RFP 24-022 RNG Revenue Instructions to Proposers.pdf

SALEM AREA MASS TRANSIT DISTRICT (SAMTD)

RFP 24-022 RNG Revenue Instructions to Proposers.docx Page 1 of 17

SALEM AREA MASS TRANSIT DISTRICT

REQUEST FOR PROPOSAL

RFP 24 - 022

RENEWABLE NATURAL GAS REVENUE

Date Issued: June 26, 2024

Pre-Proposal Conference: July 10, 2024 at 10:00 AM PST

● Non Mandatory VIRTUAL ONLY

Requests for Question Deadline: July 17, 2024 no later than 4:00 PM PST

SAMTD Response to Questions: July 19, 2024 no later than 5:00 PM PST

Proposal Closes & Responses Due: July 31, 2024 no later than 4:00 PM PST

Project Manager: TBD

Procurement Contact: Charleen McCurdy, Contracts and Procurement Analyst

Submit Proposal: procurement@cherriots.org

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Contents Part 1 – Introduction Part 2 – Scope of Work Part 3 – Submission Guidelines Part 4 – Proposal Evaluation Part 5 – Special Terms and Conditions Part 6 – Confidentiality Part 7 – Proposers Checklist

Included as separate attachments Appendix A – General Terms and Conditions Appendix B – Sample Contract Appendix C – Federal Terms and Conditions

Included as a single separate file Exhibit 1 – Proposal Form Exhibit 2 – Non-Collusion Affidavit Exhibit 3 – Organizational Conflict of Interest Exhibit 4 – DBE Determination of Good Faith Effort Exhibit 5 – Contractor’s Representations & Warranties Certification Exhibit 6 – Federal Debarment & Suspension Certificate Exhibit 7 – Certification Regarding Lobbying Exhibit 8 – Buy America Certification Exhibit 9 – Price Proposal Form

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Part 1 – Introduction

SALEM AREA MASS TRANSIT DISTRICT (“SAMTD” or “Cherriots”) is a public transportation agency operating buses over routes in metropolitan areas providing transit and paratransit service in the urban growth boundary of the Salem-Keizer area and Marion and Polk counties.

Other SAMTD services include Cherriots Shop and Ride, Cherriots Regional service, Cherriots LIFT paratransit service, travel training and rideshare (Cherriots Trip Choice) information including carpool and vanpool matching.

SAMTD operates 64 Cherriots local buses, 34 Cherriots LIFT (paratransit service), 15 Cherriots Regional buses and 4 Cherriots Shop and Ride buses (shopper shuttle and dial-a-ride service).

In addition, Cherriots Regional Route 1X is a commuter service that connects Salem with Wilsonville to the North. SAMTD also manages ride share services called Cherriots Trip Choice. Currently, SAMTD services generally operate during the weekdays between the hours of 5:00 AM and 10:00 PM.

SAMTD Locations:

Administrative Offices General Manager, Community Relations, Finance, Transportation Development, Human Resource, and part of the Operations departments are located at:

555 Court St N.E., Suite 5230, Salem, OR.

Operations, Contracted Services, and Maintenance Del Webb Facility 3140 Del Webb Ave, Salem, OR.

The Del Webb facility also includes the parking area for buses not in service.

Keizer Transit Center 5860 Keizer Station Blvd., N.E.

Keizer, OR 97303

Additional information about SAMTD can be found at www.cherriots.org

SAMTD is soliciting proposals from qualified firms or producers of Renewable Natural Gas (RNG) to provide revenue shares for SAMTD’s revenue fleet.

Proposers are required to adhere to the terms and conditions of the solicitation packet. SAMTD will not negotiate any aspect of the required service or Contract once the Notice of Intent to Award is issued. SAMTD will not make any concessions for Proposers who are not completely familiar with the scope or Contract requirements.

All submittals become the property of SAMTD and are subject to public disclosure after award.

Equal Opportunity: Small, minority, veteran, women-owned, and Disadvantaged Business Enterprises (DBE), as defined by 49 CFR Part 26, are encouraged to submit Proposals in response to this solicitation. SAMTD ensures non-discrimination in the award and administration of all Contracts, creates a level playing field where businesses can compete fairly and remove barriers to the participation in our contracts.

End of Part 1 - Introduction http://www.cherriots.org/

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Part 2 – Scope of Work

2. A Introduction & Background

SAMTD currently purchases its natural gas from the local public utility, Northwest Natural Gas Company. Natural Gas usage for transportation fueling purposes averages approximately 495,000 therms per year. It is expected this will increase by 3% beginning December 2024 (to 509,000 therms).

There will be small future increase as revenue miles increase. SAMTD’s goal is to reduce its energy costs and greenhouse gas emissions (by way of rebates) while maintaining the highest possible degree of reliability and quality in its natural gas supply to ensure that SAMTD’s natural gas powered vehicles can be fueled and operated every day of the year.

2. B Technical Requirements & Scope of Work

SAMTD is seeking qualified firms or producers of Renewable Natural Gas (RNG) to provide revenue shares of RNG production based upon offtake consumption by SAMTD. RNG is used to fuel a fleet of 34 Heavy Duty fixed route coaches and 7 Light to Medium duty paratransit cutaway vehicles.

The selected Proposer will provide delivery of RNG only. SAMTD will procure its fossil natural gas from the utility NW Natural.

The Contractor shall be responsible for all regulatory aspects of registering SAMTD’s fueling station.

The Contractor shall commit to an annual volume (in Therms) of renewable natural gas they will provide based on volume usage in table below.

Estimated annual usage

Year Therms 2024 495,000 2025 509,000 2026 510,000 2027 510,000 2028 510,000

SAMTD shall utilize the renewable natural gas for transit vehicles, only, and provide to the Contractor confirmation of usage.

SAMTD shall provide information required to secure Contractor provided RNG credits through the Environmental Protection Agency (EPA).

End of Part 2 – Scope of Work

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Part 3 – Submission Guidelines

3. A Procurement Schedule

Dates preceded by an asterisk (*) are estimated dates and provided for information only.

Estimated dates may change after proposal submission and not be part of any addenda.

Procurement Activity Date – 2024 Procurement Request Released June 26 Pre-Proposal Conference July 10 at 10:00 AM PST Clarification Deadline July 17, no later than 4:00 PM PST *SAMTD Clarification Response July 19, no later than 5:00 PM PST Submissions Due July 31, no later than 4:00 PM PST *Notice of Intent to Award August 7 *Contract Effective September 1

SAMTD reserves the right to modify the Procurement Schedule through written addenda.

Submissions are not reviewed or considered after the due date has passed. SAMTD reserves the right to award a contract without a Best and Final Offer. Issuance of a Notice of Intent to Award is not a substitute for a Contract and can be revoked.

SAMTD may invite the top firms (competitive range) for a semifinal interview/presentation.

SAMTD provides requirements for the interview when the interview is scheduled. SAMTD will not be responsible for any costs for preparing submissions, attending a pre-proposal conference, or participating in interviews including but not limited to travel expenses, preparation costs, or materials.

3. A.1 Pre-Proposal Conference

A pre-proposal conference will be held virtually via Google Meet at the date and time provided in the Procurement Schedule. Interested proposers are encouraged to attend as a means of gaining clarity for the requested scope of work and ensuing contract.

To Join Virtually:

https://meet.google.com/yzs-hthy-wjn

To Join Via Phone:

(347) 467-6020

PIN: 174 396 494#

3. B Proposal Guidelines

Proposers should fully inform themselves of the conditions, requirements, and specifications before submitting a Proposal. The submission of a Proposal constitutes Proposers acceptance of the terms and conditions of this solicitation request, including the underlying Contract terms and conditions which are set out herein.

The Proposer is responsible for all costs related to the preparation of the Proposal, demonstrations or interviews. Any costs associated with the project not specifically set forth in this Request for Proposal will be the responsibility of the Proposer and will be deemed included in the fees and charges proposed.

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SAMTD reserves the right to:

● Award to one or more vendors at SAMTD’s sole option

● Accept or reject any or all Proposals and their Proposers

● Reject any or all Proposals until a Contract is signed with the Proposer

● Reject this solicitation and issue a new one for any reason

● Waive deviations from the requirements

● Waive any informality or minor irregularity in Proposals received

● Issue changes to the solicitation in the form of written addenda

● Request additional information to fully evaluate a Proposal

A Proposal may be rejected when:

● It is late

● The Proposer fails to meet the minimum qualifications listed in Part 3.C

● The Proposer is determined to be not responsible as described in Part 4.D

● Any required form/exhibit is not signed

● Vendor information, references, or any other form/exhibit is incomplete or incorrect

● Any other reason determined to be in the best interest of the SAMTD

● It does not meet required terms and conditions

● The details of the Proposal have been altered

● A Proposer fails to timely respond to a request for additional information

● It fails to contain any of the required information

● A conflict of interest is not properly disclosed

● Proposer fails to acknowledge in writing an addenda

Proposals may not be modified after opening unless requested by SAMTD. Prior to opening, Proposals may be withdrawn at any time.

SAMTD may request that information be displayed differently than presented (for example, request a bundled pricing structure be itemized).

Proposal pricing shall be valid for a period of 120 days from Proposal or Best and Final Offer (BAFO) deadline, if a BAFO occurs.

SAMTD may request clarification or additional information, including, but not limited to, financial statements.

3. C Minimum Proposer Qualifications

At the time of Proposal, Proposers must meet the following minimum qualifications. Proposers will not substitute the experience of a sub for their own.

● A minimum of three (3) years in providing RNG to Oregon municipal or transit agencies.

● Have a State of Oregon and all required local government business license(s) and endorsements.

● Not be suspended or debarred with SAM.gov

● Not be disqualified from proposing or bidding under ORS 279B.130

● Meet all required codes and regulations, as required by federal, state, city, and fire codes as they pertain to the transport, delivery and dispensing of RNG fuel throughout the term of any contract awarded pursuant to this solicitation.

● Not in violation of any Oregon tax laws set forth at ORS chapters 118, 314, 316 - 318, 321 and 323; under ORS 320.005-320.150; under ORS 403.200-403.250; and local tax laws administered by the Oregon Department of Revenue under ORS 305.620

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3. D Questions, Clarifications, Request for Deviation, Substitution or Approved Equals

Questions, clarifications, and alternates pertaining to the RFP must be submitted in writing to procurement@cherriots.org no later than the close of business on the date listed in the Procurement Schedule above. The request shall specify the provision of the RFP in question, and, if a change is requested, contain an explanation for the requested change. Where applicable, Proposers are required to provide the value of each proposed modification and a brief explanation as to why the change is requested. SAMTD does not guarantee a response to questions submitted after this date or questions and requests that are not submitted in writing via email.

Any unapproved deviations, exceptions, substitutions, alternates, or conditions contained in a Proposal are cause for the Proposal’s rejection as non-responsive.

Unauthorized contact regarding this RFP with SAMTD employees or agents may result in disqualification. Any oral communications will be considered unofficial and non-binding on SAMTD. Proposers should rely only on written statements issued by Procurement.

Do not add any SAMTD email address to company marketing email lists.

SAMTD will only accept a substitution of alternate material or equipment when:

1. The Contractor submits documentation acceptable to SAMTD attesting that the material or equipment specified in this Contract is no longer available;

2. The alternate material or equipment will be supplied at no additional cost; and

3. The alternate material or equipment meets the requirements and specifications set forth in the Scope of Services/Specifications.

Documentation supporting the non-availability of material or equipment may include, but not be limited to, one of the following: certification from the manufacturer that the item has been discontinued or that there has been a substantial change in its specifications; the manufacturer has gone out of business; or new import restrictions have been imposed on the item.

Any Proposer(s) believing a Contract term or scope requirement is unnecessarily restrictive or wishing to propose an alternate must submit their request in writing to procurement@cherriots.org by the Clarification Deadline provided in the Procurement Schedule.

Requests submitted after this date, or as a Proposal condition will not be reviewed or considered. SAMTD will not agree to terms or conditions to the Contract after Proposals are submitted and conditioned Proposals may be rejected as non-responsive. Any changes or requests pertaining to the Contract must be made evident prior to the close of the procurement.

3. E Submission Packages

Proposals will be in PDF format submitted to procurement@cherriots.org or be sent as a USB/Thumb drive via regular mail no later than the due date outlined in the Procurement Schedule. It is the Proposers responsibility to ensure the submission packet is received on time by SAMTD.

Proposals sent via Fed-Ex, UPS or other carrier providing guaranteed delivery, but were not delivered will be accepted upon receiving proof of guaranteed delivery date. SAMTD will not review submissions if the packet or forms are altered in any way.

Submissions must be typed to be legible. Digital signatures are encouraged and preferred.

Proposers may submit a wet signature, provided the remainder of the submission is typed.

mailto:procurement@cherriots.org

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Failure to include any of the requested information using the provided exhibits will render the Proposal non-responsive. Marking a Proposal, or portions of the Proposal, as “confidential” or “proprietary” does not automatically exempt it from disclosure under the Oregon State Public Records Act, ORS Chapter 192.

Marketing materials, alternate and unapproved agreements, and any other information not specifically requested or required in this RFP will not be reviewed. Proposer will NOT add SAMTD to any marketing email lists.

In addition to all completed exhibits as outlined in Part 7 “Proposers Checklist”, Proposers will submit a technical response addressing the following. Proposers may emphasize in their narrative any areas of their proposal that they believe exceed our requirements. Proposers are advised to clearly communicate enough detail and relevant information to ensure effective evaluation by SAMTD’s Evaluation Committee.

In addition to the information requested in the Exhibit package provide:

1. Briefly describe your company. Include how long the company has been in business and providing services for the Scope requested.

2. Describe the qualifications of your company, its business experience, and achievements.

3. Provide names, tenure, roles and responsibilities for staff that could be assigned to this

Contract.

4. Describe how you maintain the staff/personnel possessing the qualifications and capabilities called for in this RFP.

5. What is your staff turnover rate annually for the past three (3) years?

6. Describe how your Company/Project Manager will keep SAMTD informed of any issues related to delivering the services described in the scope of work.

7. Detail the method for calculating the proposed revenue share. Include the rationale behind choosing the particular calculation method as well as detail the mathematical computations behind the calculation.

8. Proposers shall provide samples of marketing materials and detail how they will partner with SAMTD marketing in order to promote the usage of RNG.

9. Submit no more than five (5) completed relevant project experiences (within the past three (3) years) that demonstrate successful contract performance similar in size and scope as described in this RFP. Include the following for each reference (include transit or government experience):

● Company name and full address

● Point of contact name, title, e-mail address, and phone number

● Contract title, number, start and completion dates

● Contract description & order / service details

10. Provide feedback collected from previous customers regarding your performance. Less than favorable feedback should include steps the firm has taken to remedy any issues, or address the customer’s concerns.

11. What is your approach to providing and monitoring quality assurance?

12. What is the average length of your contracts?

13. Outline any potential value added items that would complement the service being requested but not contemplated in the Scope of Work outlined in Part 2

14. Have you defaulted on any contracts within the past three (3) years or failed to meet contract terms? If so, describe.

15. Identify major project risks that are outside of the firm’s control. Include concerns relating to performance success, explain why the risk is a risk, and make sure the risk is specific

RFP 24-022 RNG Revenue Instructions to Proposers Page 9 of 17 to the proposed contract. Identify solutions to avoid of minimize the identified risks.

Develop a plan to reduce the impact to the project and prioritize the risks in order of importance.

16. Identify any past (within the last three (3) years) or pending litigation alleging failure to perform in accordance with contractual obligations and describe present status. Explicitly state if there is no such litigation.

17. List any project resulting in time extensions and the assessment of liquidated damages against the firm or any sub-contractors during the last five (5) years. Explicitly state if there were no extensions/assessments.

18. Identify any past (within the last three (3) years) or pending liens, clams, infractions, or citations filed or recorded by a County, State or the federal government or filed by subcontractors, suppliers or material men. List with whom, for what, and the amount claimed. Explicitly state if none of these situations apply.

3. F Addenda

Modifications to this RFP shall be made only by addenda posted to the OregonBuys site.

Verbal, faxed, or e-mailed instructions, interpretations, and changes shall not serve as official expressions of SAMTD and shall not be binding. All cost adjustments or other changes resulting from said addenda shall be taken into consideration by Proposers and included in their proposals. All addenda issued by SAMTD (posted to OregonBuys site) shall be acknowledged by Proposer on the Acknowledgement of Addenda form

3. G Protest Procedures

Protests shall only be accepted from participating proposers and must be submitted in writing and in a timely fashion, in accordance with SAMTD’s formal protest procedures. SAMTD’s formal protest procedures may be requested by contacting SAMTD Procurement in writing at procurement@cherriots.org. Once a Proposer exhausts SAMTD’s protest procedures, as described in applicable SAMTD Procurement Policy, the Contractor may request review from the FTA’s Region 10 office within five (5) working days of SAMTD’s final decision of the protest.

However, Proposers are cautioned that FTA’s jurisdiction over protests are limited in scope.

3. H Conflict of Interest

SAMTD officers, employees, agents, or Board members will not solicit or accept gifts, favors, or anything of monetary value from Proposers. Any SAMTD officer, agent, employee, or Board member with a perceived or actual financial or other interest in the award of the proposed Contract will recuse himself/herself from any evaluation or decision on any Proposal.

Proposers and their staff must declare any perceived or actual conflict of interest using the form/exhibit provided. For example, a conflict of interest would arise if a Proposer or staff did the following:

● Assists in the creation of the scope of work. This includes, but is not limited to, reviewing and commenting on the preliminary scope in whole or part, assisting staff in specification writing, or recommending the use of a particular brand or supplier/distributor in the specification or evaluation of Proposals.

● Has access to nonpublic information during the performance of an earlier Contract or has been provided with information other Contractors have not during procurement.

● Assists in the creation of a project budget.

● Has a personal or professional relationship or affiliation (past or present) with a member of the evaluation committee or project team.

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● Has a financial gain from the recommendation and/or purchase of a particular good or service relating to a Contract or potential Contract. (e.g. distributor/manufacturer relationship)

SAMTD will review all conflict of interest statements and notify the Proposer of its decision to allow or reject a Proposal as it pertains to the conflict.

In the event that a conflict of interest is discovered post-award, this will be considered a breach of Contract and the Contract will be terminated under the terms and conditions provided. The Proposer must pay any additional costs incurred by SAMTD to engage another Contractor to finish the work.

3. I Disadvantaged Business Enterprise.

SAMTD has an overall agency goal of 2.49 percent (2.49%) for the utilization of DBEs using race neutral means. This contract is subject to the terms and conditions outlined in Appendix C “Federal Terms and Conditions. SAMTD strongly encourages and expects Proposers to pursue subcontracting, mentoring, joint venturing, teaming, and partnering opportunities with DBE firms in the ordinary course of its business/teaming strategies. Proposers are encouraged and expected to create a level playing field to the maximum practical extent, consistent with the objectives and requirements of the SAMTD DBE Program, which is based on federal regulations codified at 49 CFR Part 26. The DBE participation goal applies to the total value of all anticipated SAMTD Federal contracts. SAMTD’s DBE Program and Policy may be accessed at www.Cherriots.org/en/about-us/procurement.

3. J Buy America

This contract will be governed by the Federal Transportation Administration. Fuel is not subject to Buy America regulations. However, any other manufactured good provided under this contract must adhere to Buy America requirements found under 49 CFR 661.

It is the proposers’ responsibility to certify and ensure it complies with this requirement. If applicable, the awarded Contractor will be required to submit a Buy America content certification as a condition of final payment. The certification will outline each manufactured good, its origin and final assembly point.

End of Part 3 – Submission Guidelines http://www.cherriots.org/en/about-us/procurement

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Part 4 – Proposal Evaluation

It is intended that one (1) contract be awarded to the responsible, responsive Proposer whose proposal SAMTD determines in writing is the most advantageous to SAMTD for the requested goods and services based on the below evaluation criteria. Only those Proposals determined to be responsive will be considered for award.

4. A Evaluation Procedures

A Source Evaluation Committee (SEC) will be appointed to evaluate the proposals received.

Each of the criteria listed below will be reviewed by the committee for the purpose of scoring proposals, based on how fully each proposal meets the requirements identified in this RFP.

1. Procurement will review all proposals received by the published deadline for conformance with the instructions and requirements of the RFP and Contract documents. Submissions or Proposers that do not meet the requirements detailed within this RFP may be rejected as non-responsive.

2. Procurement will calculate the Price Score based on the “Estimated 5-Year Contract Total” amount on Exhibit 9 - Price Proposal using the following normalizing formula from responsive proposals that are submitted by responsible proposers. The score for pricing will not be averaged or combined based on the total number of evaluators.

(Lowest Proposed Base Price ÷ Base Price Being Evaluated) × Total Points Possible = Score

3. A Source Evaluation Committee (SEC) will be appointed to evaluate proposals. The

SEC will review responsive and responsible submissions against the Evaluation Criteria outlined in this RFP or in subsequent Addenda that may be issued. A member of the SEC or Procurement may check references as part of this step and share them with the evaluation committee as part of the Qualifications and Relevant Experience criteria. The SEC shall evaluate and score proposals to select those Proposers technically qualified to perform the work irrespective of price.

4. Procurement will combine the Proposal Price Scores with the SEC’s initial scoring of technical proposals. The total points scored on both the technical and price will be considered in determining the competitive range.

5. The top Proposals (Competitive Range) may be invited for interviews. Proposals and interview results are re-scored against the evaluation factors based on information provided by interviewees. Price will be recalculated based on the number of Proposals in Competitive Range.

6. If references were not checked as part of Step 3 above, a member of the SEC or Procurement may check references and share them with the evaluation committee as part of the Qualifications and Relevant Experience criteria.

7. Competitive Range Proposers may be asked for a Best and Final Offer (BAFO) post-interview as detailed below. BAFO’s will be rescored against the same evaluation criteria. SAMTD reserves the right to award a contract without a BAFO request.

8. SAMTD reserves the right to award based upon the most favorable initial proposal.

SAMTD’s General Manager shall have full authority over SAMTD’s source selection and decision to award, subject to applicable Board policy.

Should the top two (2) Proposals score within 5 points of each other, they are considered comparative equals. SAMTD may require a BAFO or use another method to break a tie. The SEC will review tie breakers against all of the evaluation factors above and render a final score.

Alternatively, SAMTD may choose to award both Proposals.

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4. B Single or No Proposer

In the event that only one (1) Proposal is received, SAMTD may request an extension of the offer period and/or conduct a cost analysis on the single received Proposal. The Proposer shall promptly provide all cost or pricing data, documentation and explanation requested by SAMTD to assist in such analysis. By conducting such analysis, SAMTD shall not be obligated to accept the single Proposal; SAMTD reserves the right to reject such Proposal or any portion thereof. If no Proposal is received, SAMTD shall cancel this RFP and may reissue the RFP, with or without modification, at its sole discretion.

4. C Evaluation Criteria

Proposals from responsible Proposers will be reviewed against the below criteria. The apparent awarded proposer, for purpose of award, shall be the highest scoring responsive proposal from a responsible proposer in accordance with this evaluation criteria and within the funds available for the project.

o Revenue per Therm (70 Points)

Using Exhibit 9, Proposers will provide calculations for revenue per therm based on the estimated annual usage provided on the Exhibit. Staff will also review the calculation method and reasoning behind its use. The highest proposed revenue amount will receive the maximum points.

o Qualifications & Relevant Experience (30 PTS)

Proposer has demonstrated firm and staff meet or exceed the minimum experience called out in 3.C Minimum Proposer Qualifications. Responses are clear, thorough, and demonstrate Contractor possesses the financial and business acumen to ensure service throughout the full contract term.

The proposed team possesses extensive knowledge, expertise, skills and experience in providing RNG and a lucrative credit program. Proposer has a comprehensive process ensuring compliance with the potential contract performance. Breadth of service is broad and includes other facets SAMTD may utilize during the Contract. Identified value-add services complement what is outlined in the Scope of Work. Sample marketing materials are clear, easy to understand, and appealing to a variety of audiences. Plans for partnering to promote RNG usage is comprehensive. Any provided customer feedback demonstrates an attention to detail and reflects a drive for customer satisfaction Staff may review provided references and other information obtained as part of RFP Part 4.D for performance and adherence to contract terms.

4. D Proposer Responsibility

SAMTD will only award to Proposers who have the ability, willingness, and integrity to conform to all requirements of the Proposal and subsequent Contract. SAMTD will independently verify responsibility.

● Demonstrate there are no outstanding and/or repetitive violations with State of Oregon agencies.

● Possess all permits, registrations, and licenses as required by city, state, and Federal ordinances, rules, laws, and regulations. When requested by SAMTD, Proposer shall provide documents confirming that he/she/it has obtained any local business registrations or permits that may be required.

● Is skilled and regularly engaged in the general class or type of work called for under the Contract.

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● Has performed satisfactorily on other Contracts of like nature, magnitude and comparable difficulty, and at comparable rates of progress.

To establish Proposer’s responsibility, SAMTD will review all material submitted with a Proposal.

SAMTD may also obtain additional information and conduct independent investigation, including, but not limited to, obtaining copies of business licenses and/or professional licenses and certificates, obtaining financial reports, verifying DBE/MWBE status, reviewing records with the Better Business Bureau, reviewing references, and checking debarment lists. SAMTD reserves the right to interview references, perform internet searches, review Dunn & Bradstreet reports, and use any other investigative means it chooses to establish past performance for evaluation purposes. A Proposer must timely provide all requested information.

4. E Best and Final Offers (BAFO)

At SAMTD’s discretion, Proposers may be afforded the opportunity to amend his/her/its Proposal and make a BAFO. The requests for BAFO’s shall include:

● Notice of an opportunity to submit a BAFO based on discussions during interviews or clarifying correspondence.

● A common due date and time for submission of written BAFO’s or modifications to any BAFO, allowing a reasonable opportunity for preparation of the written BAFO’s.

● Direction for BAFO format and contents.

● Notice that if a Proposer does not submit a BAFO or a notice of withdrawal and another

BAFO, his/her/it’s immediate previous offer will be construed as the BAFO.

Any modifications to the initial Proposals made by a Proposer in the BAFO shall be clearly identified. SAMTD will evaluate BAFO’s according to the same requirements and criteria as the initial Proposal. SAMTD will make appropriate adjustments to the initial scores for any criteria which have been affected by any modifications made by the BAFO’s. These final scores and rankings will again be weighed against the Evaluation Criteria.

4. F Notice of Intent to Award

Upon selection of the successful Proposer, SAMTD will provide a Notice of Intent to Award to all Proposers. The Notice of Intent to Award in no way constitutes a promise to award or an acceptance of the offer contained in the Proposal; rather it is SAMTD’s first step in recommending a Contract to its Board of Directors. SAMTD may reconsider and withdraw, change or amend a Notice of Intent to Award at any time before the Board of Directors formally selects a Proposal. SAMTD’s failure to give such notice shall not be deemed to affect the validity of the resulting contract.

In the event a Contract award is made that is within the General Manager’s signing authority, SAMTD may, at its option, waive Board approval.

Proposers are permitted to request a debriefing about its/his/her own Proposal from Procurement after the Notice of Intent to Award is issued. Documents and information to the procurement may be requested by submitting a Public Records Request.

End of Part 4 – Proposal Evaluation

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Part 5 – Special Terms and Conditions

5. A Contract Term

These Terms and Conditions will be incorporated into the final contract by reference, along with Appendix A General Terms and Conditions and Appendix C Federal Terms and Conditions.

1. Contract Term: Unless terminated sooner under the provisions of this Contract, the term of this Contract shall be from July 1, 2024 through June 30, 2029 for a total five (5) year contract. .

2. Compensation: Contractor shall provide SAMTD with Renewable Natural Gas Credits or Revenue Share based upon consumption by SAMTD as set forth in Exhibit 9 Price Proposal. Compensation will be sent no later than the 15th of each month for services and goods supplied the previous month.

Payments must be submitted to SAMTD’s Finance Department:

Salem Area Mass Transit District Attn: Accounts Payable 555 Court St NE, Suite 5230 Salem, OR 97301

Any remittance reports shall be submitted electronically to SAMTD’s Finance Department and SAMTD’s Project Manager via email to

● accounts.payable@cherriots.org (Finance) and

● (Project Managers).

Invoices must contain the following information.

● The contract number;

● Dates supplies or services were furnished;

● Description of the supplies or services that were furnished;

● Price breakdown showing contracted revenue share and units.

SAMTD will not be responsible for late payments due to missing or incorrect documentation or incorrect invoice routing on the part of the vendor.

5. B Insurance

The awarded contractor and any subcontractors will not begin Work until proof of insurance has been received and approved by SAMTD staff. Insurance requirements will not limit the Contractor’s liability for damages resulting from performance.

Insurance requirements are outlined in Appendix A General Terms and Conditions which will be the agreement Contractor will be required to sign upon contract approval from SAMTD’s Board of Directors.

5. C Limitations of Liability

SAMTD reserves the right to challenge the enforceability of any limitation of liability provision in the event of a claim or issued judgment through the performance of a Contract. Liability limitations may be considered a gift of public funds and may therefore be prohibited by Oregon State Statute.

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5. D Project Managers

The Contractor's designated Project Manager identified below shall be the Contractor's representative for the administration of the contract documents and the supervision of the work.

In all matters relating to the performance of the work and payment therefore, and in all situations involving actual, recommended or, proposed changes, SAMTD shall accept commitments and instructions of the Contractor only from the Project Manager or a duly authorized representative of the Project Manager so designated in writing. After initial approval by SAMTD, the Contractor shall not change the Project Manager without the prior written approval of SAMTD. SAMTD shall appoint its own Project Manager for the work required by this Contract.

5. E Notice to Proceed

The Contractor shall not proceed with any work required under this Contract without a written Notice to Proceed from SAMTD’S Procurement Department or the authorized SAMTD Project Manager. Any work performed or expenses incurred by the Contractor prior to the Contractor's receipt of Notice to Proceed shall be entirely at the Contractor's risk.

5. F Time of Essence

Time is of the essence in this Contract. Contractor's failure to deliver goods/services on time shall be a material breach of this Contract. If Contractor fails to deliver goods/services on time, SAMTD, at its discretion, may procure those goods/services from another source. If the price paid by SAMTD for goods/services procured from another source under this Paragraph is higher than the price under this Contract, Contractor shall pay SAMTD the difference between those prices.

SAMTD may deduct that difference from any amount SAMTD owes Contractor.

5. G Changes

A. SAMTD may at any time, by written order, make changes within the general scope of this Contract in any one or more of the following:

(1) Description or quantity of services to be performed.

(2) Time of performance (i.e., hours of the day, days of the week, etc.).

(3) Place of performance of the services.

(4) Modifications in special equipment requirements

B. 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, whether or not changed by order, SAMTD shall make an equitable adjustment in contract price, the delivery schedule or both, and shall modify the Contract.

C. The Contractor must assert its right to any adjustment under this clause within thirty

(30) days from the date of receipt of the written order. However, if SAMTD decides that the facts justify it, SAMTD may receive and act upon a proposal submitted before final payment of the Contract.

End of Part 5 – Special Contract Terms and Conditions

RFP 24-022 RNG Revenue Instructions to Proposers Page 16 of 17

Part 6 – Confidentiality

Prior to Contract award, SAMTD believes that the public interest will be harmed by disclosure of Proposals, Proposal supplements, evaluation committee discussions, and all communications made during procurement negotiations, and will hold all such documentation in confidence, until after Contract award, pursuant to ORS 192.502(4).

Proposers are cautioned that until submission of their proposal, they may have contact concerning this RFP with only those SAMTD representatives, agents, or personnel designated in writing herein. Discussions or communications concerning this RFP with Source Evaluation Committee (SEC) Members, SAMTD Project Managers, SAMTD employees, its consultants, or members of the SAMTD Board of Directors, are strictly prohibited. Any violation of this restriction may result in disqualification of the Proposer from further participation in this procurement and from award of any contract or subcontract under this solicitation.

After Contract award, SAMTD will treat Proposals, Proposal supplements, evaluations, and all communications made during procurement negotiations a matter of public record, except to the extent they contain trade secrets, confidential information, or are otherwise exempt from disclosure under Oregon or federal law.

To ensure appropriate confidentiality, Proposers must clearly and specifically identify confidential or trade secret information in their Proposals and must cite statutory or regulatory authority for exemption from public disclosure. SAMTD may find a waiver of confidentiality, if a proposer provides blanket-type identification by designating whole pages or sections, without more, as containing proprietary information, trade secrets or confidential commercial and financial information. In addition, SAMTD disclaims liability for inadvertent disclosure of trade secrets or other information entitled to confidential treatment, if the Proposer has failed to identify trade secrets or other confidential information clearly, has failed to cite statutory or regulatory authority for keeping such information confidential, or identifies an entire proposal or proposal supplement as confidential or exempt.

End of Part 6 - Confidentiality

RFP 24-022 RNG Revenue Instructions to Proposers Page 17 of 17

Part 7 – Proposers Checklist

By submitting a Proposal, Proposers agree to be bound by and adhere to all legal requirements and Contract terms and conditions contained in this solicitation document.

SAMTD WILL NOT NEGOTIATE ANY ASPECT OF THE REQUIRED SERVICE OR ANY

CONTRACT TERM OR CONDITION ONCE THE NOTICE OF INTENT TO AWARD IS

ISSUED. SAMTD WILL NOT MAKE ANY CONCESSIONS FOR PROPOSERS WHO ARE NOT

COMPLETELY FAMILIAR WITH THE SCOPE OR CONTRACT REQUIREMENTS.

Exhibits Appendices 1: Proposal Form A: General Terms and Conditions 2: Non-Collusion Affidavit B: Sample Contract 3: Conflict of Interest Certification C: Federal Terms and Conditions 4: DBE Determination of Good Faith Effort § 5: Representations & Warranties 6: Debarment and Compliance § 7: Lobbying Certificate § 8: Buy America Certificate § 9: Renewable Natural Gas Supply Offer

Proposers are advised that the following will be incorporated into the final Contract:

• Request for Proposal including Appendices

● Appendix A – General Contract Terms & Conditions

● Appendix C – Federal Terms & Conditions

• Issued Addenda (if applicable)

• Contractor Pricing, completed Exhibits & Technical Submission

• Executed Contract

End of Part 7 – Proposer Checklist