this form and Sections II through VIII.

By signing this bid, the bidder represents the following: (1) the business/company contracting with METRO is in good standing with the state of Texas; (2) the business/company is authorized to transact business in the state of Texas; and (3) the business/company does not have any outstanding debts (including, but not limited to, tax liens) that affect Contractor’s ability to transact business in the state of Texas. If requested by METRO, the bidder shall provide METRO proof to support the above representations.

DISCOUNT FOR PROMPT PAYMENT: ____% 10 DAYS ___% __ DAYS

OFFEROR COMPANY NAME AND ADDRESS: SIGNATURE OF OFFEROR:

____________________________________ By: __________________________________________

____________________________________ (MUST BE SIGNED BY AUTHORIZED PERSON)

____________________________________ NAME: __________________________________________

EMAIL: _____________________________ TITLE: __________________________________________

PHONE: ( ) ____________ FAX NO.: ( ) ___________ DATE: __________________________________________

ACCEPTANCE AND AWARD (TO BE COMPLETED AND SIGNED BY METRO)

Contract No. ______________

METRO and the Contractor have executed this Contract and it shall be effective on the ___ day of ____________, 20__.

METROPOLITAN TRANSIT AUTHORITY OF HARRIS COUNTY, TEXAS

Executed for and on behalf of the Metropolitan Transit Authority pursuant to Resolution No. __________ of the Board of Directors or the President and CEO Representative(s) on the _____ day of _____________, 20__, and on file in the office of the Assistant Secretary of the Authority.

APPROVED:

BY: ___________________________________

Name: Michael Kyme Title: Chief Procurement Officer __________________________________ Name: Kurt Luhrsen Title: Interim Chief Operating Officer

Name: George Fotinos Title: Chief Financial Officer

APPROVED AS TO FORM: ____________________________________

Name: Thomas Jasien Title: Interim President and Chief Executive Officer Name: April Greenhouse Title: EVP & General Counsel

ATTEST:

Title: Assistant Secretary

2 BID/CONTRACT AMOUNT, ITEMS AND PRICES

The Bidder agrees to furnish all resources necessary to supply and deliver (FOB Destination) material at the bid price(s) below:

The bid must be submitted in accordance with Section I of this IFB.

METRO reserves the right to return any purchase and unused parts within fourteen (14) calendar days from the date of delivery for a full credit. Returns, after fourteen (14) calendar days through the Contract Performance Period, will be subject to A___(%) restocking fee. Any returned parts must be unused and in resalable condition. The restocking fee mentioned in this paragraph will not be considered in the evaluation of bids but will be considered as a tie breaker in the event of a tie bid.

NOTE: Failure to include the restocking fee for return parts will be considered as a zero (0)% restocking fee.

BRAND NAME This is a brand name procurement. Therefore, the bidding of an equivalent product(s) other than the above manufacturers will be caused for bid rejection.

For multiyear contracts, the prices may change by giving METRO thirty (30) days notice if the prices are according to a Published Price List. If Contractor does not have Published Price List, then METRO shall use the Producer Price Index (PPI) as a guide for price changes.

SECTION III - DELIVERIES OR PERFORMANCE ARTICLES

1 ITEMS PURCHASED

The quantities shown in Section II, Article 2, ‘Bid/Contract Items and Prices’ are estimates only and are not hereby purchased.

METRO shall only order from the Contractor the item(s) specified herein that are required by METRO.

2 ORDERING AND DELIVERY REQUIREMENTS

A. METRO shall issue release orders to purchase item(s) covered by this Contract, with one-time delivery or multiple delivery schedule. Routine delivery of the item(s) shall be made within thirty (30) calendar days from date of Contractor's receipt of verbal/written release order, unless otherwise agreed to by the Contract Administrator and the Contractor. For release orders with multiple delivery schedules, the first delivery shall also be within thirty (30) calendar days and the rest of the scheduled deliveries shall be in accordance with the schedule set forth in the release order. In no instances shall multiple schedule deliveries be delivered earlier than five (5) working days, unless so requested by METRO. The Contractor agrees that it shall at its expense exert every reasonable effort necessary to meet the required delivery schedule.

B. METRO reserves the right to purchase the items identified in Section II, Article 2, “Bid/Contract Amount, Items and Prices, outside of this Contract in the event the Contractor cannot meet METRO’s required delivery date(s) at the time of release order placement or is past due on any release order(s) that has been issued against the Contract.

C. Release orders issued before Contract expiration requiring delivery after that date shall be completed by the Contractor within the time specified in the order. The Contract shall govern the Contractor's and METRO's rights and obligations with respect to the release order(s) to the same extent as if the release order were completed during the Contract term, provided that the Contractor shall not be required to make any deliveries under this Contract more than sixty (60) calendar days after Contract expiration.

D. Deliveries made prior to the scheduled delivery date(s) as stated on the Contract Release Order may be accepted or rejected by METRO. In the event an early delivery is accepted, in no instance shall payment be due before the date such would have been due if the delivery had been made as scheduled.

E. It shall be the responsibility of the Contractor to ensure that release orders are delivered with no over shipments. Any over shipped material may be kept by METRO and charges for these over shipments may be deducted from the Contractor's invoice.

F. The Contractor shall notify METRO immediately if, at any time it appears that the delivery schedule set forth may not be met.

Nothing herein shall be interpreted as waiving remedies otherwise available to METRO.

G. If METRO requires the item(s) to be shipped by air freight, METRO shall pay any extra cost associated therewith.

H. The item(s) shall be delivered to the following F.O.B. destination point:

METROPOLITAN TRANSIT AUTHORITY

Central Supply Warehouse 1220 McCarty Drive Houston, Texas 77029 Telephone No.: (713) 615-6117 or 6119

Deliveries may be made between the hours of 7:00 a.m. and 2:00 p.m., Monday through Friday except on holidays observed by

METRO.

3 CONTRACT PERIOD

The Contract term shall be for a period of three (3) years effective ______________date through _______________date ,or until the Contract not-to-exceed amount is expended, whichever comes last, at which time the Contract shall be considered complete unless otherwise modified.

4 TEXAS ETHICS COMMISSION (TEC) ELECTRONIC FILING

In the event this Contract requires the approval of METRO’s Board of Directors, the Contractor shall submit to METRO, after notification that METRO’s Board has authorized the Contract and prior to final execution of the Contract, a completed, signed and notarized Form 1295 generated by the Texas Ethics Commission's (the TEC) electronic filing application in accordance with the provisions of Section 2252.908 of the Texas Government Code and the rules promulgated by the TEC (a Form 1295).

The Contractor hereby confirms and agrees to subm i t such forms with the TEC through its electronic filing application at: https://www.ethics.state.tx.us/filinginfo/1295/ https://gcc02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fwww.ethics.state.tx.us%2Ffilinginfo%2F1295%2F&data=05%7C01%7CAna.Cortez%40ridemetro.org%7C59c2015827b2401bb7b808daad6bd13e%7C42943d88615547eaabaa7f5951e7c4f1%7C0%7C0%7C638012975846353621%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C3000%7C%7C%7C&sdata=9jY6vrzmysZc6W7%2Br%2FvUPXWJRx%2BySGsPBI%2Fu6TQvVZ4%3D&reserved=0

SECTION IV - INSPECTION AND ACCEPTANCE ARTICLES

1 INSPECTION

All materials and goods furnished and work performed pursuant to this Contract are subject to inspection by METRO prior to acceptance and or payment by METRO. All materials, goods or work that in the opinion of METRO fail to conform to the required specifications of METRO, or are otherwise determined by METRO to be defective, may, at the discretion of METRO, be rejected and promptly replaced by the Contractor at the Contractor's risk and expense or be refurbished or completed by METRO, the cost of said refurbishing or completion being deductible from any payments made, due or owing to the Contractor.

SECTION V - CONTRACT ADMINISTRATION DATA ARTICLES

1 COMPENSATION

A. The Contractor shall be compensated for the items ordered and accepted at the firm fixed unit prices as provided in Section II, No. 2, ‘Bid/Award form ‘Bid/Contract Amount, Items & Prices.’

B. METRO's total obligation for the satisfactory performance of this Contract shall not exceed ____________________________ and __/100 Dollars ($____________.___), less any prompt payment discount earned or set forth in Paragraph C below.

C. Prompt payment discount(s): ___%. In connection with any discount offered for prompt payment, time shall be computed from the date of receipt of a properly prepared invoice by METRO or acceptance of all materials and goods furnished and work performed, whichever is later. For the purposes of computing the discount earned, payment shall be considered to have been made on the date that the payment is mailed or the date which an electronic funds transfer was made.

D. The Contract price is not subject to any adjustment should METRO not order the full quantity described as estimated.

2 INVOICING AND PAYMENT

A. The Contractor shall submit an original invoice for payment to the address shown below for NEW Destination Signs for METRO’s

Transit Buses, which have been inspected and accepted by METRO:

Sr. Director of Accounting/Controller

METROPOLITAN TRANSIT AUTHORITY

1900 Main St. 5th Floor (77022) P.O. Box 61429 Houston, Texas 77208-1429 Accounts.Payable-Invoices@ridemetro.org

3 NOTICES

All notices to either party by the other shall be delivered personally or sent by U.S. registered or certified mail, postage prepaid, addressed to such party at the following respective addresses for each:

Authority: Vanessa Clemente-West

Contracting Officer

METROPOLITAN TRANSIT AUTHORITY OF HARRIS COUNTY, TEXAS

1900 Main St., 8th Floor Houston, Texas 77002

Contractor: _________________________________ and shall be deemed given on the date so delivered or so deposited in the mail, unless otherwise provided herein. Either party hereto may change the above address by sending written notice of such change of address to the other in the manner provided for above.

mailto:Accounts.Payable-Invoices@ridemetro.org

SECTION VI - INSURANCE ARTICLES

1 INDEMNIFICATION AGREEMENT

A. THE CONTRACTOR AGREES TO AND SHALL INDEMNIFY AND HOLD HARMLESS METRO, ITS DIRECTORS AND

EMPLOYEES FROM AND AGAINST ANY AND ALL CLAIMS, LOSSES, DAMAGES, CAUSES OF ACTION, SUITS AND LIABILITY OF EVERY KIND, INCLUDING ALL EXPENSES OF LITIGATION, COURT COSTS AND ATTORNEY’S FEES, FOR BODILY INJURY, SICKNESS, DISEASE OR DEATH OF ANY PERSON, OR FOR DAMAGES TO ANY PROPERTY, INCLUDING CONSEQUENTIAL DAMAGES OR LOSS OF USE THEREOF, BROUGHT OR RECOVERABLE BY THIRD PARTIES AGAINST METRO, ITS DIRECTORS AND/OR EMPLOYEES AND ARISING OUT OF OR RESULTING FROM ANY NEGLIGENT ACT OR OMISSION BY THE CONTRACTOR IN THE PERFORMANCE OF THIS CONTRACT. THE CONTRACTOR AGREES TO PROVIDE ACKNOWLEDGEMENT OF INDEMNIFICATION WITHIN TEN DAYS FROM

RECEIPT OF DEMAND FOR INDEMNIFICATION FROM METRO.

B. THE INDEMNITY PROVIDED FOR IN THIS ARTICLE SHALL HAVE NO APPLICATION TO ANY CLAIM, LOSS OR

DAMAGE, CAUSE OF ACTION, SUIT OR LIABILITY BROUGHT OR RECOVERABLE AGAINST METRO, ITS DIRECTORS AND/OR EMPLOYEES TO THE EXTENT THE INJURY, DEATH OR DAMAGE RESULTS SOLELY FROM A GROSS

NEGLIGENT ACT OR WILLFUL BEHAVIOR BY METRO.

SECTION VII - SPECIAL TERMS AND CONDITIONS ARTICLES

1 COMMERCIAL WARRANTY

Unless otherwise required herein, the Contractor's standard commercial warranty shall apply for all materials, goods or work purchased under this contract and warrants that they will be free from defects, will conform to all applicable specifications, and will be suitable for the intended purpose of said materials, goods or work. Neither acceptance of, nor payment for said materials, goods or work shall constitute a waiver or modification of any of the warranties of the Contractor or the rights of METRO thereunder. Upon receipt of a written request by METRO the Contractor shall submit, within fourteen (14) calendar days, a copy of its standard commercial warranty for the item(s) purchased in this Contract.

2 CONFIDENTIALITY AND NONDISCLOSURE

A. The Contractor acknowledges that in rendering these services, METRO Confidential Information [will or may] be revealed to the

Contractor. ‘Confidential Information’ means non-public, sensitive or proprietary information disclosed before, on or after the effective date, by METRO to the Contractor or its employees, agents, officers, directors, or affiliates. Except as required by applicable federal, state or local law or regulation, Confidential Information does not include information that at the time of disclosure is, or thereafter becomes, generally available to and known by the public other than as a result of this Contract, information from a lawful third-party source, and information that was already in the possession of the Contractor. The Contractor shall not use any such Confidential Information without METRO’s written permission. The Contractor shall not disclose METRO Confidential Information to any person or entity other than its representatives involved in this Contract.

B. If the Contractor knows or suspects any misuse or disclosure of METRO Confidential Information, the Contractor will immediately notify METRO and restrict the use and disclosure of such Confidential Information.

C. On METRO’s request, the Contractor shall promptly return or destroy all Confidential Information in its possession.

D. At any time during the term of this and for a period of three (3) years from the date of expiration of this Contract, at METRO’s request, the Contractor shall provide to METRO or its designated agents full access to the Contractor’s premises to inspect and audit the relevant books, records, physical and electronic controls to verify the Contractor’s compliance with the terms of this clause. Notwithstanding the above, any valid order of disclosure under the Texas Public Information Act shall be lawful if prompt written notice is given to METRO before disclosure. The Contractor understands that disclosure can lead to irreparable harm which injunctive relief alone may not be an adequate remedy. METRO reserves its right to all other remedies available at law.

3 NEW MATERIAL

All supplies, components, materials and equipment to be furnished under this Contract shall be in new and unused condition.

4 PACKAGING AND SHIPPING

A. All items shall be suitably packaged to prevent damage, distortion or other defects which may occur during shipping, handling and storage.

B. The Contract number and Delivery Order number shall appear on all containers, packing list and supporting documents.

C. Single item containers shall be identified with the Delivery Order number part number, and quantity. When multiple Delivery

Orders are combined within one container, the items must be separately packaged and the packages identified as to Delivery Order number, part number and quantity.

D. Separate packing lists shall be required for each delivery order and shall accompany each shipment. When multiple cartons are used, the packing list will show the parts in each carton. Multiple cartons shall be numbered. Example: 1 of 4, 2 of 4, etc.

5 PUBLIC INFORMATION ACT

A. Contractor acknowledges and agrees that all records, documents, drawings, plans, specifications and other materials relating to the Project, including materials submitted to METRO by Contractor, are subject to the provisions of the Public Information Act. To the extent that this Contract involves the exchange or creation of “public information” (as such term is defined by the Public Information Act) that METRO collects, assembles or maintains or has the right of access to, and is not otherwise excepted from disclosure under the Public Information Act, Contractor is required, at no additional charge to METRO, to make any such information available in PDF format, which is accessible by the public. If Contractor believes information or materials submitted to METRO constitute trade secrets, proprietary information or other information that is excepted from disclosure under the Public Information Act, Contractor shall be solely responsible for specifically and conspicuously designating that information by placing “CONFIDENTIAL” in the center header of each such page affected, as it determines to be appropriate.

Any specific proprietary information, trade secrets or confidential commercial and financial information shall be clearly identified as such, and shall be accompanied by a concise statement of reasons supporting the claim. Nothing contained in this Clause shall modify or amend requirements and obligations imposed on METRO by the Public Information Act or other applicable Law, and the provisions of the Public Information Act or other Laws shall control in the event of a conflict between the procedures described above and the applicable Law. Contractor is advised to contact legal counsel concerning such Law and its application to Contractor.

B. [Pursuant to Tex. Gov’t Code § 552.372(a), if the Contract is for goods or services and has a stated expenditure of $1 million in public funds or results in the expenditure of $1 million in public funds in a fiscal year, it should include the following provisions:]

1. In addition to the foregoing, Contractor shall:

a) Preserve all contracting information related to the Contract as provided by the records retention requirements applicable to METRO for the duration of the Contract;

b) Promptly provide METRO any contracting information related to the Contract that is in Contractor’s custody or possession at METRO’s request; and

c) On completion of the Contract either (i) provide to METRO at no cost all contracting information related to the Contract that is in METRO’s possession or (ii) preserve the contracting information related to the Contract as provided by the records retention requirements applicable to METRO.

2. Contractor acknowledges that the requirements of Subchapter J, Chapter 552, Government Code, may apply to this

Contract and agrees that the Contract can be terminated if the Contractor knowingly or intentionally fails to comply with a requirement of that subchapter.

SECTION VIII - GENERAL TERMS AND CONDITIONS ARTICLES

1 DEFINITIONS

A. ‘METRO’ shall mean Metropolitan Transit Authority of Harris County, Texas.

B. The term ‘President & Chief Executive Officer’ means the President & Chief Executive Officer of the Metropolitan Transit

Authority and the term ‘the duly authorized representative’ means any person specifically authorized to act for the President & Chief Executive Officer. These representatives are authorized to obligate METRO by executing this Contract, and any modification thereto.

C. The term ‘Contracting Officer’ means the Contract Administrator who has been designated the responsibility, by the METRO

Chief Procurement Officer, for overall administration of the contract, including the execution of contract modifications.

D. The term ‘Contractor’ shall mean the individual, partnership, corporation, organization, or association contracting with METRO to furnish all materials, goods and work defined herein.

2 ACCEPTANCE

Award of this Contract by METRO constitutes a binding contract subject to the terms and conditions set forth herein.

3 AMENDMENTS AND/OR MODIFICATIONS

The parties agree that the terms and conditions of this contract may only be modified and/or amended by mutual agreement between the parties. Said mutually agreed upon amendment and/or modification shall be written and executed by both parties prior to becoming effective.

4 ASSIGNMENT

The rights and obligation of the Contractor under this Contract may not be transferred, assigned, subcontracted, mortgaged, pledged, or otherwise disposed of or encumbered in any way without METRO's prior written consent.

5 CHANGES

A. The President & Chief Executive Officer or the duly authorized representative may, at any time, by written order, make changes within the general scope of the Contract, in any one or more of the following: in the description of the materials and goods to be furnished and/or work to be performed; time (i.e., hours of the day, days of the week, etc.); and place of performance thereof. If any such change causes an increase or decrease in the cost of, or the time required for performance of any part of the work under this Contract, METRO shall make an equitable adjustment in the Contract price, delivery schedule, or both, and shall modify the Contract accordingly in writing.

6 DISPUTES

Any dispute concerning a question of fact arising under this Contract which is not disposed of by agreement will be decided by the Contracting Officer, who will reduce his decision to writing and mail or otherwise furnish a copy thereof to the Contractor.

The decision of the Contracting Officer will be final unless, within ten (10) calendar days from the date of receipt of such copy, the Contractor mails or otherwise furnishes to the Contracting Officer a written appeal addressed to the METRO Contract Disputes Appeals Committee. The Contract Disputes Appeals Committee will be designated by the President & Chief Executive Officer and will hear the Contractor's appeal and make a recommendation to the President & Chief Executive Officer for the final decision. In connection with any appeal proceeding under this Article, the Contractor will be afforded an opportunity to be heard and to offer evidence in support of his appeal. The decision of the President & Chief Executive Officer will be final and conclusive with respect to the Contractor's administrative remedies under this Disputes Article. Pending final decision of a dispute hereunder, the Contractor shall proceed diligently with the performance of the Contract and in accordance with the Contracting Officer's decision. This Disputes Article does not preclude consideration of questions of law in connection with decisions provided for above. Nothing in this Contract, however, shall be construed as making final the decision of any administrative official, representative, or committee on a question of law.

7 DISSEMINATION OF CONTRACT INFORMATION

The Contractor shall not publish, permit to be published, or distribute for public consumption, any information, oral or written, concerning the performance of this Contract, without prior written consent of METRO's President & Chief Executive Officer. Two

(2) copies of any material proposed to be published or distributed shall be submitted to the METRO President & Chief Executive Officer through the Contracting Officer.

8 EQUAL EMPLOYMENT OPPORTUNITY

A. The Contractor shall not discriminate against any employee or applicant for employment because of race, color, national origin, sex (including gender identity and sexual orientation), disability, or age. The Contractor shall take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, national origin, sex (including gender identity and…