RFP 88-26 The MBTA Paratransit Dedicated Service Providers.docx

MASSACHUSETTS BAY TRANSPORTATION AUTHORITY

REQUEST FOR PROPOSALS (RFP)

RFP#: 88-26

COMMBUYS # BD- 26-1206-MBTA-MBTA-130845

THE RIDE’S PARATRANSIT DEDICATED SERVICE PROVIDERS

Date Issued: June 24, 2026

Contents

Attn: Bidder/s Request for Proposals (RFP) # 88-26 RFP Description: The MBTA’s Paratransit Dedicated Service Providers

Dear Prospective Bidder:

The Massachusetts Bay Transportation Authority (“MBTA” or “Authority”), a corporate and a political subdivision of the Commonwealth of Massachusetts, existing pursuit to Mass. Gen. Laws, ch 161A (as amended) invites Bidders to participate in the competitive bid 88-26. The Scope of Work is outlined below in the Scope of Work Section 2. The MBTA may at its own discretion award contract(s) to one or multiple Bidders. All formal communication with the MBTA during the bidding period shall be only through the MBTA’s designated point of contact.

The MBTA’s designated point of contact for this solicitation will be:

Tracey Dionne Massachusetts Bay Transportation Authority 10 Park Plaza, Room 2810 Boston, MA 02116 Email: tdionne@mbta.com The RFP shall be launched through COMMBUYS and proposals must be submitted electronically no later than 8/19/2026 2:00 PM, in full compliance with this RFP including but not limited to Section 3, Bidders Instructions and Procurement Process. This RFP shall remain in force until the execution of the Contract, or until modified or cancelled by the MBTA.

Respectfully, Massachusetts Bay Transportation Authority

RFP #

COMMBUYS Bid # BD-

INTRODUCTION

The MBTA is seeking qualified Dedicated Service Providers (DSPs) to provide the service delivery and vehicle maintenance for its ADA Paratransit Service, The RIDE, over a (7 ½) seven-and-a-half-year base period beginning January 1, 2027 through June 30, 2034, with two (2) two-year options, running from July 1, 2034 to June 30, 2036 and from July 1, 2036 to June 30, 2038, each to be exercised separately, at the discretion of the MBTA. This includes an approximately six-month Mobilization and Transition Period with an anticipated Service Start Date of July 1, 2027. For a full description of the services to be provided, see the Scope of Work.

Dedicated Service Providers are responsible for providing the service delivery of the paratransit program using a fleet of vehicles provided by the MBTA. The DSPs:

· hire, train, and manage the Vehicle Operator workforce;

· maintain all vehicles, including MBTA-owned revenue vehicles and DSP provided non-revenue vehicles;

· ensure all employees are properly trained, including new hire training and refresher/retraining;

· oversee Vehicle Operator performance and road and safety supervision functions during the day of service; and,

· perform other associated responsibilities as outlined in the Scope of Work.

The RIDE Overview The RIDE program of the MBTA provides door-to-door paratransit service to persons with disabilities who are unable to access or use the MBTA's fixed route transit system some or all of the time due to a qualifying physical, cognitive or mental disability. The RIDE complements the fixed-route system, operating 365 days a year, generally from 5:00 AM – 2:00 AM in fifty-eight (58) cities and towns. Complementary ADA paratransit service is provided to areas within ¾-mile of fixed-route service and “Premium” paratransit service for areas within the overall service area but outside of the ¾-mile ADA area.

Since it began operation in 1977, the service has grown from a relatively small operation serving a 12-square mile area in Brookline, Cambridge, and parts of Boston, to one of the largest ADA paratransit operations in the nation, serving an approximately 700 square mile area including 58 cities and towns with a combined population of 2.5 million. In calendar year 2025, The RIDE provided nearly 1.9 million trips to Registered Customers and over 2 million passengers, which includes Personal Care Attendants (PCAs) and Companions. For a full description of The RIDE and its current policies, see The RIDE’s website: https://www.mbta.com/accessibility/the-ride and The RIDE Guide: https://www.mbta.com/therideguide.

Dedicated Service Provider Contracts RIDE service must be provided in the most efficient manner possible. To that end, the MBTA seeks DSPs that can effectively tailor their vehicle supply hours to the MBTA’s (and/or TRAC’s) forecast of service hour needs by time of day. The MBTA values proposals that can demonstrate new ideas, approaches, or methods for ensuring a well-trained, motivated, and engaged workforce while also providing operational flexibility (e.g. changing weekly or daily service hours outside of the run cut process due to fluctuations in ridership and service demand).

The MBTA intends to award Contracts to no less than two providers and no more than four providers, although the MBTA reserves the right to award Contracts to any number of providers. Selected Bidders will be awarded Target Award Hours representing a certain percentage of the Estimated Total Annual Service Hours (Service Level) but may ultimately deliver +/-5% of the Target Award Hours due to seasonality in ridership, overall fleet makeup, and Contractor performance. Expected award Service Levels for the Base Contract Period are as follows:

Table 1.1 – Target Award Hours for the Base Contract Period

Mobilization & Transition Period (January 1, 2027 – June 30, 2027) Contract Year 1 (July 1, 2027 – June 30, 2028) Contract Year 2 (July 1, 2028 – June 30, 2029) Contract Year 3 (July 1, 2029 – June 30, 2030) Contract Year 4 (July 1, 2030 – June 30, 2031)

(July 1, 2032 – June 30, 2033) Contract Year 7 (July 1, 2033 – June 30, 2034)

Table 1.2 – Target Award Hours for the Contract Option Periods

Option Period 1 (July 1, 2034 – June 30, 2036) Option Period 2 (July 1, 2036 – June 30, 2038)

Option Period 1 (July 1, 2034 – June 30, 2036) Option Period 2 (July 1, 2036 – June 30, 2038)

The Bidders shall submit proposals associated with any single level, any combination of levels, or all of the levels. Bidders are encouraged to submit proposals for multiple Service Levels, in order to maximize the MBTA’s ability to create highly ranked scenarios and to increase system resiliency and redundancy. See Form B: Bidder Technical Response for detailed submittal requirements and Form D: Bidder Price Response for service hour projections.

Bidders may be selected to provide any Service Level for which they provided a responsive proposal at the MBTA’s discretion. The Bidders will not be selected to provide service in more than one Service Level. The MBTA will determine the awarded Service Level for each Contractor and reserves the right to adjust the number of Service Hours and vehicles assigned to each Contractor.

Facilities will not be initially proposed by Bidders and instead will be selected by the Contractor and the MBTA in a post-award Facility Planning Process. Since the details of the facilities are undetermined at the time of bidding, the MBTA has established a Facility Allowance to cover the cost of facilities and all facility-related items (Form D: Bidder Price Response). After Contract execution, the MBTA and the Contractor will negotiate Fixed Costs for facilities and all facilities-related items after the facilities have been selected and determined (Scope of Work, Section 13.4).

Summary of The RIDE’s Structure The Contractor will interface with the MBTA and other parties under contract with the MBTA to perform its work. Responsibilities and relationships are briefly summarized below:

MBTA

The MBTA is responsible for overseeing the long-term success of The RIDE, including defining and implementing the vision and strategy for the program and building and maintaining positive, complementary, and high-performing partnerships with The RIDE Access Center (TRAC), Mobility Center, Transportation Management System (TMS), and other Service Provider Contractors. The MBTA is responsible for procuring and monitoring all contracts, contractors, and the TMS. The MBTA will provide all Revenue Vehicles to Dedicated Service Providers, as well as in-vehicle technology (in accordance with the Fleet Technology Plan (RID I) The MBTA will also be responsible for forecasting Service Hour requirements and leading the service planning and run cut development process, in conjunction with TRAC and DSPs, and for reviewing and approving changes to service parameters, operating procedures, and policies.

The RIDE Access Center (TRAC) The TRAC contractor is responsible for performing all reservations, scheduling, and dispatching duties; performing quality assurance, customer satisfaction, and workforce management duties; managing the mix of service providers, including the use of Non-Dedicated Service Providers; and other associated responsibilities. TRAC is responsible for coordinating with Service Providers on scheduling, dispatching, same-day calls, and all day-of service incidents. The full responsibilities of the TRAC contractor are described in RID B: The RIDE Access Center Scope of Work.

Transportation Management System Contractor The TMS contractor is responsible for providing a platform capable of reserving, scheduling, and dispatching all trips; providing all customer self-service tools; and handling all data, reporting, and analytics. The TMS contractor will work closely with the MBTA, TRAC, and Service Providers to innovate and drive performance and operational improvements within the platform.

The RIDE Mobility Center The Mobility Center contractor is responsible for assessing The RIDE applicant eligibility, providing up-to-date information regarding The RIDE customer’s eligibility, educating customers regarding the MBTA fixed route accessibility and the availability of reduced fare passes, and performing other associated responsibilities.

Non-Dedicated Service Providers (NDSPs) Non-Dedicated Service Providers will be responsible for providing non-dedicated transportation to The RIDE customers using their own fleet of vehicles and vehicle operators for trips either assigned by TRAC or selected by customers directly through NDSP booking channels. These providers are used in two ways: first, via a rider choice program called The RIDE Flex, in which RIDE customers may book on-demand trips directly with providers; and second, in an overflow capacity to improve overall paratransit performance and productivity.

Key Changes Key changes that have occurred or are expected to occur during the remainder of the current contract period include the following:

· At the onset of the last Contract, the RIDE eliminated DSP zoning structure to facilitate easier rides for customers across the service area.

· In 2021, we launched RIDE Flex, a voucher-based partnership with Uber and Lyft to offer on-demand travel to customers.

· In the summer and fall of 2025, The RIDE implemented the switch to Spare as the Transportation Management System. We continue to explore ways to improve the entire RIDE system with regular updates to this technology.

· In the winter of 2026, one of our current Contractor’s moved some of their operations into the MBTA-owned Quincy Adams garage a garage into the MBTA-owned Quincy Adams garage.

· In the summer of 2026, we anticipate expanding service to include North Reading.

· In the summer of 2026, the MBTA will assume responsibility from TRAC for Service Planning duties, such as forecasting ridership, establishing service hour requirements, and leading the run structure and run cut processes.

Key changes that are planned for the upcoming Contract include:

· The MBTA will continue searching for opportunities to own or control garage facilities, which would alleviate some pressure on future Contractors and Bidders by stabilizing parts of the fleet operations.

· The Scope of Work in this RFP focuses on increased flexibility in service hour provision to accommodate changes to in service hours provided during the week leading up to the day of service.

Key Contract responsibilities:

· All Revenue Vehicles and all In-Vehicle Technology will be supplied and replaced on a schedule by the MBTA

· Run structure design and bidding timing has been adjusted to increase the flexibility of operations

· Umbrella insurance limits have been increased from $20M to $25M

· The MBTA reserves the right, but shall have no obligation, to provide all or a portion of the insurance required by the Contract on the Contractor’s behalf through an Owner Controlled Insurance Program

· Performance Bond is tiered based on Service Levels Governance The Contractor shall use and further refine the following guiding principles to foster collaboration and accountability among all parties involved in The RIDE ecosystem, which includes the MBTA, TRAC, other DSPs, Non-Dedicated Service Providers (NDSPs), and other vendors.

Guiding Principles

· The Contractor shall act in the best interest of the MBTA in all interactions and relationships with other contractors.

· The Contractor shall foster open and honest communication with the MBTA, TRAC, other DSPs, and NDSPs to ensure daily delivery of service.

· The Contractor shall review, provide feedback, and employ governance Standard Operating Procedures (SOP) developed by TRAC to govern the interactions between the Contractor and TRAC.

· The Contractor shall maintain independent strong working relationships with all parties involved in The RIDE ecosystem.

Cross-Provider Collaboration New to this Contract will be an emphasis on working with the DSPs and our other contractors to improve performance by holding routine penalties in abeyance until the end of each quarter, to give Contractors time to remedy problems and improve performance. If contractors demonstrate progressive problem solving and achieve positive results, penalties may be partially forgiven each quarter at the MBTA’s discretion. Our overall goal is to focus on solving problems collaboratively and improving performance.

It is expected that Dedicated Service Providers will create and maintain organizations capable of not only performing all the work as required, but also capable of data-driven, continuous improvement of the operations. As described at various locations within this document, the terms of these DSP Contracts will not involve steady-state operations but will be a period of growth and transformation in which the DSPs will be expected to contribute to this change by sharing both success stories and problems of practice with each other.

Expected Contract Duration The maximum resulting contract duration is anticipated to be (7 ½) seven-and-a-half years, including an initial Mobilization Period, with up to two (2) two-year option periods as follows:

Adding Contractors After Initial Contract Award If over the life of the Contract, the Authority deems it necessary to add Contractors, these may be selected from prior qualifying proposals that were not initially awarded contracts, or the solicitation may be reopened to obtain additional bids.

RFP Overview The RFP comprises the following documents:

· RFP 88-26

· Attachment A: RFP 88-26 Scope of Work

· Form Enclosures including:

· Enclosure 1 – Bid Cover Letter

· Form A – Pre-Award Bidder Evaluation Data Form

· Form B – Technical Response

· Form C – Small Business Attestation

· Attachments

· Exhibit A – MBTA Accessibility Requirements

· Exhibit B – MBTA Cloud Computing Terms

· Exhibit C – MBTA Minimum Insurance Requirements

· Form B – Bidder Technical Response

· Form D – Bidder Price Response

SCOPE OF WORK

The detailed Scope of Work is provided as Attachment A – Section 2.0 Scope of Work.

Additional Services Additional, directly related services may be added to this Agreement prior to the start or throughout the duration of this Agreement if agreed to in writing by the Parties.

BIDDERS’ INSTRUCTIONS AND PROCUREMENT PROCESS

Bidders’ Conference The MBTA reserves the right to hold one or more Bidders’ conferences with all Bidders at any time prior to the Response Date. Bidders’ conferences may be held either in person or by telephonic or electronic means. If held telephonically or electronically, the Bidders’ conference will permit interactive communication between all Bidders and the MBTA. The MBTA will provide notice of any Bidders’ conference via COMMBUYS. If a Bidders’ conference is conducted by telephonic or electronic means, the notice will inform Bidders of the manner of the meeting.

Each Bidder, by submittal of its Response, acknowledges the opportunity to attend any Bidders’ conference, if held, was offered to all Bidders, and waives any right to challenge this procurement based on its attendance at, or failure to attend, a Bidders’ conference.

Each Bidder is encouraged to attend Bidders’ conferences, if held, with appropriate members of its proposed staff, and if requested by the MBTA, senior representatives of proposed team members identified by the MBTA. Nothing stated at any Bidders’ conference or included in a written record or summary of a Bidders conference will modify this RFP or any other part of the RFP unless it is incorporated in an addendum issued.

Procurement Method This RFP is issued pursuant to the following laws and regulations: Mass. Gen Laws, Ch. 161A; 801 CMR 21.00.

Each Bidder shall be responsible for making itself fully aware of, complying with, and in its Response addressing the impact of and compliance with all applicable laws and regulations.

This RFP will be launched and managed via COMMBUYS. Instructions for log-in and use of COMMBUYS are described in 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 and to keep current the email address of Bidder’s Designated Representative 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.

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

MBTA POINT OF CONTACT

Unless specifically stated otherwise in this RFP, Bidder must submit changes to Bidder’s Designated Representative and any other communications to the MBTA’s Point of Contact via COMMBUYS. The MBTA’s Point of Contact is Tracey Dionne, tdionne@mbta.com.

IDENTIFICATION OF BIDDER DESIGNATED REPRESENTATIVE

When submitting a Bid, the Bidder must identify to the MBTA’s Point of Contact its own Designated Representative to act on behalf of the Bidder relating to this procurement.

RFP Calendar and Delivery Instructions Bidder is required to prepare and submit all required documents to MBTA electronically via COMMBUYS.

The MBTA anticipates carrying out the procurement process in accordance with the schedule noted in the table below. All times are local Boston, Massachusetts, USA, times unless otherwise indicated. The schedule is subject to modification at the sole discretion of the MBTA. Bidders will be notified of any change by an addendum to this RFP.

TABLE 3.3: RFP CALENDAR

Dissemination of Confidential Information Pursuant to this RFP, the MBTA will provide to Bidders certain information, which the MBTA deems Confidential (“Confidential information"). In order to obtain the Confidential Information necessary to the development of Responses, Bidders are required to obtain and execute a Confidentiality and Non-Disclosures Agreement. Bidders can obtain the Confidentiality and Non-Disclosure Agreement via COMMBUYS. Please execute and return the Confidentiality and Non-Disclosure Agreement by 6/24/2026, at 5:00 p.m. to the MBTA's Point of Contact by submitting it to tdionne@mbta.com, so that the MBTA can provide Bidders with the Confidential Information in a timely manner.

Examination of RFP Each Bidder shall be solely responsible for examining, with appropriate care and diligence, the RFP and any addenda and material made available to Bidders by the MBTA, and for informing itself with respect to any and all conditions that may in any way affect the amount or nature of its Response, or the performance of the Contractor’s obligations under the Contract with the MBTA. Failure of the Bidder to so examine and inform itself shall be at its sole risk, and the MBTA will provide no relief for any error or omission.

The submission of a Response shall be considered prima facie evidence that the Bidder has made the above-described examination and is satisfied as to the conditions to be encountered in performing the Work and as to the requirements of the Contract.

Rules of Contact Starting on the date the RFP is issued and ending on the earliest of (a) the award and execution of the Contract, (b) rejection of all Responses by the MBTA, or (c) cancellation of the procurement, the following rules of contact shall apply. These rules are designed to promote a fair and unbiased procurement process. Contact includes face-to-face, telephone, email, or formal written communication.

The specific rules of contact are as follows:

1. No Bidder, or any of its team members, may communicate with another Bidder or its team members with regard to this RFP or either team’s Response, except that subcontractors that are shared between two or more Bidder teams may communicate with their respective team members so long as those Bidders establish a protocol to ensure that the subcontractor will not act as a conduit of information between the teams. This prohibition does not apply to public discussions regarding the RFP at any MBTA sponsored Bidders’ conferences.

2. No Bidder or representative thereof shall have any ex parte communications regarding the RFP, the Contract, or the procurement described herein with any member of the MBTA’s Board of Directors, the Massachusetts Department of Transportation (“MassDOT”) Board of Directors, or with any MassDOT or MBTA staff, advisors, contractors, or consultants involved with the procurement, except for communications expressly permitted by the RFP or except as approved in advance at the MBTA’s Point of Contact sole discretion. The foregoing restriction shall not, however, preclude or restrict communications with regard to matters unrelated to the RFP, Contract, procurement, or from participation in public meetings of the MBTA or MassDOT Boards of Directors or any public or Bidder workshop related to this RFP.

3. The Bidders shall not contact employees, representatives, and members of Delta Services Group, Inc. regarding this RFP, the Contract, or the procurement.

4. Any communications determined by the MBTA, in its sole discretion, to be improper may result in disqualification.

5. Any official information regarding this RFP will be disseminated from the MBTA’s Point of Contact via COMMBUYS.

6. The MBTA will not be responsible for or bound by any oral exchange or any other information or exchange that occurs outside the official process specified herein.

7. The MBTA will not be bound by, and Bidders should not rely on, any oral communications regarding the RFP. Use of any information gathered or received from other agencies or entities shall be at the Bidder’s own risk.

Clarifications of Specifications, Questions and Answers Bidders shall review the RFP and any addenda issued by the MBTA prior to the Response Date, and request written clarification or interpretation of any perceived discrepancy, deficiency, ambiguity, error, or omission contained therein, or of any provision which the Bidder fails to understand or to which the Bidder is suggesting a change. Failure of the Bidder to so examine and inform itself shall be at its sole risk, and no relief for error or omission will be provided by the MBTA. Bidders shall submit, and the MBTA will respond to, questions and requests for written clarification in accordance with this Section 3.7.

Questions and clarification requests shall be minimized or aggregated to the extent possible. All questions and clarification requests shall be made by Bidder through the “Bid Q&A” tab in COMMBUYS. Such comments and questions may be submitted at any time prior to the applicable date specified in Section 3.3 or such later date as may be specified in any addendum 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’s Point of Contact 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.

RFP Addendum The MBTA reserves the right to issue addenda to the RFP after initial publication.

It is each Bidder’s responsibility to monitor COMMBUYS for any addenda and any Bid Q&A records related to this RFP. The MBTA and the Commonwealth accept no responsibility and will provide no accommodation to Bidders who submit their Response based on an out-of-date RFP or on information received from a source other than COMMBUYS.

The Bidder shall acknowledge in its Technical Proposal Cover Letter (see Enclosure 1) receipt of all addenda and question and answer responses. Failure to acknowledge such receipt may cause the Response to be deemed non-responsive and be rejected.

MBTA Standard Contract and Terms & Conditions The MBTA does not encourage attempts to negotiate the Section 8.0 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.

Confidentiality / Public Information Act Disclosure Requests Disclosure Waiver Each Bidder, by submitting a Response to the MBTA in response to the RFP, consents to the disclosures described in this RFP, including this Section and all other disclosures required by law, and expressly waives any right to contest, impede, prevent, or delay such disclosure, or to initiate any proceeding that may have the effect of impeding, preventing, or delaying such disclosure, under Mass. Gen. Laws, ch. 66 (the Massachusetts Public Records Law or “Public Records Law”) or any other law relating to the confidentiality or disclosure of information. Under no circumstances will the MBTA be responsible or liable to a Bidder or any other party as a result of disclosing any such materials. Each Bidder hereby further agrees to assist the MBTA in complying with these disclosure requirements.

Public Disclosure of Response Documents Subject to applicable law, after execution of the Contract, or in the event that the procurement is cancelled by the MBTA, the MBTA shall have the right to publicly disclose any and all portions of all Responses. The MBTA will not disclose material deemed confidential by the MBTA in accordance with Section 3.10.3, unless otherwise required by law.

Disclosure Process for Requests Under the Public Records Law All written correspondence, exhibits, reports, printed material, photographs, tapes, electronic disks, and other graphic and visual aids submitted to the MBTA during this procurement process, including as part of the response to this RFP, become the property of the MBTA upon their receipt by the MBTA and will not be returned to the submitting parties. Except as provided by applicable law, all materials submitted to the MBTA are subject to release as public records. Bidders shall familiarize themselves with the provisions of applicable law (including the Public Records Law) pertaining to disclosure of information in the MBTA’s possession. In no event shall the MBTA, or any of its agents, representatives, consultants, directors, officers, or employees, be liable to a Bidder or Bidder team member for the disclosure of all or a portion of a Response or related information submitted during this procurement.

If a Bidder has special concerns about information which it desires to make available to the MBTA but which it believes constitutes a trade secret, proprietary information, or other information excepted from disclosure, such responding Bidder shall specifically and conspicuously designate that information by placing “TRADE SECRET – PROPRIETARY” in the header or footer of each such page affected and by identifying such trade secret, proprietary information in the Technical Proposal Cover Letter (see Enclosure 1). Nothing contained in this provision shall modify or amend requirements and obligations imposed on the MBTA by the Public Records Law or other applicable law. The provisions of the applicable law, including the Public Records Law, shall control in the event of a conflict between the procedures described above and the applicable law.

If the MBTA receives a request for public disclosure of all or any portion of a Response or its related information that is designated as “Trade Secret – Proprietary,” the MBTA will endeavor to use reasonable efforts to notify the applicable Bidder of the request. The Bidder can assert, in writing and at its sole expense, a claimed exception under the Public Records Law or other applicable law, within the time period specified in the notice issued by the MBTA and allowed under the Public Records Law. The Bidder can choose to defend any action seeking release of the records it believes to be confidential information. The Bidder shall indemnify, defend, and hold harmless the MBTA and its agents and employees in connection with the Bidder’s opposition to a public records request, and such indemnification shall include all damages, costs and expenses (including reasonable attorney’s fees) the MBTA incurs because of or arising out of the Bidder’s opposition to any public records request. This indemnification survives the MBTA’s cancellation or termination of this procurement or award and subsequent execution of a Contract. In submitting a Response, the Bidder agrees that this indemnification survives as long as any information submitted by the Bidder is in the possession of the MBTA.

The MBTA shall not under any circumstance be responsible for securing a protective order or other relief enjoining the release of information marked “Trade Secret – Proprietary” in any Response, nor shall the MBTA be in any way financially responsible for any costs associated with securing any such order or for any loss associated with the release of information marked “Trade Secret – Proprietary” or otherwise.

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:

1. any person employed or representing the MBTA;

2. any other person, including any public official;

3. a political party or a labor union controlled by any governmental authority or political party; or

4. 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.

Collusion By the submission of a Bid in response to the RFP, the Bidder represents and certifies that its Bid 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.

Prices Each Bid must contain the unit price(s) / rate(s) or lump sum price, extended price(s), and the grand total of the Bid. Bidders shall submit their pricing using Form D: Requested RFP 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.

Acceptance Period From and after the Response Due Date identified in Section 3.3 (as amended) the MBTA shall have one hundred and eighty (180) calendar days to award a Contract based on this RFP. Such 180-day period is the “Acceptance Period.” The Bidder’s Bid is irrevocable and shall remain open and available for acceptance by the MBTA during the entirety of the Acceptance Period. The MBTA reserves the right to extend the Acceptance Period with respect to any or all Bidders upon obtaining the applicable Bidder’s written consent to such extension.

Eligible Entities Any contract resulting from this Bid will be available for use by all MassDOT divisions and departments.

Pre-Contractual Expenses The MBTA shall not be liable for any pre-contractual expenses incurred by the Bidder in connection with this RFP. The Bidder shall not include any such expenses as part of its proposal. Pre-contractual expenses include all expenses the Bidder incurs prior to the date the MBTA enters into a Contract with any Bidder (or prior to the MBTA’s withdrawal or cancellation of the RFP, as the case may be), such as, but not limited to, expenses the Bidder incurs in preparing its Bid, submitting its Bid to the MBTA, negotiating with the MBTA any matter related to this RFP, and inspection, testing, shipping, and return shipping of proposed goods or samples.

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 any Agreement it enters into with the MBTA and/or to the compensation it receives from the MBTA or any other party in connection with such Agreement.

Insurance The insurance policies that the successful bidder shall carry are outlined in the attached Minimum Insurance Requirements document with this solicitation. The successful bidder shall submit proof of insurance for the requirements detailed at the time of submitting their bid. If proof of insurance is not available at the time the Bidder submits its Bid, the successful bidder certifies that it will carry such insurance policies and all costs associated with the insurance requirements are included in its Bid pricing. The successful bidder shall provide proof of all required insurance within three business days of conditional notice of award.

SUBMISSION OF RESPONSE

Response Submissions Responses shall be submitted via COMMBUYS. Each Response shall be submitted in the following two parts:

1. Technical Response including:

· Bid Cover Letter

· Power of Attorney (as described in Section 4.2 of this RFP)

· Form A: Pre-Award Bidder Evaluation Data Form

· Form B: Technical Response

· Form C: Small Business Program Attestation Form

· Proof of Insurance

· Other items as applicable

2. Price Response as a separate document, including:

· Form D: Price Response. Bidders must respond to all sections.

The specific requirements for submission of the Technical Response are set forth in Form B. The specific requirements for submission of the Price Response are set forth in Form D.

If a Bidder is a team, whether or not legally formed, the Bid Cover Letter shall be signed by all parties to the Bidder so that the Response is legally binding upon each member of the Bidder.

Any interlineations, erasures or overwriting in the Response will only be valid if they are initialed by the Authorized Signatories.

Bidders shall submit Responses including all forms and schedules and shall not remove pages from the provided forms. The Technical Response and Price Response shall be completely separate documents. Bidder Financials shall be included in Technical Proposal only.

Any Response which materially fails to meet the Response requirements of the RFP will be found non-responsive without further evaluation unless the evaluation team, at its discretion, determines that the non-compliance is insubstantial and can be corrected. In these cases, the evaluation team may allow the Bidder to make minor corrections to the Response.

Power of Attorney Bidder shall enclose a power of attorney in its own form, duly signed by a legally authorized officer of the Bidder authorizing the Authorized Signatories to sign the Response and bind the Bidder to the Response.

Acceptance of Response The Response constitutes a binding offer by the Bidder to enter into the Contract, and the MBTA shall have the right to accept or reject such offer and/or any conditions proposed in full or in part. If the Response is accepted, the Bidder shall conclude the Contract with the MBTA based on the RFP, any addenda, the Response, and any agreed amendments or modifications thereto. Until the formal Contract is signed, Bidder has no authority to proceed with the Scope of Work or to incur any costs for which MBTA may be held liable. The MBTA shall have no obligations to Bidder until a formal contract has been entered into.

Incomplete Response If Bidder does not fully comply with this RFP, or if the Response is incomplete or vague, the Response may not be considered, unless the MBTA in its absolute discretion decides otherwise.

MBTA POLICIES

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 by continually modernizing systems and processes to include diversity criteria within state-funded RFPs greater than $250k. All awarded prime vendors that commit to partnerships with diverse subcontractors will be responsible for using B2Gnow, an online contract compliance system, to confirm payments and report payments to subcontractors. An account will be created for all first-time users. Vendors who are new to B2Gnow are required to complete mandatory “Contract Compliance Reporting” training, available in the B2Gnow system through the vendor profile. Any vendors who have difficulty accessing the B2Gnow system can contact B2Gnow directly with the “Contact Support” button located on the login page. Direct spend with subcontractors will be prioritized over indirect spend.

The MBTA is dedicated to promoting more equitable opportunities in state contracting, and to that end, encourages full participation of the Commonwealth’s Supplier Diversity Office’s recognized certifications, which include small business, Minority Business Enterprises (MBEs), Women Business Enterprises (WBEs), Veterans Business Enterprises (VBEs), Service-Disabled Veteran Business Enterprises (SDVOBEs), Disability-Owned Business Enterprises (DOBEs), and Lesbian, Gay, Bisexual, and Transgender Business Enterprises (LGBTBEs) and Disadvantaged Business Enterprises (DBEs). The MBTA also acknowledges certifications by third-party certifying organizations including the Greater New England Minority Supplier Development Council (GNEMSDC), Center for Women & Enterprise (CWE; New England – WBENC), City of Boston, VetBiz/U.S. Department of Veterans Affairs, NGLCC – National LGBT Chamber of Commerce, Disability: IN. More on how to certify through the Supplier Diversity Office can be found here: https://www.mass.gov/certification-program-for-sdo.

SELECTION PROCESS AND EVALUATION

Response Opening and Confidentiality Subject to applicable law, prior to Contract execution, the MBTA intends to treat all information received from each Bidder as confidential information to be used for the purpose of evaluating the Response.

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. Equal Employment Opportunity record, participation in the Supplier Diversity Program, debarment status, etc.), record of past performance, and financial and technical resources. Bidder is required to complete Form A: Pre-Award Bidder Evaluation Data Form.

Upon receipt, the Technical Responses will be reviewed for responsiveness to the RFP requirements. The Technical Responses will be reviewed for (i) deficiencies and minor informalities, irregularities, and apparent clerical mistakes which are unrelated to the substantive content of the Response; (ii) conformance to the RFP instructions regarding organization and format; and (iii) the responsiveness of the Bidder to the requirements set forth in this RFP. 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 Price Responses will be reviewed for (i) deficiencies and minor informalities, irregularities, and apparent clerical mistakes which are unrelated to the substantive content of the Response; (ii) conformance to the RFP instructions regarding organization and format; and (iii) the responsiveness of the Bidder to the requirements set forth in this RFP. 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.

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

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, Supplier Diversity Criteria, and Price Evaluation Criteria. 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.

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 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.

Technical Response and Supplier Diversity Evaluation Criteria Each criterion will be evaluated considering all of the information included in the Technical Proposal related to the criterion, as well as other information gathered from references, presentations, and on-site visits.

In addition to the Technical Response and Evaluation Criteria below, responses will also be evaluated based on the Supplier Diversity Criteria which will account for 25% of the overall technical scoring. The MBTA seeks Proposals that incorporate participation by M/WBEs, minority individuals, and women in as many aspects of the services as possible. MBTA’s goal is to select a Contractor who uses creativity to incorporate participation in this contract and is committed to an exceptional and comprehensive program for achieving the diversity and inclusion goals of this RFP as further described.

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.