RFP 55-22 Orange Line Rail Car Disposal Bid Document~1.pdf

MASSACHUSETTS BAY TRANSPORTATION AUTHORITY

REQUEST FOR PROPOSAL

RFP NO: 55-22

ORANGE LINE RAIL CAR DISPOSAL

Date Issued: April 20, 2022

Bid Responses will be accepted through either:

COMMBUYS

Delivery/Mail to MBTA Procurement & Logistics

IFB: 55-22 - 1 - Non - Federal – Goods & Services - Rev. 1/18/2022 Project Name: Orange Line Rail Car Disposal

Contents

1. Introduction

2. Instructions to Bidders

2.1 Procurement Method

2.2 Bidders’ Meeting

2.3 Bid Calendar, Due Date, and Delivery Instructions

2.4 Late Submissions, Modifications and Withdrawals of Offers

2.5 Clarifications of Specifications

2.6 MBTA Standard Contract and Terms & Conditions

2.7 Business Conduct

2.8 Collusion

2.9 Prices

2.10 Alternative Bids

2.11 Acceptance Period

2.12 Delivery Terms

2.13 Pre-contractual Expenses

2.14 Tax Exemption

2.15 Insurance

3. Selection Process

3.1 Responsiveness Review and Basis of Award

3.2 Evaluation and Notification

3.3 Pass/Fail Evaluation

3.4 Technical Response Evaluation

3.5 Price Response Evaluation

3.6 Basis of Award: Best – Value Proposal

3.7 Rejection of Bid

3.8 Cancellation of Bid

3.9 Appeal / Protest Procedures

4. MBTA Policies

4.1 Small, Minority, Women, and Other Disadvantaged Businesses

5. Contract Structure

5.1 Construction of Contract

IFB: 55-22 - 2 - Non - Federal – Goods & Services - Rev. 1/18/2022

Enclosure 1 – Bid Cover Letter

Form A: Technical Response

Form B: Price Response

6. MBTA Standard Contract and Terms and Conditions Instructions for Vendors

6.1 MBTA Standard Contract Instructions (Section 7)

6.2 MBTA Standard Terms & Conditions Instructions (Section 7.1)

7. Massachusetts Bay Transportation Authority Standard Contract

7.1 Standard Terms and Conditions

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1. Introduction

The Massachusetts Bay Transportation Authority (“MBTA” or “Authority”) seeks a qualified Contractor to load, transport, and properly dispose of 120 Orange Line Rail Cars over a 12-month period starting July

1st, 2022.

To assist the MBTA in this effort, the Authority is issuing this Request for Proposals (“RFP”) to solicit proposals (“Bids”) from qualified Bidders who can meet the project requirements stated herein.

Please see the Specification EE&QA-920 for additional information about the Rail Cars and removal requirements. All work must be performed in accordance with Specification EE&QA-920.

The MBTA recognizes that:

(1) Bidders may propose different approaches to cost and potential revenues and

(2) that unknown factors may make it difficult to offer firm fixed pricing.

The MBTA is willing to accept Bids that offer to purchase and remove the Rail Cars, Bids with firm fixed prices for the scope of work, and/or Bids that offer the MBTA a share of any net proceeds.

Bids will not be publicly opened for this procurement. The MBTA will post the successful Bidder when to COMMBUYS when an award is made.

For all inquiries, please contact the following point of contact and list the RFP number:

Sourcing Executive: Michael Pillemer

Email: mpillemer@mbta.com

2. Instructions to Bidders

2.1 PROCUREMENT METHOD

This RFP is issued pursuant to the following laws and regulations: Mass Gen Laws, Ch. 161A; 801

CMR 21.00.

The RFP will be launched and managed via COMMBUYS. Instructions for log-in and use of

COMMBUYS are described in reference material on the website and at http://www.mass.gov/anf/docs/osd/forms/instructions-for-vendors-responding-to-bids.docx

Bidders may also contact the COMMBUYS Helpdesk at COMMBUYS@state.ma.us or the

COMMBUYS Helpline at 1-888-MA-STATE. The Helpline is staffed from 8:00 a.m. to 5:00 p.m.

Monday through Friday (Eastern Time), except on federal, state, and Suffolk county holidays.

It is the responsibility of Bidders to maintain an active registration in COMMBUYS with a current email address and to monitor that email inbox for communications from the MBTA, including responses to

Bidder questions. The MBTA and the Commonwealth assume no responsibility if a Bidder’s designated email address is not current, or if technical problems, including those with Bidder’s computer, network, or internet service provider (“ISP”) cause email communications sent to or from Bidder and the MBTA to be lost or rejected by any means including email or spam filtering.

Bidder shall review and study all documents thoroughly and report any discrepancies, omissions, technical queries, or other clarifications via COMMBUYS.

https://www.commbuys.com/bso/ https://www.commbuys.com/bso/ http://www.mass.gov/anf/docs/osd/forms/instructions-for-vendors-responding-to-bids.docx mailto:COMMBUYS@state.ma.us

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Questions and clarification requests submitted by Bidder will, together with MBTA’s response be made available to all Bidders via COMMBUYS.

2.2 BIDDERS’ MEETING

A Bidders’ Meeting will be held to allow interested Bidders to view the site and vehicles.

The meeting will be on Thursday, April 28 at 11:00AM EST.

LOCATION: MBTA Commuter Rail Pad

Entrance next to 277 Middlesex Ave

Medford, MA 02155

Bidders are advised that they need proper identification to attend. Bidders should contact Michael Pillemer by email at mpillemer@mbta.com to confirm attendance.

2.3 BID CALENDAR, DUE DATE, AND DELIVERY INSTRUCTIONS

The MBTA intends to follow the schedule listed below.

TABLE: RFP CALENDAR

Procurement Activity Date Time

RFP issued 4/20/2022

Bidders’ Meeting 4/28/2022 11:00 a.m.

Deadline for submission of Bidder questions via

COMMBUYS Q&A

5/11/2022

2:00 p.m.

Official Answers for Bid Q&A published by MBTA on

COMMBUYS

5/13/2022

2:00 p.m.

Response Due Date 5/19/2022 2:00 p.m.

Contract Execution (estimated) 6/1/2022

Service Start Date (estimated) 7/1/2021

Bids are due by: 5/12/2022 at 2:00 PM, EST / EDT, for the work described herein. Bids may be submitted in one of two ways:

• All required documents may be submitted to MBTA electronically via COMMBUYS.

• All required documents may be returned physically by mail or express mail to the MBTA at

10 Park Plaza Suite 2810

Boston, Massachusetts 02116

(Bidders please note: Access to the MBTA’s 10 Park Plaza offices is limited and requires identification. It is recommended that bids be submitted electronically or sent by Fedex, UPS, or another service that can provide a delivery receipt)

Bids will not be publicly opened for this procurement.

https://www.commbuys.com/bso/

IFB: 55-22 - 5 - Non - Federal – Goods & Services - Rev. 1/18/2022

Bidders are required to submit a Bid including all Bid forms contained in this package. Bidders shall complete the Enclosure 1 – Bid Cover Letter and complete the check boxes to indicate the bid documents that constitute their bid.

Note: Bid packages that do not follow instructions above may be disqualified.

2.4 LATE SUBMISSIONS, MODIFICATIONS AND WITHDRAWALS OF OFFERS

Late Bids will not be accepted.

Any modification of an offer, except a modification for “best and final” offer, is subject to the same conditions stated in this solicitation. At any time after submission of proposals and prior to the final selection of Bidders for contract negotiation or execution, the MBTA shall have the option to provide

Bidders with an opportunity to provide a “best and final” offer and may limit the number of Bidders selected for this option.

Modification resulting from a request for “best and final” offer received after the time and date specified in the request will not be considered. “Best and final” offers will be accepted by email to the designated buyer.

Bids may be withdrawn only by written notice sent to the Authority at any time before award. In the case of Bid withdrawals or late Bids the MBTA will archive the Bid materials and will not return them to the

Bidder.

2.5 CLARIFICATIONS OF SPECIFICATIONS

Any request for clarification to, or relief from, the specifications, must be submitted the “Bid Q&A” tab in

COMMBUYS. Such comments and questions may be submitted up to one week prior to the due date listed in Section 2.3 and shall: (i) identify the document; (ii) identify the relevant section number and page number) or, if it is a general question, indicate so; and (iii) not identify the Bidder in the body of the question or contain proprietary or confidential information. Questions submitted in any other format or method than that described above will not be considered.

Responses to requests for clarification or questions will be provided in writing and issued by the MBTA via COMMBUYS. In addition, the MBTA reserves the right to, in its sole discretion, not answer all questions submitted by Bidders.

It is the Bidder’s responsibility to verify the MBTA’s receipt of questions and clarification requests.

Should the MBTA make changes to any specification, stipulation, requirement, or procedure, notification will be made to all Bidders in the form of written Addenda. No officer, agent, or employee of the MBTA is authorized to amend any provision contained in this solicitation, including the specifications, unless such amendment is issued as an Addendum and sent to all Bidders. If this solicitation is modified by an amendment, then all terms and conditions that are not modified remain unchanged.

2.6 MBTA STANDARD CONTRACT AND TERMS & CONDITIONS

Bidders shall review and sign Section 7.1 MBTA Standard Contract Terms and Conditions to submit with their bid. Bidders do not sign Section 7 Massachusetts Bay Transportation Authority Standard Contract upon submission of their bid. When the MBTA plans to award a contract, the MBTA buyer will fill out

Section 7 Massachusetts Bay Transportation Authority Standard Contract and send it to the successful bidder for signature. See Section 6 MBTA Standard Contract and Terms and Conditions Instructions for

IFB: 55-22 - 6 - Non - Federal – Goods & Services - Rev. 1/18/2022

Vendors for further details.

The MBTA does not encourage attempts to negotiate the Section 7.1 Massachusetts Bay Transportation

Authority Standard Contract Terms & Conditions. Many of these provisions are required by law; others are longstanding MBTA policy / practice. Accordingly, Bidders / proposers should only redline or object to provisions that they find absolutely unacceptable. Any rejection or modification of these provisions may disqualify a Bid / proposal as being non-responsive or non-compliant.

2.7 BUSINESS CONDUCT

All Responses submitted by a Bidder to the MBTA shall be made without collusion with any other

Bidder(s) submitting a Response to this RFP.

Bidder shall not directly or indirectly, in relation to this RFP, give, promise, attempt to give, or approve or authorize the giving of anything of value, including by transferring all or part of the remuneration payable under any Contract, to:

a) any person employed or representing the MBTA;

b) any other person, including any public official;

c) a political party or a labor union controlled by any governmental authority or political party; or

d) a charitable or other organization, or an officer, director, or employee thereof, or any person acting directly or indirectly on behalf of the same for the purpose of (i) securing any improper advantage for either Bidder or the MBTA; (ii) inducing or influencing a public official improperly to take any action or refrain from taking any action in order for either Bidder or the MBTA to obtain or retain business, or to secure the direction of business to either

Bidder or the MBTA, or (iii) inducing or influencing a public official to use his or her influence with any governmental authority or public international organization for any such purpose.

2.8 COLLUSION

The Bidder understands that any Bid submitted to the MBTA is made without collusion with any other

Bidder submitting a Bid on the same commodity / service, and is in all respects fair and without fraud.

2.9 PRICES

Bidders shall submit their pricing using Form B: Requested Goods & Services Pricing Form. The unit price / rate shall prevail in case of an error in price extension. Prices submitted shall be valid throughout the Acceptance Period (see Section 2.10 Acceptance Period).

2.10 ALTERNATIVE BIDS

Alternative Bids will not be accepted for this solicitation.

2.11 ACCEPTANCE PERIOD

The Authority requires a minimum Acceptance Period of at least one hundred and twenty (120) calendar days. In case the MBTA requires an extension, the MBTA will notify all Bidders accordingly. “Acceptance

Period” for purposes of this solicitation means the number of calendar days available to the MBTA for awarding a contract based on the Due Date specified in this solicitation for receipt of Bids.

2.12 DELIVERY TERMS

Not Applicable for this procurement.

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2.13 PRE-CONTRACTUAL EXPENSES

The MBTA shall not be liable for any pre-contractual expenses incurred by the Bidder in the preparation of its proposal. The Bidder shall not include any such expenses as part of its proposal. Pre-contractual expenses are defined as expenses incurred by the Bidder including but not limited to preparing its Bid in response to this solicitation, submitting its Bid to the MBTA, negotiating with the MBTA any matter related to this Bid, inspection, testing, shipping, and return shipping of proposed goods samples, or any other expenses incurred by the Bidder prior to date of award, if any, of the Agreement.

2.14 TAX EXEMPTION

The MBTA is exempt from Federal Excise Tax, including Transportation Tax, and will furnish properly executed tax exemption certificates upon request. The MBTA is also exempt from Massachusetts State

Sales Tax — Exemption Number E-042-323-989. Such taxes should not be included in Bid prices.

The Bidder alone shall be responsible for payment of all federal, state and local taxes of all types and kinds applicable to such fees incurred under this Agreement.

2.15 INSURANCE

The insurance policies that the successful bidder shall carry are outlined in the attached MBTA

Minimum Insurance Requirements document with this solicitation. The attachment will be included with the solicitation posting on COMMBUYS. The successful bidder shall submit proof of insurance for the requirements detailed at the time of submitting their bid. If in the case they are not available at the time of preparing their Bid, the successful bidder certifies that they will carry such insurance policies and all costs resulting from this are included in their pricing. The successful bidder shall provide proof of insurance within three business days of conditional notice of award.

3. Selection Process

3.1 RESPONSIVENESS REVIEW AND BASIS OF AWARD

The MBTA reserves the right, in its sole discretion, to determine if a Bid is responsive and the Bidder is responsible. In determining whether a Bidder has the ability to perform successfully under the terms and conditions of the proposed procurement, the MBTA will consider such matters as the Bidder’s integrity, compliance with public policy (e.g., EEO record, attainment of DBE goal, debarment status, etc.), record of past performance, and financial and technical resources. Bidder is required to complete Form A:

Technical Response.

Upon receipt, the Technical Responses will be reviewed for responsiveness to the RFP requirements. The

MBTA may request Bidder clarification of any minor informalities, irregularities, and apparent clerical mistakes, after which the MBTA may evaluate the Response, at the MBTA’s sole discretion.

Those Technical Responses not responsive to this RFP may at the MBTA’s sole discretion be excluded from further consideration and the Bidder will be so advised.

After completion of the evaluation of the remaining Technical Responses, the remaining Price Responses will be reviewed for responsiveness to the RFP requirements. The MBTA may request Bidder clarification of any minor informalities, irregularities, and apparent clerical mistakes after which the MBTA may evaluate the Response, at the MBTA’s sole discretion.

Those Price Responses not responsive to this RFP may at the MBTA’s sole discretion be excluded from further consideration and the Bidder will be so advised.

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The MBTA may also exclude from consideration any Bidder whose Response contains a material misrepresentation.

3.2 EVALUATION AND NOTIFICATION

The MBTA will evaluate each Response and seek clarifications as necessary through requests for clarification or in meetings to be arranged at MBTA discretion. The MBTA will evaluate Responses based on a combination of Pass/Fail Criteria, Technical Evaluation Criteria, and Price Responses.

The process may, at the MBTA’s sole discretion, include (i) requests for additional written information or clarification from any Bidder; (ii) requests for oral interviews; (iii) requests for best and final offers

(”BAFOs”); and/or (iv) a negotiations phase.

3.3 PASS/FAIL EVALUATION

The Proposal will be evaluated based on the Pass/Fail Evaluation Criteria identified below. Each Bidder must obtain a “pass” on all Pass/Fail Evaluation Criteria in order for its Response to be eligible for selection. The MBTA may request Bidder clarification on a Pass/Fail Evaluation Criteria, after which

MBTA may re-evaluate the Response, at MBTA’s sole discretion.

Criteria Evaluation

Methodology Evaluation Basis

Legal Pass/Fail Form A response

Financial Stability Pass/Fail Form A response

Relevant Prior Experience Pass/Fail Form A response

3.4 TECHNICAL RESPONSE EVALUATION

Each criterion will be evaluated considering all of the information included in the Technical Response related to the criterion, as well as other information gathered from references and responses to clarifying questions, if any.

The MBTA may at its own expense and upon reasonable notice, visit and inspect current operations of the

Bidder and/or any proposed subcontractors, including the premises, facilities, equipment, personnel and other resources, and carry out related appraisals as part of the Response evaluation prior to entering into any Contract.

The Technical Evaluation Criteria are identified and detailed below.

Technical Response Evaluation Criteria

Rail Car Removal Method

Deconstruction and disposition of Materials

The Technical Evaluation Criteria and will be rated using a numerical rating approach. This will be based

IFB: 55-22 - 9 - Non - Federal – Goods & Services - Rev. 1/18/2022 on the following scoring scale.

a) Excellent (5 Points Awarded): The Bidder has presented and supported an approach that is considered to significantly exceed stated criteria in a way that is beneficial to the

MBTA. This rating indicates a consistently outstanding level of quality, with very little or no risk that this Bidder would fail to meet the requirements of the solicitation. There are no weaknesses.

b) Good (4 Points Awarded): The Bidder has presented and supported an approach that is considered to meet the stated criteria. This rating indicates a generally better than acceptable quality, with little risk that this Bidder would fail to meet the requirements of the solicitation. Weaknesses, if any, are very minor and not material to the Response.

Correction of the weaknesses would not be necessary before the Response would be considered further.

c) Satisfactory (3 Points Awarded): The Bidder has presented and supported an approach that is considered to possibly meet the stated criteria. This rating indicates a level of risk to the MBTA. Weaknesses exist but may be corrected through requests for clarification.

d) Fair (2 Point Awarded): The Bidder has presented and supported an approach that fails to meet stated criteria and would pose a clear risk to the MBTA. The issues may be susceptible to correction through major and lengthy discussions. Such a response is considered marginal in terms of the basic content or amount of information provided for evaluation.

e) Poor (1 Points Awarded): The Bidder has presented and supported an approach that indicates significant weaknesses or unacceptable quality or fails to include evidence that it can provide the services requested. The Response fails to meet the stated criteria or lacks essential information. There is no reasonable likelihood of success; weaknesses are so major or extensive that a major revision to the Response would be necessary.

Bidders must obtain a minimum average score of 2 from the Selection Committee on each Technical

Evaluation Criterion to be considered.

3.5 PRICE RESPONSE EVALUATION

Price will be evaluated in combination with the Technical Evaluation Criteria listed above. While the

MBTA seeks to minimize costs, the selection of a winning Proposal will be made on a best-value basis.

3.6 BASIS OF AWARD: BEST – VALUE PROPOSAL

Bidder is advised that the MBTA shall not be bound to accept the lowest priced Response or the Response with the highest Technical Response Score. The selection will be made on a best-value basis, evaluating price along with other factors. For purposes of this procurement, all evaluation factors other than price, when combined, are more important than the lowest price. Therefore, the MBTA may decline to select the lowest-priced, technically acceptable Proposal, if the MBTA determines that another, higher-priced

Proposal demonstrates sufficient additional technical merit to justify the additional cost. Similarly, price will be an important factor in differentiating between Proposals of comparable technical merit.

IFB: 55-22 - 10 - Non - Federal – Goods & Services - Rev. 1/18/2022

In order to make a selection, the MBTA will determine whether the Responses are responsive and evaluate the Pass/Fail Evaluation Criteria, Technical Evaluation Criteria, and assign an overall Technical Proposal

Score. After the determination of the Technical Proposal Score, the MBTA will evaluate the Price

Responses of the remaining Bidders. If applicable, the MBTA will determine the best value by analyzing whether the perceived benefits of the higher priced Response merit the additional cost.

The MBTA will not select any Bidder that receives a rating of fail on any Pass/Fail Evaluation Criteria or less than an average of 2 on any Technical Evaluation Criteria. The MBTA will not select any Bidder that the MBTA determines has submitted a non-responsive Technical or Price Response or to have submitted any pricing information that is not reasonable. The MBTA reserves the right to accept or reject, at its sole discretion, any or all Responses in full or in part.

3.7 REJECTION OF BID

The MBTA reserves the right to reject any and all Bids, in whole or in part, if such action is determined to be in the best interests of the Authority. Unless all Bids are rejected, award shall be made to the lowest priced responsive Bid and responsible Bidder.

3.8 CANCELLATION OF BID

The Authority reserves the right to cancel this Bid at any time prior to execution of the Contract by all parties and without any liability against the Authority.

3.9 APPEAL / PROTEST PROCEDURES

Bid appeals / protests relative to this procurement will be reviewed and adjudicated in accordance with the

MBTA's Appeals / Protest Procedure - Goods & Services. A copy of this procedure is available by contacting the Buyer assigned to this procurement and available online at www.mbta.com.

4. MBTA Policies

4.1 SMALL, MINORITY, WOMEN, AND OTHER DISADVANTAGED BUSINESSES

It is the policy of the Commonwealth and the MBTA to ensure non-discrimination in the procurement of goods and services. It is the MBTA’s intention to create a level playing field on which all contractors and subcontractors can compete fairly for contracts. The MBTA promotes equity of opportunity in state contracting; and to that end; encourages full participation of certified small, minority, women, and other disadvantaged owned businesses as those terms are defined by the Commonwealth’s Supplier Diversity office. The MBTA further recognizes the importance of meaningful partnerships involving subcontracting with certified small minority, women and other disadvantaged owned businesses.

5. Contract Structure

5.1 CONSTRUCTION OF CONTRACT

The contract between the MBTA and the successful Bidder will include the following sections and documents that constitute IFB 55-22, in order of precedence.

1. Any change orders or amendments, the most recent having precedence.

2. Section 7: Massachusetts Bay Transportation Authority Standard Contract and Terms &

Conditions (including Supplemental Provisions and Insurance Requirements)

3. RFP 55-22

4. MBTA Specification EE&QA-920 https://cdn.mbta.com/sites/default/files/business-center/mbta-appeals-protest-procedures-january-2018.pdf

IFB: 55-22 - 11 - Non - Federal – Goods & Services - Rev. 1/18/2022

5. Bidders’ Response including:

a. Bid Cover Letter

b. Form A: Technical Response

c. Form B: Requested Goods & Services Pricing Form

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Enclosure 1 – Bid Cover Letter

Massachusetts Bay Transportation Authority

Attention: Procurement and Logistics Department

10 Park Plaza, Suite 2810

Boston, MA 02116

Instructions: Bidders shall complete the Bid Cover Letter below with their company name, total bid amount, and completed check boxes to indicate the bid documents that constitute their bid. The Bid Cover Letter should be placed on the top of all bid documents when submitted to the MBTA.

IFB #: 55-22

Bidder (Company Name):

The undersigned Bidder having carefully examined and understood the documents included in the Invitation For Bids

(“IFB”), hereby offers to MBTA the “Bid” as contained in the following responses enclosed with this letter:

Forms

Check to Indicate

Submitted Bid

Documents

Form A: Technical Response Form ☐

Form B: Price Response Form ☐

Signed Section 7.1 Massachusetts Bay Transportation Authori ty Standard

Terms and Condit ions

Note: Section 7 Massachusetts Bay Transportat ion Authority Standard

Contract is NOT to be submitted; i t is not completed until award

Proof of Insurance ☐

We confirm that our Bid is in exact accordance with the solicitation with no exceptions to, or comments upon, the solicitation documents. We confirm that the submission of our Bid with the signature below makes all certifications as outlined in the solicitation documents. This Bid shall constitute a binding offer open for acceptance by the MBTA.

We confirm that this Bid has been prepared and is compliant with the solicitation instructions and agree to conduct ourselves in accordance with the solicitation. We confirm receipt of all addenda related to this solicitation. We confirm the 120 days

Acceptance Period of this Proposal.

The undersigned are authorized to sign on behalf of and to bind __________________________ (include Bidder’s company name) to the provisions of this Bid.

[Signatures on following page]

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Bidder (company name):

Authorized Representative Name:

(BLOCK LETTERS)

Authorized Representative’s Signature:

Title:

Date:

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Form A: Technical Response

Name of Firm:

Federal Identification Number:

Legal Address:

Contact Name:

Telephone Number:

Email:

Please select one:

☐ Individual ☐ Partnership ☐ Corporation ☐ Joint Venture

Date Organized: State Incorporated:

Names of Officers or Partners:

Please provide details of any litigation, suits, or court action taken or pending against Bidder below:

Please provide the following information that demonstrates that the Bidder together with its selected Affiliates and or Subcontractors has the required capabilities to successfully execute the Work. Please submit as attachments the following requested documents:

Check

Attachment

Financial statements for most recent year available ☐

Attach, if applicable, a list of similar current contracts that demonstrates your technical proficiency, each with contract value amount, name of contracting party, type of work completed, and percentage of work complete to date.

Attach, if applicable, a list of all principal subcontractors and the percentage and nature and value of work each will perform on this project. Principal items of work shall include, but not be limited to, those listed in the solicitation.

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Please provide answers to the following questions:

Check

Answer

Do you have any outstanding indebtedness or unsecured loans or debts or trading losses not reported within the financial reports?

Yes ☐

No ☐

Do you have any contracts over the last two years that were assessed liquidated damages or termination for non-performance?

Yes ☐

No ☐

List 3 references below (or in an attachment) for similar work.

Describe below (or in an attachment) how you will remove the Rail Cars from the MBTA’s location. Describe equipment to be used, personnel who will be involved, subcontractors if any. Indicate if any special permits or licenses will be required.

Describe below or in an attachment when you will be able to remove the first Rail Car and the rate at which you expect to be able to remove subsequent Rail Cars. Provide an attachment if necessary.

Describe below or in an attachment where and how you and/or any subcontractors will dispose of the Rail Cars.

Include:

• How you will deal with the identified hazardous materials

• How you will assess unknown materials

• How you will recover and segregate various materials

• How you will scrap, reuse, or resell various materials

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Describe any certifications, licenses, or permits your company or subcontractors hold that may be necessary for this work.

If the Bidder or subcontractor is a joint venture, submit this Pre-Award Bidder Evaluation Data form for each member of the joint venture.

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Form B: Price Response

Bidders may quote one or more different price proposals:

1. Fixed fee to be paid by Bidder to the MBTA for each Rail Car

2. Fixed fee to be paid by the MBTA to Bidder for each Rail Car

3. Net profits to be shared between Bidder and MBTA

Instructions:

• Complete the appropriate row or rows of the table below

• If proposing “Net profits to be shared between Bidder and MBTA” please describe in an attachment

Bidder’s Name:

Option Description Quantity Unit Price paid to MBTA

Unit Price paid by MBTA Item Total

Fixed fee to be paid by Bidder to

MBTA for each Rail Car 120 $ $______

Fixed fee to be paid by MBTA to

Bidder for each Rail Car 120 $ $______

Net Profits to be shared between

Bidder and MBTA 120 Describe proposal in an attachment

Additional specifications / requirements beyond those listed in this table are attached to this IFB. The attached specifications are part of the original posting on COMMBUYS .

YES NO

Prompt Payment Discounts:

All contractors doing business with the MBTA shall provide a Prompt Payment Discount (PPD) for receiving early payments. Bidder shall provide a Prompt Payment Discount percentage (%) off the invoice payment, for each of the payment issue dates listed. If no discount is offered enter 0%.

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6. MBTA Standard Contract and Terms and Conditions Instructions for

Vendors

6.1 MBTA STANDARD CONTRACT INSTRUCTIONS (SECTION 7)

Section 7 is not to be signed and submitted by bidders as part of their bid. Only the awarded contractor shall complete Section 7 after the MBTA has determined the lowest priced responsive Bid and responsible Bidder (see Section 3.1 Basis of Award).

In order to award and execute the contract, the MBTA buyer will complete the necessary information on

Section 7 and send it to the successful contractor to fill out the following sections and to sign it.

6.2 MBTA STANDARD TERMS & CONDITIONS INSTRUCTIONS (SECTION 7.1)

Each bidder must review and sign Section 7.1 Massachusetts Bay Transportation Authority Standard Terms and Conditions and submit the signed Section 7.1 with their bid for the bid to be responsive and complete.

The MBTA does not encourage attempts to negotiate the Massachusetts Bay Transportation Authority

Standard Contract Terms & Conditions (Section 7.1). Many of these provisions are required by law; others are longstanding MBTA policy / practice. Accordingly, Bidders / proposers should only redline or object to provisions that they find absolutely unacceptable. Any rejection or modification of these provisions may disqualify a Bid / proposal as being non-responsive or non-compliant.

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7. Massachusetts Bay Transportation Authority Standard Contract

CONTRACTOR LEGAL NAME:

(and d/b/a):

Massachusetts Bay Transportation Authority (MBTA)

Legal Address: (W-9, W-4,T&C): 10 Park Plaza Boston, MA 02116

Contract Manager: Billing Address (if different):

E-Mail: Contract Manager:

Phone: Fax: Email:

Contractor Vendor Code: Phone:

Vendor Code Address ID (e.g. “AD001”): AD.

(Note: The Address Id Must be set up for EFT payments.)

RFR/RFP/IFB/Procurement or Other ID Number:

NEW CONTRACT

PROCUREMENT OR EXCEPTION TYPE: (Check one option only)

☐ Statewide Contract (OSD or an OSD-designated Department)

☐ Collective Purchase (Attach OSD approval, scope, budget)

☐ MBTA Procurement Attach RFR/RFP/IFB and Response or other procurement supporting documentation) ☐ Emergency Contract (Attach justification for emergency, scope, budget)

☐ Contract Employee (Attach Employment Status Form, scope, budget)

☐ Legislative/Legal or Other: (Attach authorizing language/justification, scope and budget)

CONTRACT AMENDMENT

Enter Current Contract End Date Prior to Amendment: _______, 20 .

Enter Amendment Amount: $ . (or “no change”)

AMENDMENT TYPE: (Check one option only. Attach details of Amendment changes.)

☐ Amendment to Scope or Budget (Attach updated scope and budget)

Interim Contract (Attach justification for Interim Contract and updated scope/budget)

☐ Contract Employee (Attach any updates to scope or budget)

☐ Legislative/Legal or Other: (Attach authorizing language/justification and updated scope and budget)

The MBTA Terms and Conditions (T&C) under Section 7.1 has been executed, and is incorporated by reference into this Contract.

COMPENSATION: (Check ONE option): The MBTA certifies that payments for authorized performance accepted in accordance with the terms of this Contract ☐ Rate Contract (No Maximum Obligation. Attach details of all rates, units, calculations, conditions or terms and any changes if rates or terms are being amended.)

☐ Maximum Obligation Contract Enter Total Maximum Obligation for total duration of this Contract (or new Total if Contract is being amended). $ .

PROMPT PAYMENT DISCOUNTS (PPD): MBTA payments are issued through EFT 45 days from invoice receipt. Contractors requesting accelerated payments must identify a PPD as follows: Payment issued within 10 days __% PPD; Payment issued within 15 days __% PPD; Payment issued within 20 days __% PPD;

Payment issued within 30 days __% PPD. If PPD percentages are left blank, identify reason: agree to standard 45 day cycle only initial payment (subsequent payments scheduled to support standard EFT 45 day payment cycle. See Prompt Pay Discounts Policy.)

BRIEF DESCRIPTION OF CONTRACT PERFORMANCE or REASON FOR AMENDMENT: (Enter the Contract title, purpose, fiscal year(s) and a detailed description of the scope of performance or what is being amended for a Contract Amendment. Attach all supporting documentation and justifications.)

ANTICIPATED START DATE: (Complete ONE option only) MBTA and Contractor certify for this Contract, or Contract Amendment, that Contract obligations:

☐ 1. May be incurred as of the Effective Date (latest signature date below) and no obligations have been incurred prior to the Effective Date.

☐ 2. May be incurred as of , 20__, a date LATER than the Effective Date below and no obligations have been incurred prior to the Effective Date.

☐ 3. were incurred as of , 20__, a date PRIOR to the Effective Date below, and the parties agree that payments for any obligations incurred prior to the

Effective Date are authorized to be made either as settlement payments or as authorized reimbursement payments, and that the details and circumstances of all obligations under this Contract are attached and incorporated into this Contract. Acceptance of payments forever releases the MBTA from further claims related to these obligations.

CONTRACT END DATE: Contract performance shall terminate as of , 20__, with no new obligations being incurred after this date unless the Contract is properly amended, provided that the terms of this Contract and performance expectations and obligations shall survive its termination for the purpose of resolving any claim or dispute, for completing any negotiated terms and warranties, to allow any close out or transition performance, reporting, invoicing or final payments, or during any lapse between amendments.

CERTIFICATIONS: Notwithstanding verbal or other representations by the parties, the “Effective Date” of this Contract or Amendment shall be the latest date that this Contract or Amendment has been executed by an authorized signatory of the Contractor, the MBTA, or a later Contract or Amendment Start Date specified above, subject to any required approvals. The Contractor makes all certifications required under the attached Contractor Certifications (incorporated by reference if not attached hereto) under the pains and penalties of perjury, agrees to provide any required documentation upon request to support compliance, and agrees that all terms governing performance of this Contract and doing business in Massachusetts are attached or incorporated by reference herein according to the following hierarchy of document precedence, the applicable MBTA Terms and Conditions, this Standard Contract Form including the Instructions and Contractor

Certifications, the Request for Response (RFR), Request for Proposal (RFP), Invitation for Bid (IFB) or other solicitation, the Contractor’s Response, and additional negotiated terms, provided that additional negotiated terms will take precedence over the relevant terms in the RFR/RFP/IFB and the Contractor’s Response only if made using the process outlined in 801 CMR 21.07, incorporated herein, provided that any amended RFR/RFP/IFB or Response terms result in best value, lower costs, or a more cost effective Contract.

AUTHORIZING SIGNATURE FOR THE CONTRACTOR:

X: ______________________________. Date: ___________.

(Signature and Date Must Be Handwritten At Time of Signature or utilize an MBTA approved electronic signature)

Print Name: ________________________________.

Print Title: _________________________________.

AUTHORIZING SIGNATURE FOR THE MBTA:

X: _____________________________. Date________________.

(Signature and Date Must Be Handwritten At Time of Signature or utilize an MBTA approved electronic signature)

Print Name: _________________________________.

Print Title: _________________________________.

https://massfinance.state.ma.us/VendorWeb/eftRegisterfrm.asp http://www.mass.gov/osc/docs/forms/payroll-lcm/employment-status-form.doc https://massfinance.state.ma.us/VendorWeb/vendor.asp http://www.mass.gov/osc/docs/policies-procedures/accounts-payable/po-ap-prompt-payment-discounts.doc https://cdn.mbta.com/sites/default/files/business-center/2018-04-27-mbta-standard-contract-instructions-certifications-executive-orders.pdf https://cdn.mbta.com/sites/default/files/business-center/2018-04-27-mbta-standard-contract-instructions-certifications-executive-orders.pdf https://cdn.mbta.com/sites/default/files/business-center/2018-04-27-mbta-standard-contract-instructions-certifications-executive-orders.pdf http://www.mass.gov/anf/docs/osd/policy/801cmr21.doc

IFB: 55-22 - 20 - Non - Federal – Goods & Services - Rev. 1/18/2022

7.1 STANDARD TERMS AND CONDITIONS

Upon execution by the Contractor, these Terms and Conditions will be incorporated by reference into any

Contract executed by the Contractor and the Massachusetts Bay Transportation Authority (MBTA), in the absence of a superseding law or regulation requiring a different Contract form. Performance shall include services rendered, obligations due, costs incurred, commodities and deliverables provided and accepted by the MBTA, programs provided or other commitments authorized under a Contract. A deliverable shall include any tangible product to be delivered as an element of performance under a Contract. The MBTA is entitled to ownership and possession of all deliverables purchased or developed with MBTA funds.

7.1.1 Contract Effective Start Date

Notwithstanding verbal or other representations by the parties, or an earlier start date indicated in a Contract, the effective start date of performance under a Contract shall be the date a Contract has been executed by an authorized signatory of the Contractor, the MBTA, a later date specified in the Contract or the date of any approvals required by law or regulation, whichever is later.

7.1.2 Payments and Compensation

The Contractor shall only be compensated for performance delivered and accepted by the MBTA in accordance with the specific Terms and Conditions of a Contract. Overpayments shall be reimbursed by the Contractor or may be offset by the MBTA from future payments in accordance with state finance law.

Acceptance by the Contractor of any payment or partial payment, without any written objection by the

Contractor, shall in each instance operate as a release and discharge of the MBTA from all claims, liabilities or other obligations relating to the performance of a Contract.

7.1.3 Contractor Payment Mechanism

All Contractors will be paid using the MBTA invoicing system and Contractor will submit its invoice with all supporting documentation as prescribed in a Contract. The MBTA shall review and return rejected invoices within fifteen (15) days of receipt with a written explanation for rejection, provided that payment periods listed in a Contract of less than forty-five (45) days from the date of receipt of an invoice shall be effective only to enable the MBTA to take advantage of early payment incentives and shall not subject any payment made within the forty-five (45) day period to a penalty.

7.1.4 Contract Termination or Suspension

A Contract shall terminate on the date specified in a Contract, unless this date is properly amended in accordance with all applicable laws and regulations prior to this date, or unless terminated or suspended under this Section upon prior written notice to the Contractor. The MBTA may terminate a Contract without cause and without penalty, or may terminate or suspend a Contract if the Contractor breaches any material term or condition or fails to perform or fulfill any material obligation required by a Contract, or in the event of an elimination of an appropriation or availability of sufficient funds for the purposes of a Contract, or in the event of an unforeseen public emergency mandating immediate MBTA action. Upon immediate notification to the other party, neither the MBTA nor the Contractor shall be deemed to be in breach for failure or delay in performance due to Acts of God or other causes factually beyond their control and without their fault or negligence. Subcontractor failure to perform or price increases due to market fluctuations or product availability will not be deemed factually beyond the Contractor’s control.

7.1.5 Written Notice

Any notice shall be deemed delivered and received when submitted in writing in person or when delivered by any other appropriate method evidencing actual receipt by the MBTA or the Contractor. Any written notice of termination or suspension delivered to the Contractor shall state the effective date and period of the notice, the reasons for the termination or suspension, if applicable, any alleged breach or failure to perform, a reasonable period to cure any alleged breach or failure to perform, if applicable, and any

IFB: 55-22 - 21 - Non - Federal – Goods & Services - Rev. 1/18/2022 instructions or restrictions concerning allowable activities, costs or expenditures by the Contractor during the notice period.

7.1.6 Record-keeping and Retention, Inspection of Records

The Contractor shall maintain records, books, files and other data as specified in a Contract and in such detail as shall properly substantiate claims for payment under a Contract, for a minimum retention period of seven (7) years beginning on the first day after the final payment under a Contract, or such longer period as is necessary for the resolution of any litigation, claim, negotiation, audit or other inquiry involving a

Contract. The MBTA shall have access, as well as any parties identified under Executive Order 195, during the Contractor’s regular business hours and upon reasonable prior notice, to such records, including on-site reviews and reproduction of such records at a reasonable expense.

7.1.7 Assignment

The Contractor may not assign or delegate, in whole or in part, or otherwise transfer any liability, responsibility, obligation, duty or interest under a Contract without the written approval of the MBTA, with the exception that the Contractor shall be authorized to assign present and prospective claims for money due to the Contractor pursuant to a Contract in accordance with M.G.L. C. 106, §9-318. The Contractor must provide sufficient notice of assignment and supporting documentation to enable the MBTA to verify and implement the assignment. Payments to third party assignees will be processed as if such payments were being made directly to the Contractor and these payments will be subject to intercept, offset, counter-claims or any other MBTA rights which are available to the MBTA against the Contractor. The sale of fifty percent (50%) or more of the equity ownership of a Contractor shall be considered an assignment requiring the prior written approval of the MBTA. Impermissible assignments shall be null and void.

7.1.8 Subcontracting By Contractor

Any subcontract entered into by the Contractor for the purposes of fulfilling the obligations under a Contract must be in writing, authorized in advance by the MBTA and shall be consistent with and subject to the provisions of these MBTA Terms and Conditions and a Contract. Subcontracts will not relieve or discharge the Contractor from any duty, obligation, responsibility or liability arising under a Contract. The MBTA is entitled to copies of all subcontracts and shall not be bound by any provisions contained in a subcontract to which it is not a party. Subcontracts shall note that the MBTA is not a party to the subcontract. Failure to promptly pay a Sub-Contractor for work performed where the Contractor has been paid by the MBTA shall constitute a material breach of the Contract between MBTA and Contractor.

7.1.9 Affirmative Action, Non-Discrimination in Hiring and Employment

The Contractor shall comply with all federal and state laws, rules and regulations promoting fair employment practices or prohibiting employment discrimination and unfair labor practices and shall not discriminate in the hiring of any applicant for employment nor shall any qualified employee be demoted, discharged or otherwise subject to discrimination in the tenure, position, promotional opportunities, wages, benefits or terms and conditions of their employment because of race, color, national origin, ancestry, age, sex, religion, disability, handicap, sexual orientation or for exercising any rights afforded by law. The

Contractor commits to purchasing supplies and services from certified minority or women-owned businesses, small businesses or businesses owned by socially or economically disadvantaged persons or persons with disabilities.

7.1.10 Indemnification

The Contractor shall release, defend (at the MBA’s option), indemnify and hold harmless the MBTA, its agents, officers and employees (collectively the “indemnified parties”) against any and all claims, demands, liabilities, judgments, penalties, costs, expenses (including attorneys’ fees and experts’ fees), and damages

(“Claims”) based on or arising out of any actual or alleged loss or injury (including death) to persons or damage to real or tangible property, or patent or copyright infringement, that are caused or alleged to be

IFB: 55-22 - 22 - Non - Federal – Goods & Services - Rev. 1/18/2022 caused, in whole or in part, by, or arising out of the acts or omissions of the Contractor, its agents, servants, employees or subcontractors. The MBTA agrees to notify the Contractor in writing within a reasonable period of time of the assertion of any Claim for which the Contractor has agreed to indemnify the MBTA pursuant to this section. The MBTA shall not be liable for any costs incurred by the Contractor arising under this section. If the MBTA incurs any cost or fees for attorneys or experts, or any other costs or expense, to enforce its right to indemnification or defense under this section, the Contractor shall fully reimburse the MBTA for such costs, fees and expense.

7.1.11 Waivers

Forbearance or indulgence in any form or manner by a party shall not be construed as a waiver, nor shall it in any way limit the legal or equitable remedies available to that party. No waiver by either party of any default or breach shall constitute a waiver of any subsequent default or breach.

7.1.12 Risk of Loss

The Contractor shall bear the risk of loss for any Contractor materials used for a Contract and for all deliverables, MBTA personal or other data which is in the possession of the Contractor or used by the

Contractor in the performance of a Contract until possession, ownership and full legal title to the deliverables are transferred to and accepted by the MBTA.

7.1.13 Forum, Choice of Law and Mediation

Any actions arising out of a Contract shall be governed by the laws of Massachusetts, and shall be brought and maintained in a State or federal court in Massachusetts which shall have exclusive jurisdiction thereof.

The MBTA and the Contractor may agree to voluntary mediation through the Massachusetts Office of

Dispute Resolution (MODR) of any Contract dispute and will share the costs of such mediation. No legal or equitable rights of the parties shall be limited by this Section.

7.1.14 Interpretation, Severability, Conflicts with…