February 4, 2015 - MTAweb.mta.info/mta/procurement/pdfs/RFP14391-1.pdf · findings of this update...

of 15 MTA RFP No. 14391-1 – MTA Owner Controlled Insurance Program COVER LETTER

February 4, 2015 Re: Request for Proposals (RFP) No. 14391-1

Re: MTA Owner Controlled Insurance Program (OCIP) Project

EVALUATIONOF THE BUSINESS CASE BASED ON MTA and CONSTRUCTION INDUSTRY EXPERIENCE

Prospective Proposers: Pursuant to your above referenced retainer contract with the Metropolitan Transportation Authority (MTA), the MTA hereby solicits a technical and cost proposal for the above mentioned Project in accordance with the attached Specifications (Attachment A), and the other attachments and appendices listed below. The Metropolitan Transportation Authority (“MTA”) seeks to competitively award a work assignment contract for this project to a consulting firm (“Consultant”). The Consultant and its proposed team must have extensive experience and expertise in business case analysis; insurance of construction projects by various means, including general contractor-provided insurance, Owner Controlled Insurance Programs (OCIPs), and Contractor Controlled Insurance Programs (CCIPs); construction bid preparation and procurement practices; and relevant labor, worksite safety, and other laws, statutes, and practices that impact the availability and cost of construction insurance in the New York region. The evaluation must incorporate MTA experience with its use of OCIPs and also a comparison of general contractor’s and peer’s experience with OCIPs, CCIPs, and general contractor-provided insurance. This RFP is a component of an overall strategy to ensure that MTA Capital Program third-party projects are insured in the most cost effective and efficient manner possible. The MTA believes that there may be the potential to produce savings through further optimization of the insurance strategy applied to the MTA Capital Program, in particular by carefully evaluating the use of OCIPs. The business case produced in this project will help the MTA to refine this strategy. The key activities of the project include an assessment of MTA data covering the MTA Capital Program and its insurance practices, meetings with relevant MTA stakeholders, analysis of construction insurance practices and strategies for dealing with OCIPs, CCIPs and general contractor-provided insurance, analysis of insurance market trends and best practices, and development of a business case providing quantitative and qualitative insight into the merits of continued use of MTA OCIPs and the potential for improving the MTA insurance strategy. The MTA currently anticipates that one or more MTA projects may be “dual bid” during the course of this study (i.e., alternative bids reflecting OCIP vs. general contractor-provided insurance), with the expectation that this will provide useful data regarding the comparative costs of OCIP insurance versus general contractor-provided insurance in the current marketplace. The


Consultant performing this study may be requested to assist the MTA in implementing the “dual bid” approach in connection with this study. Proposers are also invited to propose on an option to update the business case developed in the base contract. This would likely occur in the mid-2018 timeframe and would incorporate new MTA experiences and the latest developments in the business environment. If executed, the findings of this update would inform the development of the anticipated 2020-2024 Capital Program. In order to accommodate this option, the expiration date of your retainer agreement with MTA for business transformation services would be extended to December 2018, solely for purposes of the option. The services will be performed in accordance with the following attachments/ appendices: *If you plan on to participate in this solicitation you have to fill out Attachment D Each Proposer must include in its proposal a section labeled “Contract Exceptions.” An “exception” is a request for deletion or modification of or addition to any provision in the contract. If a proposer does not take any exception to MTA’s proposed form of contract, the Proposer should indicate in that section “No exception taken.” DO NOT TAKE A BLANKET EXCEPTION TO MTA’S FORM OF CO NTRACT AND SUBMIT YOUR FORM OF CONTRACT. If a Proposer for any reason: i) takes a deletion or modification exception, the Proposer must clearly identify or quote the provision to which exception is taken and, as appropriate, offer a counter proposal and ii) wishes to propose any addition exception to the form of contract, it must include all of the proposed additions. Attachment A: Scope of Work Attachment B: Contractor Responsibility Data Attachment C: MTA’s Standard Form of Contract: Appendix A − Compensation Provisions Appendix B − Affirmative Action/EEO Requirements

Appendix C – Guidelines for Contractors Appendix D – MBE and WBE Program Submission Requirements Appendix E - Non-Disclosure Agreement Appendix F - Financial Interest Disclosure

Attachment D: Omnibus Procurement Act Clauses Attachment E: Prompt Payment Regulations Letter Attachment F: NYS Lobbying Law Attachment G: Proposer’s Certification of Compliance with MTA Vendor Code of Ethics Attachment H: Iran Divestment Act – Certification


EVALUATION CRITERIA Proposals shall be evaluated based on the following criteria in order of importance, with weights as indicated in the following table.

1. Value proposition (quality and technical merit of the proposed solution in relation to the cost*).

35%

2. Demonstrated experience in organizing and successfully executing projects that are comparable to that outlined in this scope.

25%

3. Demonstrated familiarity with the New York State insurance market for infrastructure construction projects, including knowledge of New York State Insurance Laws regarding the use of OCIPs, an understanding of the recent impacts of Labor Law liability on the availability and cost of insurance, the changes to insurance forms that further restrict coverage, current trends in insurance costs, and how these factors ultimately influence project bidding and delivery.

20%

4. Quality and relevant experience of the people who will be provided for this assignment.

15%

5. Expeditious project timeframe. 5%

Total 100%

* While cost is a component of this evaluation factor, the MTA will enter into a contract with a firm only if the MTA determines that the cost, as proposed or negotiated, is reasonable. PERIOD OF PERFORMANCE The period of performance for these services shall not exceed 5 months from contract award, with a preference for a shorter timeframe. The currently expected commencement date is on or about January 26, 2015. The timing for the option, if executed, would likely be in mid-2018. TECHNICAL PROPOSAL Each proposer shall submit a Technical Proposal that addresses the MTA’s overall scope and the following components of the scope and deliverables for the MTA Owner Controlled Insurance Program Project:

1. Review historical data relevant to the MTA Capital Program and the application of OCIP and other forms of insurance.


2. Interview MTA stakeholders to understand practical issues associated with different means for insuring third-party MTA projects.

3. Analyze insurance market trends relating to infrastructure construction, including labor laws, and develop opinions about how these could impact the MTA and the construction bids it will receive.

4. Assist in planning and/or reviewing one or more dual bids of MTA capital projects conducted within the timeframe of this consultant study.

5. Assess best practices for insuring construction projects similar to those delivered by the MTA Capital Program, through the use of OCIPs and general contractor-provided insurance (including CCIPs), with an emphasis on regional peers.

6. Prepare a final business case that provides both quantitative and qualitative insight into the merits of continued use of MTA OCIPs, potential improvements to MTA OCIPs, and circumstances where different insurance approaches for different classes of projects could yield the most effective strategy.

7. Provide guidance for how the MTA can periodically reevaluate and update the OCIP business case, particularly in the lead-up to the 2020-2024 Capital Program.

The MTA has also identified the opportunity to include an option in the consulting agreement, to update the original business case at a future point in time (likely mid-2018). The update would be conducted using a similar approach to that outlined in the seven tasks above. Proposers are not required to propose on this option, but are encouraged to do so.

Key Deliverables/Expected Outcomes The key project deliverable will be a business case detailing findings and recommendations with respect to the continued use of OCIPs by the MTA and circumstances where different insurance approaches for different classes of projects could yield the most effective strategy. In particular, this business case should include:

1. Executive summary of findings and recommendations 2. Discussion of historical data review (Task 1) 3. Discussion of feedback from MTA stakeholders (Task 2) 4. Discussion of insurance market trends relating to infrastructure construction (Task 3) 5. Discussion of dual bid review (Task 4) 6. Discussion of best practices (Task 5) 7. Detailed business case findings and recommendations with respect to continued use of

MTA OCIPs and circumstances where different insurance approaches for different classes of projects could yield the most effective strategy (Task 6)

8. Guidance for refreshing business case (Task 7)

If an option is executed to update the business case, the MTA currently anticipates delivery of the same eight key deliverables/expected outcomes, updated to reflect the contemporary timeframe (likely mid-2018).


Technical Proposal Content The technical proposal should address the following: General:

1. Proposed Project Plan: Discuss and chart in detail your proposed plan and schedule for initiating and completing the scope. Include your overall philosophy, methodology, relationships between the individual components and the overall project, and tools and proprietary materials you propose to use.

2. Indicate any changes (additions, deletions, modifications) you recommend to the MTA’s scope that could make the project and its deliverables more effective and efficient. If no change is recommended, indicate that you agree that the MTA’s scope is accurate, complete, and suitable as the defining document for the project.

3. Identify by name and job title each person you propose to assign to this project and, for each person, provide a resume that includes the following with an emphasis on information relevant to this project: i) the person’s education, professional certifications and licenses, ii) employment history with your firm and elsewhere, iii) whether the person is an employee (receives a W-2) or an independent contractor (receives a 1099), or is an employee/independent contractor of a proposed subcontractor, iv) relevant project experience that includes, for each project, a project description, the person’s role in the project, an indication of the person’s overall involvement with the project, and v) relevant experience working with other members of your proposed project team (identify the projects and the other members by name and indicate the extent to which the person and other members were working together or otherwise coordinated).

4. Based upon your proposed plan and schedule for the project, specify your proposed plan and schedule for utilizing each proposed person on the MTA project.

5. Identify historical data concerning the MTA Capital Program, MTA OCIPs, general contractor-provided insurance, and any other information that you would ideally like to have available for review (Task 1).

6. Identify the MTA stakeholders (generic descriptions will suffice) that you would ideally like to have available to interview to ascertain practical issues associated with this project, including the different means for insuring MTA construction projects (Task 2).

7. Discuss strategies and sources of information you will access and use to research and evaluate construction industry trends and experience, including the impact on general contractor and owner costs for insurance using OCIPs, general contractor-provided insurance, and CCIPs. (Task 3).

8. Discuss the familiarity of the proposed project team with the New York State insurance market for infrastructure construction projects, the recent impacts of Labor Law liability on the availability and cost of insurance, the changes to insurance forms that further restrict coverage, current trends in insurance costs, and how these factors ultimately influence project bidding and delivery.

9. Indicate whether your proposal includes utilization of existing proprietary information, data, and the like of your firm or a third-party. If your proposal includes such utilization, identify the proprietary material and the identity of who owns it, and specify the rights to such materials that you will grant to MTA.


Security practices:

10. The MTA anticipates that during the project, the consultant will acquire, store and transmit information that is highly confidential either because it involves procurement activity or information about MTA business operations and practices that the MTA does not generally make available to the public.

a. Discuss the practices and procedures your firm will follow to electronically and physically protect confidential MTA information.

b. Provide copies of your security policies. c. Provide a copy of your procedure/policy for dealing with a data breach.

Project experience:

11. Provide at least five relevant project references, preferably including projects that

involved preparing business cases or analyses concerning the insurance of infrastructure construction projects. For each project reference include: i) the name of your client, the name, title, email address, and telephone number of a contact person; ii) discussion of your mission, problems encountered and how you dealt with them, whether you considered the project to be a success, and the actual outcome for your client; iii) whether you were the prime contractor or a subcontractor; and iv) the approximate overall percentage of the contract performed by your firm and by other firms.

Information about your firm:

12. Discuss the history of your firm that is relevant to this project and the growth of your

firm’s relevant line(s) of business. 13. Discuss the history of your firm in providing consulting services that involve the

insurance of infrastructure construction projects through OCIPs, general contractor-provided insurance, and other strategies, including:

a. Any unique qualifications of your firm and of the individuals you propose for this project.

b. For this project, what distinguishes your firm from its competition.


COST PROPOSAL The overall framework for your cost proposal should be based upon the cost framework in your contract with the MTA. However, you are encouraged to explicitly or in creative ways develop a cost proposal that minimizes costs. Each proposer shall submit an itemized cost proposal for the current engagement based upon the estimated hours and the cost structure in your contract with MTA. Proposers are also invited to submit a similarly itemized cost proposal for the option. However, the MTA retains the right, during negotiations, to request specific cost information, and, after completion of the project, to audit your billings. The MTA also reserves the right to negotiate based on a fixed price or reduced costs for the project. While cost will be only one of the factors in selecting the Contractor to perform the services, the cost proposal shall reflect sensitivity to the fact that public dollars are the primary source of funds. It is the MTA’s responsibility to ensure that all charges properly reflect the quality and scope of work contracted and are reasonable. Proposers are advised that the successful firm will be expected to hold rates firm for the duration of the project, regardless of the completion date initially specified. Based on your proposed approach to this project, provide an estimate of hours of work by scope as indicated in the table below. Indicate the assumptions that are the basis for the estimate and identify any variables that may affect your estimate.

Number of projected consultant hours1 Scope Item Month

1 Month

2 Month

3 Month

4 Month

5 Total

1. Review historical data relevant to the MTA Capital Program and the application of OCIP and other forms of insurance.

2. Interview MTA stakeholders to understand practical issues associated with insuring third-party MTA projects.

3. Analyze insurance market trends, including labor laws, and develop opinions about how these could impact the MTA.

4. Plan/review one or more dual bids of MTA capital projects conducted within


the timeframe of this consultant study. 5. Assess best practices in insuring construction projects similar to those delivered by the MTA Capital Program.

6. Prepare a final business case.

7. Provide guidance for how the MTA can periodically refresh the business case.

• 1 In calculating the cost proposal, provide a total cost and an hourly rate per type of employee working on the engagement (managing director, senior consultant, consultant, analyst and support staff) based on the scope of work and as reflected in the table above.

• If any officer or partner of a firm is involved in the project in a non-supervisory capacity, such individual shall be specifically identified, as part of the information you provide in your technical and cost proposal covering that person’s role in this project.

Note that the above figures may be subject to changes during negotiations based on the overall direction of the project in terms of Procurement application selection. For proposals that include the option, a similar table to that indicated above should be separately prepared to summarize the estimate for the option. The Cost Proposal shall be submitted in a sealed envelope (and on separate CD or DVD and shall consist of the following:

1. Estimate of labor costs in the aggregate, and by discipline and by task.

2. Fully loaded hourly rates by discipline. If the proposed rates are discounted, indicate by how much. Also indicate if the rates are equal to or better than "most favored client rates." If rates are not discounted or most favored client, please explain why not.

3. Proposer must confirm its proposed rates are firm for the duration of the project, or: i) indicate the term for which it will hold its rates firm, and ii) explain and justify why its rates are not firm for the duration of the project..

4. If your firm has rates that have recently been negotiated/accepted by the Federal

government, New York State, New York City, or other state or local governments or public agencies, that are lower than or equal to what you are proposing to charge MTA, please provide documentation of rates negotiated/accepted. Also provide names of agencies that have audited your rates.

5. Proposers are encouraged to include in their cost proposals any discounts, or other

savings or benefits that are offered to the MTA based on: i) electronic submission of


invoices; ii) frequency of invoicing; iii) payment by ACH; or iv) early payment of an invoice. Please note that, in addition to submission of an invoice to the MTA Business Service Center, a consultant will be required to submit to the MTA’s Project Manager any required documentation to back up the invoice. Acceptable format and delivery method for electronic invoices are described in Appendix A. Payments to the consultant will be made by an MTA designated ACH.

6. Indicate Proposer’s Federal Tax I.D. number, or Social Security number, as applicable.

Note: Your cost proposal must be in accordance with the above. You may, in addition, propose a different cost model.

PROMPT PAYMENT REGULATIONS

Section 2880 of the Public Authorities Law, and MTA’s guidelines pursuant thereto, requiring prompt payment of Contractor's invoices apply to any contract awarded as a result of this RFP. The attached letter entitled "Prompt Payment of Invoices", gives information regarding the regulation, which your firm previously agreed upon and is on file with the MTA.) MINORITY AND WOMEN-OWNED BUSINESS ENTERPRISE (WMBE) PARTICIPATION REQUIREMENTS The MTA is committed to diversity and equal employment opportunities among its contractors. It is the policy of the Metropolitan Transportation Authority that Minority and Women-owned Business Enterprises (M/WBEs) shall have the maximum opportunity to participate in the performance of this contract. The MTA encourages all firms, including firms that are MWBE certified, to submit proposals in response to this RFP. The MTA encourages joint ventures of MWBE firms with majority firms and MWBE firms with other MWBE firms. MTA also may exercise its option to pair firms for specific tasks. Please note that all certified MWBE firms submitting proposals to this RFP must be registered as such with the New York State Department of Economic Development. For firms that are not certified but have applied for certification, please provide evidence of filing, including the filing date. Proposers are advised that this Contract is subject to the provisions of Article 15-A of the New York Executive Law (the "State MBE/WBE Law") and implementing regulations set forth in Chapter XIV, Parts 140 to 145 of Title 5 NYCRR (the "Regulations") establishing a policy and program of the State to promote equality of economic opportunity for business enterprises owned by minority group members and women. In the event there is a difference between what is set forth in these paragraphs and what is set forth in the State MBE/WBE Law and the Regulations, the State MBE/WBE Law and Regulations shall govern. A copy of the State MBE/WBE Law and the Regulations will be provided upon written request to the Contract Manager.


The successful Proposer and the Authority agree, as a condition for the Contract, to be bound by the provisions of Executive Law Article 15-A, as well as all other provisions of the State MBE/WBE Law. This project contains specific numerical goals for the utilization of business enterprises owned by minority group members and women: 10% for MBE 10% for WBE Proposer is required to submit with its cost proposal the completed "MBE/WBE Utilization Plan Form" (Form 15A.1 of Attachment C). AFFIRMATIVE ACTION/EQUAL EMPLOYMENT OPPORTUNITY 1. EEO/Non-Discrimination In connection with this Contract, the Contractor will not discriminate against any employee or applicant for employment for work under this Contract, or any subcontract hereunder, because of race, creed, color, national origin, sex, age, disability or marital status, nor will it discriminate against any person who is qualified and available to perform the work to which the performance relates. The Contractor will undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal employment opportunities without discrimination because of race, creed, color, national origin, sex, age, disability or marital status. This Contract is subject to the Affirmative Action/EEO Requirements set forth in Appendix B. 2. Affirmative Action/EEO Submission Requirements The successful Contractor will be required to submit an EEO Policy Statement and a copy of their current EEO-1 form, detailing the firm's workforce composition (see Appendix B) within seven (7) calendar days after it receives verbal notification. The Authority’s Procurement Division may extend the deadline for submission of an EEO-1 Form or an EEO Policy Statement. Any requests for an extension must be submitted to the Authority’s Procurement Division for the attention of the Contract Manager. IMPLEMENTATION OF OMNIBUS PROCUREMENT ACT Proposers are advised that an awarded contract is subject to the provisions of the Omnibus Procurement Act of 1992, Chapter 844, Laws of 1992, which your firm previously agreed upon, and is on file with the MTA.


NEW YORK STATE LOBBYING LAW OF 2005 Chapter 1 of the Laws of 2005, as amended by Chapter 596 of the Laws of 2005 (collectively referred to as the “Lobbying Law”), was signed into law in August 2005. The Lobbying Law makes major changes to the Legislative Law and State Finance Law, which regulate lobbying on government procurement initiatives. In particular, the Lobbying Law creates two new sections in the State Finance Law: Section 139-j to address restrictions on “contacts” during the procurement process; and Section 139-k to address the disclosure of contacts and the responsibility of bidders and proposers during procurements. These sections are effective as of January 1, 2006. If it is found that an Offerer has knowingly and willfully violated State Finance Law Section 139-j (3), the Offerer and any of its subsidiaries, related or successor entity will be determined to be a non-responsible bidder and shall not be awarded the contract. A subsequent finding of non-responsibility by the vendor or contractor within four years of a prior determination of non-responsibility results in the Vendor or Contractor being ineligible to submit a proposal on or be awarded any procurement contract for four years from the date of the second finding of non-responsibility. See State Finance Law Section 139-j (10) (b). Attachment F, Compliance with New York State Finance Law Sections 139-j and 139-k, is attached and made part of this RFP in compliance with the Lobbying Law. In complying with the Lobbying Law, Proposers are required to complete and submit with their proposal the two forms (Form 1 and Form 2) attached to Attachment F herewith. For additional information regarding the Lobbying Law, all Proposers are urged to contact the New York State Office of General Services at (518) 474-5607, or access their website: http://www.ogs.state.ny.us/aboutOgs/regulations/defaultAdvisoryCouncil.html. NEW YORK STATE COMPTROLLER REVIEW/ APPROVAL In accordance with Public Authorities Law §2879-a, the contract resulting from this RFP may be subject to review and/or approval by the Office of the State Comptroller (OSC), and shall not be valid, effective or binding until it has been approved by the OSC, if such review and/or approval is required. METROPOLITAN TRANSPORTATION AUTHORITY VENDOR CODE O F ETHICS The Metropolitan Transportation Authority has adopted a Vendor Code of Ethics (the “Code”), which is applicable to all Vendors, as defined by the Code, involved in the procurement process for the award and performance of the Contract. The Code is available for immediate review by the Proposer on the MTA Website at www.mta.info/mta/procurement/vendor-code.htm, and all Proposers must certify compliance with the Code (Which your firm previously agreed upon and is on file with the MTA.


IRAN DIVESTMENT ACT This Agreement is subject to New York State Finance Law 165-a, Iran Divestment Act of 2012 which requires the Office of General Services to post on its web site (http://www.ogs.ny.gov/about/regs/docs/ListofEntities.pdf) a list of persons who have been determined to engage in investment activities in Iran. The Authority may not enter into or award a Contract unless it obtains certification from a Proposer that they are not on the list. Certification must be returned with proposal documents, which your firm previously agreed upon and is on file with the MTA. RFP TIMELINE The following timeline is only an illustration of the RFP process. The dates associated with each step are provided solely for information purposes and are subject to change in MTA’s sole discretion. Key RFP Dates:

Activity Date

Issue of RFP February 5, 2015

*Pre-Proposal Conference February 17, 2015

Deadline to Submit Written Questions March 6, 2015

Submission of Proposals Friday, March 13 no later than 4:00 pm

The dates for the following activities are target dates only. These activities may be completed earlier or later than the dates shown. Oral Presentations Week of March 30, 2015

Negotiations Week of April 6, 2015

*PRE-PROPOSAL CONFERENCE

In order to assist prospective proposers in the preparation of their proposals, including a discussion of the MTA's MBE/WBE policy, a Pre-Proposal conference will be held at 1:00 pm, on February 17, 2015 in Conference Room (A4.01) at 2 Broadway, 4th Floor New York, New York 10004. Prospective Proposers are encouraged to attend, but attendance is not mandatory. Although registration for this conference is not required, prospective proposers who desire to attend or have a representative attend the pre-proposal conference are requested to notify Mr. Amedeo Bruno ([email protected]) no later than 2 days preceding the day of the conference. Please supply the attendees names as it appears on their driver’s license; please have


your driver’s license with you when attending the pre-proposal conference so you can be permitted into the building. SUBMISSION OF PROPOSALS a. If you wish to submit a proposal, please separately furnish one (2) hard copy of the technical and cost proposals, which must be received by Friday, March 13 at 4:00 pm EST, unless the MTA changes that date by issuance of an addendum. The hard copies must have all original signatures. See below for instructions for electronic submission of PDF copies. The hard copy of the technical proposal and the cost proposal must be printed on 8.5 x 11 inch paper in type no smaller than 11 point. The technical proposal must be printed on both sides of the page, and must be a separate document from the cost proposal, which must also be printed on both sides of the page. The copies must be separately labeled (as technical or as cost proposal), or in separate 3-ring binders, with the RFP number clearly printed on each volume, and addressed as follows: Metropolitan Transportation Authority Procurement Department 333 West 34th Street 10th Floor, New York, NY 10017 Re: RFP No. 14391-1 Attn: Amedeo Bruno

Senior Contract Manager Proposers shall also submit with the two (2) hard copy, two (2) electronic copies of the technical proposal and, separately, the cost proposal in PDF format on a memory stick or CD / DVD, with the proposer’s name and the Solicitation Number clearly visible on the exterior of the CD, DVD or memory stick. The technical proposal and the cost proposal in PDF format must be submitted as separate documents. In addition to the mandatory requirements for the proposals, a Proposer may also provide additional information but such information shall be contained on a separate bound volume/DVD/CD/memory stick labeled “Appendix,” and submitted in accordance with the requirements for submission of the hard copy and electronic copy. Please limit any additional information to information that truly adds value to your proposal. b. Proposer must include a cover letter that identifies the individual with the authority to negotiate for the firm, and the individual's telephone and fax numbers and email contact. An e-mail address may be included, if you wish to authorize the MTA to communicate by e-mail with you, but is not required. c. Proposer must be available to make an oral presentation during the week of January 12, 2015, and, if awarded the contract, be available to start work on or about May 1, 2015.


POINT OF CONTACT WITH THE MTA The designated Point of Contact for this procurement is the Contract Specialist identified above. Proposers are advised that from the date of issuance of this RFP until the award of the contract, the only person authorized by the MTA for contact regarding this procurement is the designated Point of Contact, as stipulated in the MTA Vendor Code of Ethics. The Lobbying Law defines “contact” as oral, written or electronic communications with the Authority during the procurement process which is intended to influence the procurement. Please be advised that all MTA agency procurement opportunities are subject to the NYS Procurement Lobbying Law. Violations will be reported and may result in a non-responsibility determination, disqualification from award or debarment for a period of four years. For additional information, contact the NYS Office of General Services at (518) 474-5607 or http://www.ogs.ny.gov/acpl/ PROPOSER INQUIRIES Any questions regarding this request for proposal shall be made in writing to Amedeo Bruno, Senior Contract Manager, at 333 West 34th Street 10th Floor, New York, NY 10017 and [email protected]. All such questions to be considered shall be received in this office at least seven (7) working days prior to the date designated for submission of proposals. Any answers to questions, as well as any additional provisions MTA may decide to include in the Request for Proposal, will be issued in writing by MTA as an addendum to the RFP and will be sent by email to each person recorded as having been sent a copy of the RFP. PROPOSAL DUE DATE The due date for receipt of proposals is Friday, March 13 at 4:00 pm EST. No Proposals will be accepted after the due date. MISCELLANEOUS a. The MTA reserves the right to negotiate with one or more proposers, to award to one or

more proposers, or to reject any and all proposals as it may determine in its sole and absolute discretion.

b. The MTA reserves the right to cancel the award of the work assignment at any time

including before its execution, if the MTA deems such cancellation to be in its best interest. In no event will the MTA have any liability whatsoever for cancellation of an award prior to execution of a contract. Proposer assumes sole risk and responsibility for its expenses prior to execution of the contract and shall not commence work until receipt


of the written notice to proceed. Proposal costs are not allowable expenses of this procurement.

c. The MTA intends to issue a work assignment contract to the successful proposer, which

will include your retainer contract with the MTA. d. A proposal shall be irrevocable for a period of no less than 120 days from the proposal

due date set by the Authority therein. Sincerely, Amedeo Bruno Sr. Contracts Manager Attachments: Attachment A: Scope of Work Attachment B: Contractor Responsibility Data Attachment C: MTA’s Standard Form of Contract: Appendix A − Compensation Provisions Appendix B − Affirmative Action/EEO Requirements

Appendix C – Guidelines for Contractors Appendix D – MBE and WBE Program Submission Requirements Appendix E - Non-Disclosure Agreement Appendix F - Financial Interest Disclosure

Attachment D: Omnibus Procurement Act Clauses Attachment E: Prompt Payment Regulations Letter Attachment F: NYS Lobbying Law Attachment G: Proposer’s Certification of Compliance with MTA Vendor Code of Ethics Attachment H: Iran Divestment Act – Certification Boiler/RFP Letters/No Goals.doc Rev. 1/08

of 7 MTA RFP No. 14391-1 Attachment A

ATTACHMENT A

SCOPE OF WORK

OWNER CONTROLLED INSURANCE PROGRAM (OCIP) EVALUATION OF THE BUSINESS CASE BASED ON MTA and

CONSTRUCTION INDUSTRY EXPERIENCE

1. GENERAL PURPOSE This request for proposals seeks a consultant from among the MTA’s Business Transformation Services retainer firms to develop a business case evaluating the use of OCIPs by the MTA. This business case will be used to guide the MTA’s approach to insuring major construction projects, including for the next 2015-2019 Capital Program. It will be grounded upon numerous sources of data and insight, including reviews of existing MTA and construction industry practices, evolving insurance requirements, market conditions, industry best practices, and the cost/benefit of different insurance arrangements. The MTA also seeks guidance concerning how to periodically update the business case in response to evolving needs and market conditions. MTA CAPITAL PROGRAM BACKGROUND The Metropolitan Transportation Authority (“MTA”) Capital Program helps to promote the State of Good Repair (SGR) of the existing asset base, deliver system improvements, and expand the MTA transportation network. The Capital Program first launched in 1982, with the latest 2010-2014 Capital Plan encompassing $34.801 billion of investment. Included capital projects span the MTA operating Agencies- New York City Transit (NYCT,) MTA Bus (MTABC,) Long Island Rail Road (LIRR,) Metro-North Railroad (MNR,) and MTA Bridges & Tunnels (B&T,) and the “Mega” construction projects undertaken by the MTA Capital Construction Company, such as Second Avenue Subway and East Side Access. Additional general information about the MTA Capital Program is also available on its website (www.mta.info/capital.) INSURING THE MTA CAPITAL PROGRAM Most MTA Capital Program projects are competitively awarded to and constructed by general contractors. For insurance coverage, the MTA has historically pursued two strategies: i) Require the general contractor to provide the insurance coverage, based upon insurance requirements and standards developed by the MTA Risk and Insurance Management (RIM) Department, with the cost of insurance included in the general contractor’s contract price; and ii) Insure construction through an MTA Owner Controlled Insurance Program (OCIP), with OCIP coverage obtained through competitively awarded broker service contracts and commercial insurance carriers. Starting in the 1970’s, the MTA initially designed and implemented OCIPs for individual projects, such as the LIRR Penn Station Renovation, Metro-North Park Avenue Viaduct, and the NYCT 63rd Street Connector. Based upon the success of these single project OCIPs, beginning in 1998, the MTA embarked upon using OCIPs to cover multiple projects within particular five-year Capital Plans.


Under an OCIP, the MTA procures insurance coverage for a group of projects, covering the MTA, the participating agencies, general contractors and subcontractors. The cost of this coverage is not borne by the general contractors and is therefore required to be excluded from their bids. Under an OCIP, the general contractors’ insurance responsibilities are limited to specific coverage, such as motor vehicle coverage, and coverage for off-site activities. In addition, the OCIP funds safety oversight. EVOLVING INSURANCE MARKET Recent developments in the insurance market are impacting the cost of required coverage, as well as the terms and conditions. For example, the estimated cost of MTA OCIPs has increased from 4% of construction value in the 2000-2004 Capital Program, to 7% for the current 2010-2014 Capital Program. The evolving market is also impacting contractor-provided insurance. The MTA is seeking to determine whether continued use of the OCIP approach is likely to deliver intended benefits, i.e., to provide cost savings to the MTA and improved project safety in comparison to general contractor-provided insurance and safety programs, including Contractor Controlled Insurance Programs (CCIPs).

1.1 INTRODUCTION MTA CAPITAL PROGRAM INSURANCE METHODS The traditional method for insuring capital projects performed by a general contractor is for each contract to be separately insured, with the general contractor providing the coverage and project safety program required by the MTA and factoring the cost of this coverage and safety program into its bid. Under this traditional method, the MTA’s insurance needs are limited to procuring Owner’s Protective Liability coverage to protect the owner when the general contractor’s limits are exhausted, the general contractor’s insurer refuses to provide a defense and indemnity, or the owner has liability that would not be covered by the general contractor’s insurance. An alternative method for insuring capital projects performed by a general contractor is OCIP. This arrangement allows the MTA to procure and administer an insurance program that provides coverage for multiple capital projects, or for a “mega” project, and a safety program, with the intended benefits of enhanced coverage, greater limits, and better project safety. The traditional OCIP business justification is that it provides these benefits to the owner (i.e., the MTA) at a lower total cost than general contractor-provided insurance and Owner’s Protective Liability. PLANNING MTA OCIPs For the MTA, an OCIP is created by first developing a list of capital projects with third-party labor costs that will be covered. Through a Request for Proposals process, the MTA selects and contracts with a broker who is responsible for designing and marketing the OCIP insurance program domestically and globally. After the insurance quotes are received, MTA Risk Management (“RIM”) works with the broker to review quotes and limits and decide on and negotiate insurance and safety programs that meet MTA requirements. MTA RIM determines the


OCIP budget, which includes the premiums for the insurance coverage and reserves to cover claim deductibles. The latter is the loss sensitive component of the program, where the greatest savings can be achieved, through effective loss control and claims handling. Under OCIP, the MTA’s general contractor-provided insurance requirements for builder’s risk, workers compensation, general liability, and excess liability are not included in the contractual requirements for the projects selected to participate. The loss sensitive budget is developed using expected loss calculations determined by the insurance carrier and aims to be at the higher end of the range of predicted costs. In the event that the claims experience is below estimate, budget savings are achieved and rolled into future OCIP programs. If claims experience is worse than predicted, additional funds may be required for the budget. RISING COSTS Increasing insurance premiums and loss projections have led to rising costs for each successive OCIP (see Table 1). The original 2000-2004 OCIP was budgeted at 4% of the construction value of each project. The 2005-2009 OCIP was estimated at 5%, but was budgeted at 4%, due to anticipated 2000-2004 OCIP surplus resulting from good claim experience. The 2010-2014 OCIP was estimated at 7%, but budgeted at 6% in anticipation of loss sensitive savings. The estimate for Sandy work (repairs and improvements resulting from Super Storm Sandy) is being budgeted at 7.5%, due to the increased cost of property insurance (builder’s risk) for work in designated flood zones.

Table 1- MTA OCIP Estimated Costs and Set-Asides

2000-2004 2005-2009 2010-2014 Sandy

Estimated Cost 4% 5% 7% 7%-7.5%

Set-Aside 4% 4% 6% 7%-7.5%

Comment Running a surplus Running a $2m

deficit

Project budgets

assumed 4%

insurance cost

Latest estimate

The cost increases for MTA OCIPs are largely driven by two factors. The first is the New York State Workers Compensation Reforms of 2007, which have doubled indemnity benefits for high wage earners- including building trade workers, who typically require payment of prevailing wages (i.e., union scale)- while not significantly impacting other costs. The second is the further expansion of both the application and costs of New York State Labor Law liability, which hold owners and general contractors absolutely liable for certain worker injuries on a job site, regardless of the actions of the worker. The variable rate for the 2010-2014 OCIP is nearly three times higher than that for the 2005-2009 OCIP ($31.70 vs. $12.02 per unit construction payroll). This sort of market-driven rate increase impacts the whole construction industry- whether insurance is general contractor-provided or through an OCIP. The resultant cost of MTA OCIP insurance is substantial, with nearly $900m allocated to date (see Tables 2a/b.)


Table 2a- MTA Agency OCIP Allocations (November 2014)

1995-1999 2000-2004 2005-2009 2010-2014

(millions) OCIP

Allocation

Construction

Value

OCIP

Allocation

Construction

Value

OCIP

Allocation

Construction

Value

OCIP

Allocation

Construction

Value

New York

City Transit

$19.4 $695.0 $124.0 $4,000.0 $129.4 $3,200.0 $98.9 $1,805.9

Long Island

Rail Road

2.8 105.0 13.4 340.3 13.7 344.2 9.2 166.0

Metro-North

Railroad

- - 11.8 289.3 20.6 519.1 19.6 327.4

Total $22.2 $800.0 $149.2 $4,629.7 $163.7 $4,063.3 $127.8 $2,299.4

Table 2b- MTA “Mega Project” OCIP Allocations (November 2014)

(millions) OCIP

Allocation

Construction

Value

East Side Access $279.1 $7,959.0

Second Ave Subway, Phase I 148.0 2,545.0

Total $427.1 $10,504.0

CCIPs Another method of insuring construction projects that an increasing number of large multi-state and multi-national general contractors are using is Contractor Controlled Insurance Programs (CCIPs.) This approach allows general contractors to provide insurance coverage across their project portfolio. CCIPs can be highly cost-competitive because they are able to aggregate risk across multiple projects located in multiple states. This is something that MTA OCIPs cannot do and results in a comparative disadvantage, since New York State premiums are very high. The MTA 7 West Extension “mega project” (an extension of the number 7 line to the west side of Manhattan) is an example of a recent project insured by a CCIP. EVALUATING MTA CAPITAL PROGRAM INSURANCE Due to the recent increases in MTA OCIP rates as well as the inherent value in evaluating a complex costly insurance program that the MTA has been using for many years, the MTA is seeking guidance to: i) realistically compare the competitiveness of MTA’s OCIP to general contractor-provided insurance and safety programs, including CCIPs; and ii) improve the MTA OCIP strategy. One of the mechanisms that MTA RIM has proposed to obtain experience and data that will be useful to develop the comparison is to “dual bid” a sample of capital projects (i.e., require bidders to submit bids with and without general contractor-provided insurance). These dual bids would involve different sizes of projects (e.g., $300m, $100m, $50m, $25m, $10m,) to cover different scales of projects and general contractors who may have varying insurance options at


their disposal. For example, general contractor-provided insurance may be provided via CCIP for the larger-size projects. In addition to financial and safety considerations, the consultant’s business case should address other relevant factors, including but not limited to:

• Insurance coverage terms, conditions, gaps between general contractors and sub-contractors;

• Avoided costs, such as carrying Owners Protective Liability coverage, evaluating and tracking general contractor-provided insurance, and litigation costs associated with enforcing indemnification agreements;

• Work site safety resources and practices; • Options for general contractor- and sub-contractor-provided insurance; • General contractor / labor ability to participate in OCIP-insured projects; • Impact on construction bid competitiveness (number of bidders, bid costs, MBE & WBE

participation); • Regional and industry best practices.

In light of the likely continuing evolution of the insurance market and the MTA Capital Program, it is likely that periodic reviews will be required to revalidate the optimal insurance strategy. The business case produced in this engagement will therefore serve as a template that can be updated as and when required, either by the consultant awarded this project (see option below), another consultant, or MTA in-house resources. 1.2 SCOPE The scope consists of the following seven tasks described below. The MTA currently anticipates that the Consultant’s compensation will be based on a fixed fee for each task:1

� Task 1: Review Historical Data – Work with relevant MTA Headquarters departments, including RIM, Capital Program Management, and Business Services Center to compile historical data on general contractor-provided insurance and MTA OCIPs. This will also include a review of prior analysis conducted by Deloitte & Touche in 2003 to examine the cost effectiveness of MTA OCIPs.

� Task 2: Meet with MTA Stakeholders – Interview stakeholders from relevant MTA Headquarters and Agency departments, including the aforementioned groups as well as Agency capital planning and program delivery groups, to understand practical issues associated with different means for insuring third-party MTA projects.

1 The listed tasks are based on the MTA’s current expectation regarding the appropriate tasks. A proposer must propose based on these tasks but may also, in addition, propose, with justification and explanation, variations of these tasks and additional tasks.


� Task 3: Analyze Insurance Market Trends – Conduct an assessment of historical and forecasted trends for the regional infrastructure construction insurance market (e.g., premiums, rates of using different types of insurance, emergent insurance products.) Also provide in-depth analysis of current and forecasted New York State Labor Law liability and workers compensation trends as they pertain to insurance coverage. Develop and deliver opinions about how these trends could impact the MTA, including the likely impact on how construction bids will be developed and priced.

� Task 4: Review Dual Bids – The MTA may conduct one or more dual bid procurements

in the timeframe of this consulting engagement. If this occurs, the consultant will be asked to assist the MTA in planning and/or reviewing the dual bids, to inform the business case.

� Task 5: Assess Best Practices – Review the approaches that property owners in the

transportation, infrastructure, and building industries use to insure their construction projects. Particular emphasis should be placed on regional peers (e.g., Port Authority of New York – New Jersey, New York City DOT, Tappan Zee Bridge Project,) who are subject to the same market dynamics and labor laws as the MTA. Identify best practices that are likely to help the MTA improve safety, control loss, reduce insurance costs, and provide other benefits.

� Task 6: Prepare Final Business Case – Develop a business case that provides both

quantitative and qualitative insight into the costs and benefits for each of the different methods for insuring projects and the merits of continued use of MTA OCIPs. At a minimum, the business case should incorporate the factors outlined in Section 1.1. It should also address the variety of projects that are included in the MTA Capital Program and identify circumstances where different insurance approaches for different classes of projects could yield the most effective strategy.

� Task 7: Guidance for Refreshing Business Case – The MTA will likely conduct periodic

updates of the business case, to revalidate its insurance strategy in the face of changing insurance needs and market conditions. While these refreshes would occur at future points in time, outside the scope of this engagement, the MTA seeks guidance regarding ongoing actions it should be taking to help support future reevaluations (e.g., data collection, dual-bidding, etc.) In particular, these actions should be targeted towards a refresh in the lead-up to the 2020-2024 Capital Program.

The MTA current schedule for initiation and completion of the above scope is four months but no more than six months from the MTA’s issuance of a notice to proceed. The MTA has also identified an option in the consulting agreement, covering the following scope:

� Option: Business Case Update – Following a similar approach to that outlined in the seven tasks above, update the original business case and guidance for how to perform periodic updates. Building upon the experience and insight gained in the preparation of


the original business case, revise the business case to reflect the latest business environment by incorporating:

o Recent MTA and peer experience, o New data (e.g., bids, capital project portfolio), o Updated market and regulatory trends, and o Changes to MTA business practices or capital needs.

Also provide an update to the original guidance on how to facilitate future business case updates.

The MTA currently anticipates that the Consultant’s compensation for this option would be based on a fixed fee. The timing for the option, if executed, would likely be in mid-2018, so that the findings would be available to inform the development of the anticipated 2020-2024 Capital Program. Proposers are not required to propose on this option, but are encouraged to do so. 1.3 PROJECT MANAGEMENT

All aspects of the project are subject to the review and approval of the MTA. Senior members of MTA RIM and Capital Program Management with significant experience in risk management, insurance, and capital planning will be assigned as liaisons to this project. Deliverables and as appropriate, progress reports and issues arising, will be reviewed by senior managers from MTA RIM, Capital Programs, and the MTA Agencies. Presentations will also be made to update these stakeholders at key project milestones. 1.4 SECURITY All key Contractor personnel associated with this process will likely require access to MTA physical facilities and security sensitive information. The contractor and its personnel shall be subject to all MTA policies and procedures regarding physical and electronic security and access to MTA physical and electronic property. As between the MTA and the consultant, all deliverables associated with this Scope of Work, including copyright, patent and other intellectual property rights, will be the sole property of the MTA. The consultant will exercise prudent electronic and physical computer security practices in respect to all activities undertaken in the course of performing the scope. 1.5 NON DISCLOSURE All contractor personnel will be required to sign a confidentiality agreement (see Appendix F).

of 19 MTA RFP No. 14391-1 Attachment B

ATTACHMENT B ALL AGENCY RESPONSIBILITY GUIDELINES

INFORMATION TO BE FURNISHED BY A BIDDER/PROPOSE R (Notes: All questions on this questionnaire must be answered; do not leave blanks - where appropriate, state "None" or "Not Applicable" (N/A) . If additional space is required to fully respond to any questions, please add sheets to this questionnaire and reference the questions/ answers appropriately. See Page 15 for Instruction on completing this form).

PART I. IDENTITY OF CONTRACTOR:

A. Contractor’s full legal name:__________________________________________

B. Tax ID Number (“TIN”), Employer Identification Number (“EIN”) and Social Security Number (“SSN”), as applicable:__________________________________

C. Contractor’s form of legal entity (corporation, joint venture, sole proprietorship, etc.):_______________________________________________________________

If the Contractor is a Joint Venture, or Partnership, please list all partner firms and/or parties to the Joint Venture below. All partners and/or parties listed are also required to individually complete a separate Contractor Responsibility Form.

(1) Partner/Party name:________________________________________________ TIN, EIN, or SSN_________________________________________________ Percentage of Ownership:___________________________________________

(2) Partner/Party Name:_______________________________________________ TIN, EIN or SSN:_________________________________________________ Percentage of ownership:___________________________________________

D. State or country under whose laws Contractor is organized and year organized: ___________________________________________________________________

E. Does the Contractor now use or, in the past ten (10) years has it used, TIN, EIN, doing business as or “DBA”, name, trade name or abbreviation other than the Contractor’s name or TIN, or EIN number listed in Part I.B. above? ________________

F. Contractor’s mailing address:___________________________________________ ___________________________________________________________________ ___________________________________________________________________

G. Contractor’s street address (complete only if different than “F”):_______________

___________________________________________________________________


H. Has contractor changed its address in the past five (5) years and, if so, what was the firm’s prior address(es)?____________________________________________________

I. Contractor’s telephone number:_______________Fax number:________________

Email address:_____________________________

PART II. IDENTITY OF PERSON COMPLETING THIS QUESTI ONNAIRE:

A. Name:_________________________________________________________

B. Employer/Title:__________________________________________________

C. Telephone number:______________________Fax number:_______________

D. Email address:__________________________Mobile number:____________ PART III. CONTRACTOR REPRESENTATIONS : If for any reason a representation on this questionnaire is not accurate and complete as of the time Contractor signs this form, Contractor must identify the provision and explain the reason in detail on a separate sheet. Absent such an explanation, Contractor represents that the following statements are complete and accurate: Please check this box if a separate sheet is attached: A. Statement of non-collusion as required by Section 2878 of the Public Authorities Law:

(1) By submission of this bid, each bidder and each person signing on behalf of any bidder certifies, and in the case of a joint bid each party thereto certifies as to its own organization, under penalty of perjury, that to the best of his knowledge and belief: a. The prices in this bid have been arrived at independently without collusion,

consultation, communication, or agreement, for the purpose of restricting competition, as to any matter relating to such prices with any other bidder or with any competitor;

b. Unless otherwise required by law, the prices which have been quoted in this bid

have not been knowingly disclosed by the bidder and will not knowingly be disclosed by the bidder prior to opening, directly or indirectly, to any other bidder or to any competitor; and

c. No attempt has been made or will be made by the bidder to induce any other person,

partnership or corporation to submit or not to submit a bid for the purpose of restricting competition.


(2) A bid shall not be considered for award nor shall any award be made where (1) (a), (b),

and (c) above have not been complied with; provided however, that if in any case the bidder cannot make the foregoing certification, the bidder shall so state and shall furnish with the bid a signed statement which sets forth in detail the reasons therefor. Where (1) (a), (b), and (c) above have not been complied with, the bid shall not be considered for award nor shall any award be made unless the Chief Procurement Officer of the Authority, or designee, determines that such disclosure was not made for the purpose of restricting competition.

The fact that a bidder (a) has published price lists, rates, or tariffs covering items being procured, (b) has informed prospective customers of proposed or pending publication of new or revised price lists for such items, or (c) has sold the same items to other customers at the same prices being bid, does not constitute, without more, a disclosure within the meaning of paragraph 1(a) herein.

B. Statement of no-conflict of interest:

(1) No appointed or elected official, member or other officer or employee of the City or State of New York, or of the Metropolitan Transportation Authority ("MTA"), or MTA's affiliates and subsidiaries: i) is interested, directly or indirectly, in any manner whatsoever in or in the performance of the Contract or in the supplies, work, or business to which it relates or in any portion of the profits thereof; or ii) has been or will be offered or given any tangible or intangible consideration in connection with this bid/proposal/Contract.

(2) Contractor covenants that neither Contractor nor, to the best of Contractor's knowledge

after diligent inquiry, any director, officer, owner or employee of Contractor or any person or entity with a 10% or more interest in Contractor has any interest nor shall they acquire any interest, directly or indirectly, which would conflict in any manner or degree with the faithful performance of the Contract hereunder.

(3) In the event Contractor has no prior knowledge of a conflict of interest as set forth in "1"

and "2" above and hereafter acquires information which indicates that there may be an actual or apparent violation of any of the above, Contractor shall promptly bring such information to the attention of the Authority's Chief Procurement Officer. Contractor shall thereafter cooperate with the Authority's review and investigation of such information, and comply with any instructions it receives from the Chief Procurement Officer in regard to remedying the situation.


C. The following questions apply to any bid, proposal, or contract between Contractor and the City or State of New York, any other state, any public authority or other public entity, the United States government, the MTA, and MTA affiliates and subsidiaries. (If the answer to any question is “YES,” Contractor must provide all relevant information on a separate sheet annexed hereto).

Please check this box if a separate sheet is attached:

The following questions apply to: i) Contractor, Contractor's parent, subsidiaries and affiliates of Contractor (if any); ii) any joint venture (including its individual members) and any other form of partnership (including its individual members) which includes Contractor or Contractor's parent, subsidiaries, or affiliates of Contractor, iii) Contractor's directors, officers, principals, managerial employees, and any person or entity with a 10% or more interest in Contractor; iv) any legal entity controlled, or 10% or more of which is owned, by Contractor, or by any director, officer, principal, managerial employee of Contractor, or by any person or entity with a 10% or more interest in Contractor.

(1) Within the past five (5) years, has Contractor been declared not responsible?

NO YES

(2) Has Contractor been debarred, suspended, or otherwise disqualified from bidding, proposing, or contracting?

NO YES

(3) Is there a proceeding pending relating to Contractor’s responsibility, debarment, suspension, or qualification to receive a public contract?

NO YES

(4) Within the past five (5) years, has Contractor defaulted on a contract or been terminated for cause?

NO YES

(5) Has a government agency or other public entity requested or required enforcement of any of its rights under a surety agreement on the basis of the Contractor’s default or in lieu of declaring Contractor in default?

NO YES

(6) Within the past five (5) years, has the Contractor been required to engage the services of an Integrity Monitor in connection with the award of or in order to complete, any public or private contract?

NO YES


(7) Within the past five (5) years, have Contractor’s safety practices/procedures been evaluated and ruled as less than satisfactory by the City or State of New York, any other state, any public authority or any public entity, the United States government, the MTA, MTA affiliates or subsidiaries?

NO YES

(8) Has Contractor’s Workers Compensation Experience Rating been 1.2 or greater at any time in the last five (5) years? If “yes”, please explain.

NO YES

D. Consent to the jurisdiction of New York courts and to service of process: (1) If Contractor is not organized under the laws of the State of New York, Contractor

consents to the jurisdiction of the Courts of the State of New York and to the jurisdiction of any federal court located within the City of New York, with respect to any matter pertaining to Contractor's bid/proposal and, if the Contract is awarded to Contractor, to the Contract.

(2) Contractor agrees that service of process in any judicial or administrative action may be

made upon it by certified mail, return receipt requested, sent to the mailing address for Contractor specified above.

(3) Contractor agrees that any judicial or administrative action or proceeding commenced

by Contractor against the Authority shall only be commenced in a state or federal court or agency located within the City of New York.

PART IV. QUESTIONS WHICH MUST BE ANSWERED BY "YES" or "NO" : (In the event of a "YES," Contractor must provide all relevant information on a separate sheet annexed hereto, and the Authority reserves the right to inquire further with respect thereto.)

To the best of your knowledge after diligent inquiry, in connection with the business of Contractor or any other firm which is related to Contractor by any degree of common ownership, control, or otherwise, do any of the following statements apply to: i) Contractor, Contractor's parent, subsidiaries and affiliates of Contractor (if any); ii) any joint venture (including its individual members) and any other form of partnership (including its individual members) which includes Contractor or Contractor's parent, subsidiaries, or affiliates of Contractor; iii) Contractor's directors, officers, principals, managerial employees, and any person or entity with a 10% or more interest in Contractor; iv) any legal entity controlled, or 10% or more of which is owned, by Contractor, or by any director, officer, principal, managerial employee of Contractor, or by any person or entity with a 10% or more interest in Contractor.


A. Within the past ten (10) years, has been convicted of or pleaded nolo contendre to (1) any felony or (2) a misdemeanor related to truthfulness in connection with business conduct.

NO YES

B. Has pending before any state or federal grand jury or court an indictment or information of the commission of a crime which has not been favorably terminated.

NO YES

C. Is the subject of a pending investigation by any grand jury, commission, committee or other entity or agency or authority of any local, state, or the federal government in connection with the commission or alleged commission of a crime.

NO YES

D. Is currently disqualified from selling or submitting bids/proposals to or receiving awards from or entering into any contract with any federal, state or local government agency, any public authority or any other public entity.

NO YES

E. Within the past five (5) years, has refused to testify or to answer any question concerning a bid or contract with any federal, state, or local government agency, any public authority or any other public entity when called before a grand jury or other committee, agency or forum which is empowered to compel the attendance of witnesses and examine them under oath, upon being advised that neither the person's statement nor any information or evidence derived from such statement will be used against that person in any subsequent criminal proceeding.

NO YES

F. Is currently disqualified from selling or submitting a bid to, or receiving an award from, or entering into any contract with any public entity or public authority within the State of New York because, within the past five (5) years, such entity or person refused to testify or to answer any relevant question concerning a transaction or contract with the State of New York, any political subdivision of the State of New York, or a public authority or a public department, agency or official of the State of New York or of a political subdivision of the State of New York, when called before a grand jury or other state or local department, commission or agency which is empowered to compel the attendance of witnesses and examine them under oath, upon being advised that neither that person's statement nor any information or evidence derived from such statement will be used against that person in any subsequent criminal proceeding.

NO YES


G. Has within a ten (10) year period preceding this Bid/Proposal been convicted of or had a civil judgment rendered against it for or in relation to: (i) commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (federal, state or local) transaction or contract under a public transaction; (ii) collusion with another person or entity in connection with the submission of bid/proposals; (iii) violation of federal or state antitrust statutes or False Claims Acts; or (iv) commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statement(s) or receiving stolen property.

NO YES

PART V. ADDITIONAL QUESTIONS: In the event of a “Yes”, Contractor must provide all relevant information on a separate sheet annexed hereto, and the Authority reserves the right to inquire further with respect thereto.

A. List the name, title, and home and business address of each person or legal entity which has a 10% or more ownership or control interest in Contractor:

Name:_____________________________________________________________ Title:______________________________________________________________ Home address:_______________________________________________________ ___________________________________________________________________ Business address:_____________________________________________________

B. List the name, title, and home and business address of each director and principal officer of Contractor:

Name:______________________________________________________________ Title:_______________________________________________________________ Home address:______________________________________________________ ___________________________________________________________________ Business address:____________________________________________________

__________________________________________________________________

C. In the past ten (10) years, has Contractor entered into a consent decree, deferred prosecution agreement, or a non-prosecution agreement?

NO YES

D. In the past three (3) years, has Contractor been a subcontractor

on any contract with the Authority?

NO YES


E. In the past seven (7) years, have any bankruptcy proceedings been

initiated by or against the Contractor (whether or not closed) or is any bankruptcy proceeding pending by or against the Contractor regardless of the date of filing?

NO YES

F. In the past five (5) years, have there been any judgments,

injunctions, or liens of $100,000 or more, including but not limited to, judgments based on taxes owed, fines and penalties assessed by a government agency against Contractor at any time?

NO YES

G. Are there any judgments, injunctions, or liens for $100,000 or more each against Contractor that remain open, unsatisfied or in effect today?

NO YES

H. During the past five (5) years, has the Contractor failed to file any applicable federal, state or local tax return?

NO YES

I. Does the Contractor own or rent office space? Please provide details.

NO YES

J. Does any principal owner or officer of the Contractor, or any member of his/her immediate family, have an ownership interest in any entity that holds the title or lease to any real property used by the Contractor?

NO YES

K. Does Contractor share office space, staff, equipment, or expenses with any other entities? If “YES”, please provide details.

NO YES

L. Contractor is required to provide a list of contracts as requested in (1) and (2) below. For each of the contracts listed in (1) and (2) below, Contractor shall provide a brief description of the work performed, the contract number, the dollar amount at award and at completion, date completed, and the name and telephone number of the owner’s representative:

(1) List all contracts completed during the last three (3) years. If more than three (3) contracts have been completed in the past three (3) years, list the last three (3) contracts completed . a. Brief description of work performed:_____________________________

___________________________________________________________ Contract number:_____________________________________________ Dollar amount of award:_______________________________________ Date completed:______________________________________________


Name/Telephone number of company and Owner’s Representative: _____________________________ Dollar Amount at completion: ____________________________

b. Brief description of work performed:_____________________________ ___________________________________________________________

Contract number:_____________________________________________ Dollar amount of award:_______________________________________ Date completed:______________________________________________ Name/Telephone number of company and Owner’s Representative: _____________________________ Dollar Amount at completion: ____________________________

c. Brief description of work performed:_____________________________ ___________________________________________________________


(2) List each contract completed by Contractor during the last three (3) years for which liquidated damages or penalty provisions were assessed against Contractor for failure to complete the work on time or for any other reason. Contractor is required to provide an explanation of the circumstances for each contract.

a. Brief description of work performed:_____________________________ ___________________________________________________________


b. Brief description of work performed:_____________________________ ___________________________________________________________



c. Brief description of work performed:_____________________________

___________________________________________________________ Contract number:_____________________________________________ Dollar amount of award:_______________________________________ Date completed:______________________________________________ Name/Telephone number of company and Owner’s Representative: _____________________________ Dollar Amount at completion: ____________________________

If none of the above situations occurred during the last three (3) years, state “NONE” here: __________

M. Furnish the following information for each contract for which, during the last three (3) years, the

Contractor was: (1) Terminated for default; or (2) Sued to compel performance; or

(3) Sued to recover damages, including, without limitation, upon an alleged breach of contract, misfeasance, error or omission or other alleged failure on Contractor’s part to perform as required by the contract; or

(4) Called upon a surety to perform the work; or (5) Required to engage the services of an Integrity Monitor in connection with the award of or in

order to complete, any public or private contract; or (6) Required to draw on a letter of credit in lieu of a performance bond.

a. Brief description of work performed:____________________________ __________________________________________________________

Contract number:____________________________________________ Dollar amount of award:______________________________________

Date completed:_____________________________________________ Name/Telephone number of owner’s representative: ________________ __________________________________________________________

If none of the above situations occurred during the last three (3) years, state “NONE” here: ____________

N. List all Contractor employees: (Attach additional sheets as needed)

(1) Who are currently employees of MTA or any MTA subsidiary or affiliate:

Name:_________________________________________________________

Currently employed by: (check as appropriate)

MTA NYCT MaBSTOA SIRTOA MNCR

LIRR MSBA TBTA MTACC MTA BC


Name:___________________________________________________________

Currently employed by:



Name:___________________________________________________________

Currently employed by:



(2) Who within the past two (2) years have been MTA or any MTA subsidiary or affiliate employees who were involved on behalf of Contractor with the preparation of this bid/proposal or would be involved in the performance of the contract if it is awarded to Contractor.

Name:_________________________________________________________

Currently employed by:___________________________________________



Name:_________________________________________________________

Currently employed by:___________________________________________




O. Provide certified financial statements for Contractor’s last three (3) fiscal years. If Contractor does not

have certified financial statements, provide financial statements sworn to by Contractor’s chief financial officer. If Contractor is unable to provide any such statements, provide other information which will enable the Authority to evaluate and determine whether Contractor has sufficient financial resources to enable Contractor to perform the Contract.

P. Does Contractor have a subsidiary or affiliate? NO YES

Q. Is Contractor a subsidiary of another entity? NO YES

R. Within the past five (5) years or currently, does Contractor, any director, officer, principal, managerial employee of Contractor, or any person or entity with a 10% or more interest in Contractor have an interest of 10% or more in any other firm or legal entity?

NO YES

S. If the answer to P, Q or R is “YES,” would Contractor’s answers pertaining to Part V Questions A through M above be the same for each such parent, subsidiary, affiliate, firm or legal entity? If not, please provide a full explanation on a separate sheet of paper.

T. Describe the resources, including but not limited to, staffing, facilities, equipment, and tools that Contractor will commit to the performance of this contract. If this information is provided elsewhere in Contractor’s bid/proposal, please enter below the reference to that section in Contractor’s submission that responds to this question.

See Section:______________________________________

Contractor must sign here: _____________________________________________ Authorized Signature Date: __________________________


METROPOLITAN TRANSPORTATION AUTHORITY CONTRACTOR RESPONSIBILITY FORM

AFFIDAVIT AND ACKNOWLEDGEMENT

(Complete and submit this Affidavit and Acknowledgement Form unless

the Affidavit of No Change applies.) STATE OF ________________) ) SS: COUNTY OF______________) On the ____ day of ___________201__, before me personally came and appeared ______________________ by me known to be said person, who swore under oath as follows:

1. I am _______________________ of _________________________________. (Print name and title) (Print name of firm)

2. I am duly authorized to sign this questionnaire on behalf of said firm and duly signed

this document pursuant to said authorization.

3. The answers to the questions set forth in the Metropolitan Transportation Authority Contractor Responsibility Form and, except as set forth in the stated exceptions in Part III, the representations set forth in this questionnaire, are true, accurate and complete. I authorize the MTA to verify any such information and to conduct any background checks it deems appropriate.

4. I acknowledge and understand that the questionnaire includes provisions which are

deemed included in the contract if awarded to the firm. ______________________________ Signature

Sworn to and subscribed to before me this ____ day of ____________, 201_. ______________________________ Notary Public ____________ County My commission expires: __________


METROPOLITAN TRANSPORTATION AUTHORITY CONTRACTOR RESPONSIBILITY FORM

AFFIDAVIT OF NO CHANGE AND ACKNOWLEDGEMENT

STATE OF ________________) ) SS: COUNTY OF______________) On the ____ day of ___________201__, before me personally came and appeared ______________________ by me known to be said person, who swore under oath as follows:

1. I am _______________________ of __________________________________. (Print name and title) (Print name of firm)

2. I am duly authorized to sign this Affidavit of No Change on behalf of said firm and

duly signed this document pursuant to said authorization.

3. The Contractor previously submitted a Metropolitan Transportation Authority Contractor Responsibility Form within six (6) months prior to the date hereof to the Metropolitan Transportation Authority or an MTA subsidiary or affiliate.

4. Attached is an accurate and true copy of such previously submitted MTA Contractor Responsibility Form.

5. I hereby certify that there has been no material change in the information specified on such attached Contractor Responsibility Form except as follows: ______________________________________________________________________________________________________________________________

6. I acknowledge and understand that the previously submitted MTA Contractor

Responsibility Form includes provisions which are deemed included in the contract if awarded to the firm.

______________________________ Signature Sworn to and subscribed to before me this ____ day of ____________, 201_ ______________________________ Notary Public ____________ County My commission expires: __________


METROPOLITAN TRANSPORTATION AUTHORITY

CONTRACTOR RESPONSIBILITY FORM INSTRUCTIONS1

1. Who should complete and sign the Contractor Responsibility Form? This form must be

completed for all contracts of $250,000 or greater. In addition, contractors and known subcontractors in contracts involving “Special Circumstances” must complete this form. “Special Circumstances” are defined herein as contracts or subcontracts in excess of $100,000 in the following areas: painting; scrap; hazardous materials; concrete; lead; asbestos; inspection and testing; security-related projects; carting; and textiles and garments; or such area the Authority may designate from time to time. In addition, all known subcontractors having subcontracts in excess of $1 million must complete this form. The person who completes the Contractor Responsibility Form on behalf of the submitting contractor or subcontractor must provide his/her title; telephone/fax number and e-mail address in Part II of the questionnaire. The person who signs the questionnaire on behalf of the submitting contractor or subcontractor should be either Chief Executive, Executive Director, Chief Administrator, President, Vice President, Treasurer, Secretary, Chair of the Board of Directors, or the principal owner or officer responsible for administering the submitting contractor’s contract.

2. Who should complete and sign an Affidavit of No Change? If the Contractor has

previously submitted a Contractor Responsibility Form within one year prior to the present date and there have been no material changes in the information specified on that form, two original signed, notarized Affidavits of No Change must be executed for the submitting Contractor. It is required that one of the principal owners/officers whose title is listed in Paragraph 1 above execute the Affidavit of No Change on behalf of the submitting contractor.

3. For purposes of this questionnaire, the terms “Contractor,” “bidder,” and

“bidder/proposer” refer to both a bidder/proposer and to the firm to be awarded the contract, as well as Contractors seeking subcontracts for $1 million and more, or Contractors seeking contracts or subcontracts in special circumstances of $100,000 or more. All of the questions refer to the firm awarded the contract, with the exception of the questions in Parts III.C. and IV, which include separate instructions.

1 PERSONAL PRIVACY PROTECTION LAW NOTIFICATION The information the Contractor is providing on this application, including information about Key People, is requested pursuant to the New York State Public Authorities Law for the purposes of determining the Applicant Firm’s responsibility for a contract award. Failure to provide the specified information and authorization requested may, in the sole discretion of the MTA, prevent your firm’s award of a contract by the MTA and/or its agencies. The information will be kept in a file maintained by MTA and its agencies or other files maintained under the authority of MTA and its agencies. Information which, because of any name, number, symbol, mark or other identifier, can be used to identify a person, shall be received, maintained and used by the MTA and its agencies solely for the above-stated purposes and will be protected from public disclosure to the fullest extent permitted by law.


4. For all questions, matters on appeal must be disclosed.

5. Unless otherwise noted, all questions relate to the previous ten (10) years. 6. All questions on this questionnaire must be answered; do not leave blanks. Where

appropriate, state “None” or “Not Applicable” (N/A).

7. If additional space is required to fully respond to any question, please add sheets to this questionnaire and reference the question/answer appropriately.

8. This form includes:

a. Contractor representations and obligations (Part III) which (a) apply to Contractor's

bid/proposal; and (b) are deemed incorporated into the contract between the Contractor and Authority if the contract is awarded to Contractor. If any representation is not accurate and complete at the time Contractor signs this form, Contractor must, as part of its bid, identify the provision and explain the reason in detail on a separate sheet, as provided in Part III; and

b. Questions which Contractor must answer as part of its bid/proposal (Parts III.C., IV, and V).

9. If during the performance of this Contract, either of the following occurs, Contractor

shall promptly give notice in writing of the situation to the Authority's Chief Procurement Officer, and thereafter cooperate with the Authority's review and investigation of such information.

a. Contractor has reason to believe that any representation or answer to any question

contained in this Contractor Responsibility Form was not accurate or complete at the time Contractor Responsibility Form was signed; or

b. Events occur or circumstances change so that an answer to any question on this Form is no longer accurate or complete.

10. In the Authority's sole discretion, the following shall constitute grounds for the Authority to

take remedial action up to and including immediate termination of the Contract for convenience without payment for profit and overhead for work not performed if:

a. Contractor fails to notify the Chief Procurement Officer as required by "9" above;

b. Contractor fails to cooperate with the Authority's request for additional information as

required by "9" above;


c. Contractor, a Contractor director, officer, principal, managerial employee, or owner of a 10% or more interest in Contractor, is convicted of a crime involving a public contract; or

d. Significant concerns about the Contractor's integrity are raised based upon an evaluation

of the events underlying any other determination, indictment, conviction, or other allegation that Contractor or a Contractor director, officer, principal, managerial employee, or owner of a 10% or more interest in Contractor, or has been involved in any felony or a misdemeanor related to truthfulness and/or business conduct in the past ten (10) years.

11. The Authority reserves the right to inquire further with respect to Contractor's responses;

and Contractor consents to such further inquiry and agrees to furnish all relevant documents and information as requested by the Authority. Any response to this document prior or subsequent to Contractor's bid or proposal which is or may be construed as unfavorable to Contractor will not necessarily automatically result in a negative finding on the question of Contractor’s responsibility or a decision to terminate the Contract if it is awarded to Contractor.

12. Definitions:

a. Affiliate: An entity in which the parent of the submitting contractor owns more than

fifty (50) % of the voting stock and/or an entity in which a group of principal owners or officers that owns more than fifty (50) % of the submitting contractor also owns more than fifty (50) % of the voting stock.

b. Authority: refers to the MTA and/or MTA subsidiary or affiliate to which the

Contractor is submitting its bid or proposal and/or which is awarding the contract sought.

c. Control: The submitting contractor is controlled by another entity when: (1) the other

entity holds ten (10) % or more of the voting stock of the submitting contractor; or (2) the other entity directs or has the right to direct daily operations. The submitting contractor controls another entity when: (1) it holds ten (10) % or more of the voting stock of the other entity; or (2) it directs or has the right to direct daily operations.

d. Government agency(ies): include city, state, federal public agencies, quasi-public

agencies, authorities and corporations, public development corporations, public benefit corporations and local development corporations.

e. Integrity Monitor: includes an Independent Private Sector Inspector General

(“IPSIG”), or any independent private sector firm with legal, audit, investigative and loss prevention skills, employed by an organization or government entity, either voluntarily or by compulsory process, to monitor an entity’s business activities to ensure compliance with relevant laws and regulations, as well as to uncover and report unethical or illegal conduct within and against the entity.


f. Joint Venture: a business undertaking by two or more persons, corporations or other

legal entities engaged in a single defined project. The necessary elements are: (1) an express or implied agreement; (2) a common purpose the group intends to carry out; and (3) shared profits and losses.

g. Managerial employees or managerial capacity: Employees in a supervisory capacity

who, either by virtue of their title or their duties, operate with discretion over solicitation, letting, or management of contracts with public agencies.

h. Metropolitan Transportation Authority (“MTA”) subsidiary or affiliate includes:

New York City Transit Authority (“NYCT”), Manhattan and Bronx Surface Transit Operating Authority (“MaBSTOA”), Staten Island Rapid Transit Operating Authority (“SIRTOA”), Triborough Bridge and Tunnel Authority (“TBTA”), Metro-North Commuter Railroad Company (“MNCR”), Long Island Rail Road (“LIRR”), Metropolitan Suburban Bus Authority (“MSBA”), MTA Bus Company (“MTA BC”), MTA Capital Construction (“MTACC”) and First Mutual Transportation Assurance Company (“FMTAC”).

i. Officer: Any individual who serves as or performs the functions of chief executive

officer, chief financial officer, or chief operating officer of the submitting contractor, without regard to such individual’s title. president, vice president, secretary, treasurer, board chairperson, trustee (individual or entity who administers a trust) or their equivalents.

j. Parent: Any entity including, but not limited to any individual, partnership, joint

venture or corporation which owns (50) % or more of the voting stock of another entity.

k. Principal Owner: An individual, partnership, joint venture or corporation that holds a

ten (10) % or greater ownership interest in a submitting contractor or subcontractor.

l. Share: To have space, staff, equipment, expenses, or use such items, in common with one or more other entities.

m. Significant Adverse Information: includes but is not limited to an unsatisfactory final

performance evaluation on a contract with any MTA agency within the immediate prior three (3) years, an uncured interim unsatisfactory rating on a contract with any MTA agency, or an answer of “yes” to any question in Part IV herein.


n. Subcontract: An agreement between an individual or entity that is a party to a

contract and another individual or entity which is for the provision of goods, services or construction pursuant to that contract, and has a value that when aggregated with the values of all other such agreements with the same individual or entity and subcontractor during the immediately preceding twelve (12) month period is valued at one million dollars ($1,000,000) or more, and in special circumstances involving agreements of $100,000 or more.

o. Submitting Contractor: The entity submitting the Contractor Responsibility Form.

p. Subsidiary: An entity in which the majority of the voting stock is owned by a parent.

of 2 MTA RFP No. 14391-1 Appendix B

NOTE: Wherever the word “Consultant” is used herein it shall mean “Contractor”.

APPENDIX B

AFFIRMATIVE ACTION/EEO REQUIREMENTS The Proposer agrees to the terms and conditions of non-discrimination as set forth within. The Proposer, as a precondition to entering into a valid and binding contract, shall during the performance of this contract, agree to the following: (a) The consultant will not discriminate against any employee or applicant for employment

because of race, creed, color, national origin, sex, age, disability or marital status. The consultant will undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal employment opportunities without discrimination because of race, creed, color, national origin, sex, age, disability or marital status. The consultant shall make and document its conscientious and active efforts to employ and utilize minority group members and women in its work force on this contract. For these purposes, affirmative action shall apply in the areas of recruitment, employment, job assignment, promotion, upgradings, demotion, transfer, layoff, or termination and rates of pay or other forms of compensation.

(b) The consultant shall state in all solicitations or advertisements for employees that, in the

performance of this contract, all qualified applicants will be afforded equal employment opportunities without discrimination because of race, creed, color, national origin, sex, age, disability or marital status.

(c) At the request of the Authority, the consultant shall request each employment agency,

labor union, or authorized representative of workers with which it has a collective bargaining or other agreement or understanding, to furnish a written statement that such employment agency, labor union, or representative will not discriminate on the basis of race, creed, color, national origin, sex, age, disability or marital status and that such union or representative will affirmatively cooperate in the implementation of the consultant's obligations herein.

(d) After an award of this contract, the consultant shall submit to the Authority a workforce

utilization report, in a form and manner required by the Authority, of the work force actually utilized on this contract, broken down by specified ethnic background, gender, and Federal Occupational Categories or other appropriate categories specified by the Authority.

(e) Prior to the award of this contract, the consultant shall submit an Equal Employment

Opportunity (EEO) Policy Statement and an EEO-1 form to the Authority within the time frame established by the Authority. The consultant's EEO Policy Statement shall contain, but not necessarily be limited to, and the consultant, as a precondition to entering into this contract shall, during the performance of the contract, agree to the provisions set forth in paragraphs (a)-(c) above. The EEO-1 Form shall reflect consultant information on the

of 2 MTA RFP No. 14391-1 Appendix B

NOTE: Wherever the word “Consultant” is used herein it shall mean “Contractor”.

ethnic background, gender, and Federal Occupational Categories of the employees to be utilized on this contract.

(f) Within sixty (60) days of the execution of this Contract, the Consultant shall submit a Staffing Plan (Form Staffpln), in a form and manner required by the Authority, which shall contain information on employees projected to work on activities related to the contract. This information must be broken down by specified ethnic background, gender and related job titles.

(g) For construction contracts, after the award of the contract, the contractor shall submit on a monthly basis, in a form and manner required by the Authority, throughout the life of the contract, a Work Force Utilization Report (Form WF-257 - Construction) which details employee's hours worked on activities related to this contract. This information must be broken down by specified ethnic background, gender and related job titles.

(h) Except for construction contracts, after the award of the contract, the consultant shall submit on a semi-annual basis, in a form and manner required by the Authority, throughout the life of the contract, a Work Force Utilization Report (Form WF-257 - Service and/or Consultant Firms) which details the number of employees that worked on activities related to this contract. This information must be broken down by specified ethnic background, gender and related job titles. In instances where a consultant's workforce cannot be broken out, the consultant must affirm such and submit an EEO-1 Form detailing its current workforce.

(i) The provisions of this Appendix shall not apply to the extent the consultant or a subconsultant has obtained a waiver from the Authority based on duplication or conflict with federal laws.

(j) The consultant agrees to include the language of the provisions of paragraphs (a)-(i) above in every subconsultant agreement in such manner that the requirements of the provisions will be binding upon each subconsultant and each party to this contract as to work in connection with this contract, including the requirement that subconsultants and parties to this contract shall undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal employment opportunities without discrimination and, when requested, provide to the consultant information on the ethnic background, gender, and Federal Occupational Categories of the employees to be utilized on this contract.

Attachments: Forms: - EEO-1; Staffing Plan; WF-257/Construction, incl. Instructions; WF-257/Service and/or Consultant Firms, incl. Instructions.

6/01

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STAFFING PLAN Project/RFP Title: Location of Contract : County ZIP Contractor/Firm Name: Address : City State ZIP Check applicable categories: (1) Staff Estimates include: Contract/Project Staff Total Work Force Subcontractors (2) Type of Contract: Construction Consultants Commodities Services/Consultants

Total Anticipated Work Force

Total

Percent Minority

Employees

Total Percent

Female Employees

Federal Occupational Category

Total Number of Employees

Black (Not of Hispanic Origin)

Hispanic Asian or Pacific Islander

Native American/

Alaskan Native

Male Female Male Female Male Female Male Female Male Female

Officials/Admin.

Professionals

Technicians

Sales Workers

Office & Clerical

Craft Workers

Operatives

Laborers

Service Workers

TOTALS

Company Official's Name: Title : Company Official's Signature: ______________________________________________________ Date: Telephone Number: ( ) _________________________________________________________

DMWB/PAIS (CC) 12/93

6/01

Boiler/AA-EEO/Forms/Staffing Plan.doc

MTA RFP No. 14391-1 Page 1 of 1 (Staffpln) Appendix B Forms

MTA RFP No. 14391-1 Page 1 of 3 (EEO-1) Appendix B Forms

METROPOLITAN TRANSPORTATION AUTHORITY Office of Civil Rights EQUAL EMPLOYMENT OPPORTUNITY EMPLOYER INFORMATION REPORT EEO-1

Section A – TYPE OF REPORT

1. Indicate by marking in the appropriate box the type of reporting unit for which this copy of the form is submitted (MARK ONLY ONE BOX):

Multi-establishment Employer:

(1) Single-establishment Employer Report (2) Consolidated Report (Required)

(3) Headquarters Unit Report (Required)

(4) Individual Establishment Report (submit one for each establishment with 50 or more employees)

(5) Special Report

2. Total number of reports being filed by this Company: (Answer on Consolidated Report only) ____________________

Section B – COMPANY IDENTIFICATION (To be answered by all employers) OFFICE USE ONLY

1. Parent Company:

a. Name of parent company (owns or controls establishment in Item 2 below). (Omit if same as above)

a.

Address (Number and Street)

b.

City or Town

State ZIP code c.

2. Establishment for which this report is filed: (Omit if same as above)

a. Name of establishment: d.

Address (Number and street) City or Town County State ZIP code e.

b. Employer Identification No. (IRS 9-DIGIT TAX NUMBER): ______________________________________ f.

c. Was an EEO-1 report filed for this establishment last year? (6) Yes (7) No

MTA RFP No. 14391-1 Page 2 of 3 (EEO-1) Appendix B Forms

METROPOLITAN TRANSPORTATION AUTHORITY Office of Civil Rights

EQUAL EMPLOYMENT OPPORTUNITY EMPLOYMENT INFORMATION REPORT EEO-1

Section C – EMPLOYMENT DATA

Employment at this establishment - Report all permanent full-time and part-time employees including apprentices and on-the-job trainees unless specifically excluded as set forth in the instructions. Enter the appropriate figures on all lines and in all columns. Blank spaces will be considered as zeros.

Job Categories

NUMBER OF EMPLOYEES

MALE FEMALE

Overall Totals (Sum of Col. B thru K) A

White (Not of Hispanic Origin) B

Black (Not of Hispanic Origin) C

Hispanic D

Asian or Pacific Islander E

American Indian or Alaskan Native F

White (Not of Hispanic Origin) G

Black (Not of Hispanic Origin) H

Hispanic I

Asian or Pacific Islander J

American Indian or Alaskan Native K

Officials and Managers l

Professionals 2

Technicians 3

Sales Workers 4

Office & Clerical 5

Craft Workers (Skilled) 6

Operatives (Semi-Skilled)

7

Laborers (Unskilled) 8

Service Workers 9

TOTAL 10

Total employment reported in previous EEO-1 report 11

NOTE: Omit Questions 1 and 2 on the Consolidated Report.

1. Date(s) of payroll period used: _______________________ 2. Does this establishment employ apprentices? (8) Yes (9) No

MTA RFP No. 13104 Page 3 of 3 (EEO-1) Appendix B Forms

METROPOLITAN TRANSPORTATION AUTHORITY Office of Civil Rights

EQUAL EMPLOYMENT OPPORTUNITY EMPLOYER INFORMATION REPORT EEO-1

Section D – ESTABLISHMENT INFORMATION (Omit on the Consolidated Report)

1. What is the major activity of this establishment? (Be specific, i.e., manufacturing steel castings, retail grocer, wholesale plumbing supplies, title insurance, etc. Include the specific type of product or type of service provided, as well as the principal business or industrial activity.)

OFFICE USE

ONLY

g.

Section E – REMARKS

1. Use this item to give any identification data appearing on last report which differs from that given above, explain major changes in

composition or reporting units and other pertinent information.

Section F – CERTIFICATION

Check (10) All reports are accurate and were prepared in accordance with the instructions (check on Consolidated only)

One: (11) This report is accurate and was prepared in accordance with the instructions.

Name of Certifying Official Title Signature Date

Name of person to contact regarding this report (type or print)

Address (Number and Street)

Title City and State ZIP Code Telephone Number (Including Area Code)

All reports and information obtained from individual reports will be kept confidential as required by Section 709(e) of Title VII. WILLFULLY FALSE STATEMENTS ON THIS REPORT ARE PUNISHABLE BY LAW, U.S. CODE, TITLE 18, SECTION 1001. 6/01 Boiler/AA-EEO/Forms/EEO-1.doc

MTA RFP No. 14391-1 Page 1 of 3 (Construct) Appendix B Forms

MONTHLY WORK FORCE UTILIZATION REPORT – F ORM WF-257 CONSTRUCTION Agency: /Code Reporting Period: Contractor/Firm Name: Address: City State ZIP

Federal Id/Payee Id No.: Check one: Prime Contractor Subcontractor

Contract Amount: $

Contract No. : Location of Work: County ZIP Contract Start Date: Percent of Job Completed:

**F = Foreman/ Supervisor J = Journeyworker A = Apprentice/

Trainee

Total Hours Worked During Reporting Period


Total Number of Minority

Employees

Job or Trade Category

**

Total Hours Worked/All Employees

Black (Not of Hispanic

Origin)

Hispanic

Asian or Pacific

Islander

Native American/ Alaskan Native

Minority

%

Female

%

M F M F M F M F M F M F M F

Field Office

Staff:

Professionals

Office/Clerical

Laborers F

J

A

Equipment Operators

F

J

A

Surveyors F

J

A

Truck Drivers F

J

A

Iron Workers F

J

A

Carpenters F

J

A

Cement Masons F

J

A


MONTHLY WORK FORCE UTILIZATION REPORT – FORM WF-257

CONSTRUCTION (Cont’d) **F = Foreman/ Supervisor J = Journeyworker A = Apprentice/

Trainee

Total Hours Worked During Reporting Period


Total Number of Minority Employees

Job or Trade

Category

**

Total Hours Worked All Employees


Origin)

Hispanic

Asian or Pacific

Islander

Native American/

Alaskan Native

Minority

%

Female

%

M F M F M F M F M F M F M F

Painters F

J

A

Electricians F

J

A

Plumbers F

J

A

Other:

F

J

A

F

J

A

F

J

A

GRAND TOTALS

Company Official's Name: Title: Company Official's Signature: Date: Telephone Number: ( ) ________________________________________________

FORM WF-257 – Construction cons.257


MONTHLY WORK FORCE UTILIZATION REPORT – FORM WF-257

CONSTRUCTION INSTRUCTIONS FOR COMPLETION PURPOSE: The Monthly Work Force Utilization Report is prepared by all construction contractors and subcontractors to document their actual employment of minority group members and women during the period covered by the report. The report has a format similar to forms used by the Federal government (e.g. U.S. Department of Labor) for reporting equal employment opportunity data. The report covers all hourly workers, including foremen, supervisors or crew chiefs, journey workers and apprentices or trainees working on the project. Professional and office clerical field office staff working on the contract shall also be reported. The completed reports are used by the contracting state agency to monitor the contractor's and subcontractor's compliance with the contract's equal employment opportunity requirements. GENERAL INFORMATION: 1. Name of contracting state agency and state agency code (five digit code). 2. Reporting period covered by report (month/year). 3. Contractor or subcontractor firm name (prime contractor on summary report submitted to agency) and address (including city

name, state and zip code). 4. Contractor or subcontractor Federal Employer Identification number or payee identification number (prime contractor i.d. on

summary report); check to indicate prime or subcontractor report. 5. Contract Amount is dollar amount based on terms of the contract. 6. Contract number is the agency assigned number given to the contract (seven digits). 7. Location of work including county and zip code where work is performed. 8. Contract start date is month/day/year work on contract actually began. 9. Contractor's estimate of the percentage of work completed at the end of this reporting period. JOB OR TRADE CATEGORIES : A field office staff category plus ten job categories are printed on the form. These are trades commonly used in construction. The categories are intended to be general in nature, and may include several occupational job titles. IF trades other than those identified are required to perform work on the contract, this work should be combined and reported in the "Other" category. Work level designations of foreman/supervisor (F), journeyworker (J), and apprentice/trainee (A) are included as separate entries for each standard job category; hours worked must be recorded opposite the appropriate work level for each. TOTAL HOURS WORKED DURING REPORTING PERIOD : Report the total hours worked by all employees during the reporting period,

regardless of ethnicity, under each job category in column (1) for males (M) and column (2) for females (F). In columns (3) thru (10) report the total hours worked by male and female minority group members of one of the following defined groups:

• Black (not of Hispanic origin): all persons having origins in any of the Black African racial groups; • Hispanic: all persons of Mexican, Puerto Rican, Dominican, Cuban, Central or South American descent of either Indian or

Hispanic origin, regardless of race; • Asian or Pacific Islander: all persons having origins in any of the Far East countries, South East Asia, the

Indian subcontinent or the Pacific Islands; • Native American or Alaskan Native: all persons having origins in any of the original peoples of North America.

MINORITY % = sum of all employment of minority group members (M and F) in the job category divided by the total hours worked by all employees in that job category (column 1 + column 2). FEMALE % = total hours worked by all female employees in the job category (column 2) divided by the total hours worked by all employees in that job category (column 1 + column 2). TOTAL NUMBER OF EMPLOYEES : record the total number of all persons employed during the reporting period, regardless of ethnicity; report the numbers of male (M) and female (F) employees separately. TOTAL NUMBER OF MINORITY EMPLOYEES: record the total number of minority persons employed during the reporting period; report the numbers of minority male (M) and minority female (F) employees separately. GRAND TOTALS : column totals should be calculated for all job categories combined. Total minority and female percentages should be calculated as shown above, based on the column grand totals. SUBMISSION: The monthly work force utilization report is to be completed by both prime and subcontractors and signed and dated by an authorized representative before submission. This Company Official's name, official title and telepho ne number should be printed or typed where indicated on the bottom of the form. Note: The prime contractor shall complete a report for its own work force, collect reports completed by each subcontractor, and prepare a summary report for the entire combined contract wor k force . The reports shall include the total work hours for all employees in each work category for all payrolls completed in the monthly reporting period. The prime contractor shall submit the summary report to the contracting agency as required by Part 142 of Title 5 of the NYCRR pursuant to Article 15-A of the Executive Law. Boiler/AA-EEO/Forms/ WF-257 Construct.doc (6/01)

MTA RFP No. 14165-1 Page 1 of 2 (SVC & Consult) Appendix B Forms

WORK FORCE UTILIZATION REPORT – FORM WF-257

SERVICE and/or CONSULTANT FIRMS

Agency: /Code Reporting Period: __________________________________________________ Check one: Quarterly Report Semi-Annual Report Contractor/Firm Name: Address: _________________________________________________________________________________ Street City State ZIP Type of Report: Contract Specific Work Force Total Work Force Check if: NOT-FOR-PROFIT

Federal Id/Payee Id.: _____________________________

Check One: Prime Contractor Subcontractor

Contract Amount: $_______________________________

Contract No.: Location of Work: County ZIP

Product/Service Provided: Contract Start Date: Percent of Job Completed:

Number of Employees

Federal Occupational Category



Origin)

Hispanic Asian or Pacific Islander

Native American/ Alaskan Native

Total Percent Minority

Employees

Total Percent Female Employees

Male Female Male Female Male Female Male Female Male Female

Officials/Admin.

Professionals

Technicians

Sales Workers

Office & Clerical

Craft Workers

Operatives

Laborers

Service Workers

TOTALS

Company Official's Name: Title: ____________________________________________________________________ Company Official's Signature: ____________________________________________ Date: ___________________________________________________________________ Telephone Number: ( ) ____________________________________________

Service & Consult WF-257

MTA RFP No. 13200 Page 2 of 2 (SVC & Consult) Appendix B Forms

WORK FORCE UTILIZATION REPORT – FORM WF-257

SERVICE and/or CONSULTANT FIRMS INSTRUCTIONS FOR COMPLETION

PURPOSE: The Work Force Utilization Report for Service and/or Consultant Firms is prepared by all contractors, and subcontractors if any, providing services (skilled or non-skilled) or professional consulting services to a state agency to document their actual employment of minority group members and women during the period covered by the report. The report has a format similar to forms used by the Federal government for reporting equal employment opportunity data. When the contract specific work force can be identified, the report covers all employees (including apprentices or trainees) working on the project. If the contract specific work force cannot be separated out, the contractor's total work force is reported. The completed reports are used by the contracting state agency to monitor the contractor's and subcontractor's compliance with the contract's equal employment opportunity requirements.

GENERAL INFORMATION :

1. Name of contracting state agency and state agency code (five digit code). 2. Reporting period covered by report (mm/dd/yy to mm/dd/yy); check to indicate Quarterly or Semi-Annual Report. 3. Contractor firm name (prime contractor on summary report submitted to agency) and address (including city name, state and zip

code); check if the contractor is a NOT-FOR-PROFIT. 4. Type of Report: check to indicate whether report covers (i) the Contract Specific Work Force or (ii) the Company's Total Work Force

(in the event the contract specific work force cannot be separated out). 5. Contractor Federal Employer Identification number or payee identification number (prime contractor i.d. on summary report); check

to indicate prime or subcontractor report. 6. Contract Amount is dollar amount based on terms of the contract. 7. Contract number is the agency assigned number given to the contract (seven digits). 8. Location of work including county and zip code where work is performed. 9. Indicate Product or Service provided by contractor (brief description). 10. Contract start date is month/day/year work on contract actually began. 11. Contractor's estimate of the percentage of work completed at the end of this reporting period.

FEDERAL OCCUPATIONAL CATEGORIES : The contractor's work force is broken down and reported by the nine Federal Occupational Categories (FOC's) consistent with the Federal government's EEO-1 categories for the private sector labor force. These are: Officials and Managers, Professionals, Technicians, Sales, Office & Clerical (Administrative Support), Craft Workers, Operatives, Laborers and Service Workers. The categories are general in nature, and include all related occupational job titles. The contracting agency can provide assistance in categorizing specific jobs.

TOTAL NUMBER OF EMPLOYEES : Record the total number of all persons employed in each FOC during the reporting period, regardless of ethnicity (either working on the specific contract OR in the contractor's total work force, based on the type of report indicated above). Report the total number of male (M) employees in column (1) and the total number of female (F) employees in column (2) for each FOC. In columns (3) thru (10) report the numbers of male and female minority group members employed, based on the following defined groups:

• Black (not of Hispanic origin): all persons having origins in any of the Black African racial groups; • Hispanic: all persons of Mexican, Puerto Rican, Dominican, Cuban, Central or South American descent of either Indian or Hispanic origin, regardless of race; • Asian or Pacific Islander: all persons having origins in any of the Far East countries, South East Asia, the Indian subcontinent or the Pacific Islands; • Native American or Alaskan Native: all persons having origins in any of the original peoples of North America.

TOTAL % MINORITY = sum of all minority group members (male and female) employed in the FOC divided by the total number of all

employees in that FOC (column 1 + column 2). TOTAL % FEMALE = total number of female employees in the FOC (column 2) divided by the total number of all employees in that

FOC (column 1 + column 2).

TOTALS : column totals should be calculated (sum each column) for all FOC's combined. Total minority and female percentages should be calculated as shown above, based on the column totals.

SUBMISSION: The work force utilization report is to be completed by both prime and subcontractors and signed and dated by an authorized representative before submission. This Company Official's name, official title and telepho ne number should be printed or typed where indicated on the bottom of the form.

Note: The prime contractor shall complete a report for its own work force, collect reports completed by each subcontractor, and prepare a

summary report for the entire combined contract wor k force . The reports shall include the total number of employees in each occupational category for all payrolls completed in the reporting period. The prime contractor shall submit the summary report to the contracting agency as required by Part 142 of Title 5 of the NYCRR pursuant to Article 15-A of the Executive Law. 6/01 Boiler/AA-EEO/Forms/WF-257 Service & Consult.doc

MTA Risk and Insurance Guidelines for Submission of Evidence of Insurance

Note: Submit these Guidelines to insurance broker, for compliance purposes.

Basic acceptance guidelines are listed below; please read agreement for specific insurance requirements. Policies must be written by Carriers with an AM Best rating of A minus or better.

Contractors must submit evidence of insurance as follows:

□ MTA Certificate of Insurance Form is required for General Liability, Auto, Garage, Excess, Professional Liability, Environmental, Valuable Papers Coverages, unless otherwise stated in Contract Terms and Conditions.

1. Provide Original Signed Certificate or a Certifi ed Copy(s) of the actual Policy(s)

• Photocopied signatures are not acceptable. • Faxed documents must be followed-up with originals to:

MTA Risk and Insurance Management Dept. Standards, Enforcements and Claims Unit, 2 Broadway, 21st Floor New York, NY 10004.

2. On the Certificate, you are required to : o Reference the Agreement or Contract #

o ✔Additional Insureds and/or Named Insureds (if appropriate) boxes on back of

METROPOLITAN TRANSPORTATION AUTHORITY (MTA) certificate. For Blanket policies, provide endorsements including MTA and all other Indemnified Parties as Additional Insureds and/or Named Insureds.

o Disclose any deductible, self-insured retention or aggregate limit. o Certificate Issuance Date must be within 30 days of submittal to MTA. o Provide insured’s telephone number, contact person and e-mail address.

3. ACORD Certificate Submission , if applicable (Operating Contracts – Refer to contract terms and conditions for Operating Contracts).

Type in required information in description box (Refer to # 2 above). The certificate holder is: Metropolitan Transportation Authority.

□ Workers Compensation

• State Insurance Fund form is acceptable. • If company is located out of state, an "All States Rider" including New York is required. • Sole Proprietors - provide letter so stating.

□ Builders Risk – Cannot be submitted on Certificate Form • Provide a detailed Binder pending issuance of the Actual Policy or the Actual Policy • Named Insureds: MTA, its Subsidiaries and Affiliates (See list of Indemnified Parties)

Mailing Address: Standards Enforcement & Claims Unit, 2 Broadway, 21st Floor, NY, NY 10004

• Limits: Equal to the Total Contract Price or Value of Work Being Performed. MTA RFP No. 14391-1 Page 1 of 2 Appendix C

□ Railroad Protective Liability – Cannot be submiited on Certificate form . AN ORIGINAL INSURANCE BINDER OR POLICY FORM must be su bmitted. Named Insureds: Refer to Contract terms and conditions. Mail to MTA Risk and Insurance

Management – Standards Enforcement and Claims Unit, 2 Broadway, 21st Floor, New York, NY 10004.

• Standard Limits: $2,000,000 Per Occurrence – Check Agreement for limits. • Definition of "Physical Damage to Property" must be amended to read: “Physical

Damage to Property means direct and accidental loss of or damage to all property of any Named Insured and all property in any Named Insured's care, custody and control." This DEFINITION must be shown on the Binder or by Endorsement to the policy.

□ Joint Ventures – If the Contractor is a joint venture, the joint venture name must be listed as the

Insured on page one of the MTA Certificate of Insurance.

MTA RFP No. 14391-1 Page 2 of 2 Appendix C

BOILER/Appendix C/Guidelines for Submit.EvidenceOfInsurance.doc Rev. 12/06

Metropolitan Transportation Authority Including Subsidiaries and Affiliates – Joint Agency Procurements

CERTIFICATE OF INSURANCE CONTRACT NAME / DESCRIPTION:

CONTRACT NUMBER:

PRODUCER: CERTIFICATE ISSUANCE DATE:

ADDRESS:

PHONE NUMBER:

INSURED: CO

LTR COMPANIES AFFORDING COVERAGE

A

B C

CERTIFICATE HOLDER:

Metropolitan Transportation Authority, including its subsidiaries and affiliates c/o MTA Risk and Insurance Management Dept.

D

Standards, Enforcement and Claims Unit E

2 Broadway, 21st Floor F New York, NY 10004 USA G

COVERAGES (See Notes 1 and 2) CO LTR TYPE OF INSURANCE POLICY NUMBER EFFECTIVE

DATE EXPIRATION

DATE LIMITS

GENERAL LIABILITY (Check all that apply): � Comprehensive Form � Undergrnd Expl.& Collapse Haz. � Products/Completed Oper. � Contractual � Independent Contractors � Broad Form Property Dam. � Personal Injury � Deductible $

BODILY INJURY OCC. $

BODILY INJURY AGG. $ PROPERTY DAMAGE OCC. $

BI & PD COMBINED OCC. $

BI & PD COMBINED AGG. $

PERSONAL INJURY AGG. $

AUTOMOBILE LIABILITY (Check all that apply): � Any Auto � Owned Autos � Hired Autos � Non-owned Autos

BODILY INJURY (Per Person) $

BODILY INJURY (Per Accident) $

PROPERTY DAMAGE $

BODILY INJURY & PROPERTY DAMAGE COMBINED

$

EXCESS LIABILITY (Check all that apply): � Umbrella Form � Other Than Umbrella Form

BODILY INJURY (Per Person) $

BODILY INJURY (Per Accident) $

WORKER'S COMPENSATION AND EMPLOYER'S LIABILITY

�� STATUTORY LIMITS

EMPLOYER’S LIABILITY $

BUILDER'S RISK (See Note 3) FULL CONTRACT VALUE

PROFESSIONAL LIABILITY � Deductible $

OTHER

OTHER

MTA RFP No. 14391-1 Page 1 of 2 Appendix C

CERTIFICATE OF INSURANCE (Continued ) Page 2 ADDITIONAL INSUREDS (S ee Note 4) (Check all that apply): � Metropolitan Transportation Authority (MTA)

� State of New York � New York City Transit Authority (NYCTA)

� Manhattan and Bronx Surface Transit Operating Authority (MaBSTOA) � Staten Island Rapid Transit Operating Authority (SIRTOA) � City of New York (as owner)

� Triborough Bridge and Tunnel Authority (TBTA) � City of New York

� Long Island Rail Road (LIRR) � National Railroad Passenger Corp. (Amtrak) � NJ Transit Rail Operations, Inc. � New York & Atlantic Railway Company

� Metro-North Commuter Railroad Company (MNR) � Connecticut Department of Transportation � American Premier Underwriters, Inc. & its affiliates � Consolidated Rail Corporation � National Railroad Passenger Corp. (Amtrak) � NJ Transit Rail Operations Inc. � CSX Transportation Inc. & New York Central Lines LLC � Delaware & Hudson Railway Company, Inc. � Norfolk Southern Railway Company & Pennsylvania Lines LLC � Housatonic Railroad Company � Providence & Worcester Railroad Company

� Metropolitan Suburban Bus Authority (LI Bus) � Nassau County

� MTA Bus Company (MTA Bus)

NAMED INSUREDS (BUILDER'S RISK INS. - See Note 4) (Check all that apply): � Metropolitan Transportation Authority (MTA)

� The State of New York � New York City Transit Authority (NYCTA)

� Manhattan and Bronx Surface Transit Operating Authority (MaBSTOA) � Staten Island Rapid Transit Operating Authority (SIRTOA) � City of New York (as owner)

� Triborough Bridge and Tunnel Authority (TBTA) � City of New York

� Long Island Rail Road (LIRR) � National Railroad Passenger Corp. (Amtrak) � NJ Transit Rail Operations, Inc. � New York & Atlantic Railway Company

� Metro-North Commuter Railroad Company (MNR) � Connecticut Department of Transportation � American Premier Underwriters, Inc. & its affiliates � Consolidated Rail Corporation � National Railroad Passenger Corp. (Amtrak) � NJ Transit Rail Operations Inc. � CSX Transportation Inc. & New York Central Lines LLC � Delaware & Hudson Railway Company, Inc. � Norfolk Southern Railway Company & Pennsylvania Lines LLC � Housatonic Railroad Company � Providence & Worcester Railroad Company

� Metropolitan Suburban Bus Authority (LI Bus) � Nassau County

� MTA Bus Company (MTA Bus) NOTE 1: The subscribing insurance company(s), authorized to do business in the State of New York, certifies that insurance of the kinds and types and for limits of liability herein

stated, covering the Contract herein designated, has been procured by and furnished on behalf of the insured Contractor and is in full force and effect for the period listed on the front of this Certificate of Insurance. In addition, the subscribing insurance company(s) certifies that the insurance limits for General Liability Insurance are not amended by deductible clauses of any nature except as has been disclosed to and approved by the Metropolitan Transportation Authority; and that coverage is afforded for the insured Contractor's obligations under that provision of the contract providing for indemnification of the Indemnified Parties, including the Metropolitan Transportation Authority, the New York City Transit Authority, the Triborough Bridge and Tunnel Authority, the Long Island Rail Road, the Metro-North Commuter Railroad Company, and the Metropolitan Suburban Bus Authority, named therein. Any exclusion applying to construction or demolition operations on or within fifty (50) feet of a railroad has been voided; and any employer liability exclusion, which may otherwise operate to exclude claims for bodily injury asserted by an employee of an additional insured, shall be voided.

NOTE 2: The subscribing company(s) agrees that no policy referred to herein shall be changed or canceled until thirty (30) days written notice has been given to Metropolitan Transportation Authority, 2 Broadway, 21st Floor, New York, New York 10004, Attention: MTA Risk and Insurance Management –Standards, Enforcement and Claims Unit.

NOTE 3: Builder's Risk Insurance includes the Metropolitan Transportation Authority and other Indemnities as Named Insureds as their interests may appear. NOTE 4: All references to Named Insureds and Additional Insureds include those entities' directors, officers, employees, partners, agents, subsidiaries and affiliates. NOTE 5: This certificate is issued to the certificate holder in consideration of the agreement entered into with the Named Insured. It is understood and agreed that the certificate

holder relies on the certificate as a basis for continuing such agreement/s with the Named Insured.

AUTHORIZED INSURER/PRODUCER

BY

(signature)

TITLE

STATE OF )

) s.s.

COUNTY OF )

On this __________ day of _____________________ 20_____, before me personally came _____________________________, to

Me known, who being duly sworn, did depose and say that he/she resides in ____________________________________________,

that he/she is the __________________________________of the corporation described in and described in and which executed the foregoing Certificate of

Insurance, that he/she is fully authorized to execute the foregoing Certificate of Insurance

(Notary Public)

BOILER/Guidelines/App.C/Ins.Cert.HQ&Agencies.doc MTA RIM Dept.Form

Rev.12/06 MTA RFP No. 14391-1 Page 2 of 2 Appendix C

of 4 MTA Agreement No. 14391-1 APPENDIX A

APPENDIX A COMPENSATION PROVISIONS 1. The purpose of this Appendix is to establish the basis of payment and reimbursement to the Contractor for Services performed in accordance with terms and conditions of the Agreement. Within thirty (30) days from the date of this Agreement the Contractor shall furnish to the Authority a list showing the names, titles and billing rates of the employees (including those of the subcontractor) who will be directly employed in the performance of the Services. 2. Invoices which are prepared and documented in accordance with the requirements stated herein will be paid by the Authority within thirty (30) days after receipt. The MTA Business Service Center (“MTA BSC”) is the component of the Metropolitan Transportation Authority that will make authorized payments to Contractor. All payments by the MTA BSC shall be made via Automated Clearing House ("ACH"). Contractor authorizes the MTA BSC to make payments to Contractor using an ACH designated by the MTA BSC. If you have not previously provided ACH instructions to the MTA BSC or if previously provided ACH instructions have changed, promptly upon award the Contractor shall prepare and submit current ACH information to the MTA BSC. The form for submitting that and other information, the Vendor Master Setup Maintenance form, is available online at http://www.mtabsc.info/vendors. All invoices will require a PO number. If you are not currently using a PO number, contact your agency Procurement Manager or Buyer and submit invoices as follows:

Email: [email protected] Fax: 212-971-5060 Address: MTA Business Service Center Accounts Payable 333 W. 34th Street, 9th Floor New York, NY 10001-2402 3. The amounts payable under the provisions of Paragraph 4 of this Appendix A as a lump sum fee and as a lump sum general and administrative fee on subcontracted services shall be billed to the Authority in installments simultaneously with the presentation of the invoices referred to in Paragraph 2 above. Each installment of each such fee is to be computed by applying to the applicable lump sum fee the ratio that the amount the applicable services billed in each such invoice bears to the applicable services set forth in this Appendix A until each fee has been fully paid; but notwithstanding the calculation of such installments, in no event shall either lump sum fee to be paid the Contractor hereunder exceed or be less than (except, in the latter case, if this Agreement is terminated as provided in Article XIX) the amount stated in said paragraph 4 of Appendix A, and final payment hereunder shall be adjusted, if required, to provide therefor.


4. Subject to the retainage provisions contained in Article XI of this Agreement, the Authority will pay the Contractor in full compensation for such Services: (i) a lump sum fee of $[ ] and a lump sum general and administrative fee of $[ ] for supervision of subcontracted services, and (ii) an amount equal to those costs actually incurred by the Contractor which are directly attributable and properly allocable to the Services, limited to (a) "technical salaries" (as hereinafter defined) of officers and employees of the Contractor, (b) "direct, out-of-pocket expenses" (as hereinafter defined) of the Contractor, and (c) Contractor's actual overhead costs, payroll taxes, pension and retirement and fringe benefit expenses (including vacation, holiday and sick leave allowances), all as disclosed by post-audit, but compensation payable under this clause (c) shall in no event exceed [ ] percentum of technical salaries (exclusive of the premium portion of overtime pay). The Federal Acquisition Regulations, Subpart 31.2 et seq., shall be the criteria for the determination of the allowability and allocability of items of overhead expense, except that state and local taxes on net income shall not be allowed. The items of cost mentioned in (ii) above are estimated as follows: A. Technical salaries at $[ ]. B. Direct, out-of-pocket expenses at $[ ] which includes $[ ] estimated for (list Subcontractors). C. Overhead, payroll taxes, pension and retirement benefits, and fringe benefits (including vacation, holiday and sick leave allowances) at [ ] percentum of technical salaries or $[ ]. 5. The words "technical salaries" as used above shall mean and include the direct salaries of all engineers, professional and technical personnel for the time they are employed directly in performing the Services; provided, however, that the words "technical salaries" shall not include the salary of any officer or member of Contractor unless such officer or member is employed directly in performing such services in a nonsupervisory capacity and in that event such officer's direct salary shall be reimbursed at a rate not to exceed that paid to the highest paid non-officer employed directly in performing such Services. 6. The words "direct, out-of-pocket expenses" as used above shall mean and shall include the following costs and expenses incurred by the Contractor, its officers and employees in connection with the performance of such Services: traveling expenses, including: i. railroad, airplane (coach), bus, rented automobile, taxi or other fares, or a flat rate

per mile plus tolls and parking fees for private automobile travel in accordance with the Authority’s Travel and Business Expense Policy (all estimated not to exceed $[ ]);

ii. actual and reasonable charges for the following items while away from the home

office or other office to which the employee involved is assigned: a) hotel


accommodations, which shall be less than or equal to government rates for local area hotels and shall be subject to the Authority’s prior approval, and b) meals, which shall be less than or equal to the per diem meal allowance applicable under the Authority’s Travel and Business Expense Policy (all estimated not to exceed $[ ]).

7. For purposes of determining the "technical salaries" of personnel whose time is compensable under paragraph 4, above, the salaries and wages of such personnel shall be reduced to an hourly rate as hereinafter provided. Employees subject to any law requiring the payment of premium pay for overtime as specified in said law will be paid on an hourly rate basis and for the purposes hereof that hourly rate will be the rate fixed by the Contractor. The hourly rate of employees not subject to any such law shall be determined by dividing base weekly salary by [ ] hours. Chargeable hours will include all hours actually worked on the Services in any week, including those in excess of the hours regularly established, except that in no case shall the number of hours be more than [ ] hours in any one week without the specific approval of the Authority if the employee involved is entitled to premium pay for overtime. Premium pay shall be added to the hourly rate for all overtime hours of personnel who are subject to the premium pay provisions of the published personnel policies of the Contractor, but only to the extent actually paid and only when authorized by the Authority, as aforesaid. 8. Purchases by the Authority and its agents are exempt from all New York State and local sales and compensating use taxes. In connection with Contractor’s purchase of materials, equipment and other goods, and services, including travel and lodging, the cost of which are passed through to or reimbursable by the Authority and in connection with which the Authority would directly or indirectly be obligated to pay for any applicable sales or compensating use tax (“Tax Sensitive Purchases”), the Contractor shall, to the extent commercially practicable and with the Authority’s prior approval, structure such Tax Sensitive Purchases to lawfully avoid the applicability of all sales and compensating use taxes, including, for example, by making such Tax Sensitive Purchases as the Authority’s agent or making such Tax Sensitive Purchases for resale to the Authority.

Before Contractor makes a Tax Sensitive Purchase, Contractor shall notify the Authority of the potential Tax Sensitive Purchase and consult with the Authority about whether and how an exemption or exclusion from sales and compensating use tax can be implemented. To the fullest extent permitted by law, Contractor shall cooperate with the Authority and Contractor’s vendors to implement valid exemptions from and avoidance of sales and compensating use taxes in connection with Tax Sensitive Purchases. Such cooperation shall include agreeing to all modifications to this Agreement that the Authority may reasonably deem necessary or appropriate to achieve such objective and which do not have a material adverse effect on Contractor.

All of Contractor’s subcontracts and purchase agreements applicable to this Agreement shall be assignable to the Authority and shall include an express provision that states that upon an assignment of the subcontract or purchase agreement from Contractor to the Authority, all purchases of goods and services under the subcontract or purchase agreement shall be exempt from New York sales and compensating use tax.


If the Authority requests Contractor to act as the Authority’s agent in connection with a Tax Sensitive Purchase, (i) the Authority authorizes the Contractor to make such Tax Sensitive Purchase on the Authority’s behalf and to legally bind the Authority in all related matters, (ii) the Contractor’s role as the Authority’s agent shall be limited to the minimum agency role necessary for such Tax Sensitive Purchase to qualify as an exempt purchase by Contractor as agent for the Authority under applicable tax law and regulations, (iii) Contractor shall make such purchase in a manner that complies with all legal requirements applicable to such purchase and the Authority and Contractor shall cooperate to establish appropriate procedures for the associated procurement, and (iv) Contractor shall identify itself to the vendor as acting as agent for the Authority and the sales invoice shall be made out to the Contractor acting as agent for the Authority.

If the Authority requests Contractor to make a Tax Sensitive Purchase for resale to the Authority, (i) the Contractor shall not consume the goods or services so procured, (ii) such goods and services shall by operation of this provision be expressly agreed by the parties not to be necessary for Contractor to perform its core service obligations under this Agreement; and (iii) Contractor shall be obligated to resell such goods or services to the Authority. In connection with the implementation of a lawful tax avoidance purchase structure for Tax Sensitive Purchases, the Authority may be required to provide to the Contractor and/or the Contractor may be required to provide to the vendor tax exemption forms, certificates or other documentation. 9. The Contractor shall, to the extent practicable, use tax exemption certificates in connection with the procurement of materials, equipment or services in the performance of this Agreement to avoid charging the Authority with federal, state and local taxes. 10. As provided in Article XI of the Agreement the Authority has assigned a Purchase Order number to the Agreement for control purposes, in addition to the MTA Agreement number. The Purchase Order number and the Agreement number are shown on the first page of this Agreement. Separate Purchase Order numbers will also be assigned to any supplemental agreements that may be issued in future modifying the Agreement. The Contractor must ensure that when submitting invoices for payment: 1) the Purchase Order number as well as the Agreement number are shown on invoices, and 2) that the Company Name shown on invoices exactly matches the Company Name as it is shown on the first page of the Agreement or Supplemental Agreement. Any invoice that is received by the Authority without the specific information required herein will be returned to the Contractor for correction and resubmission. 11. As provided in Article XIX of the Agreement the Authority may terminate the Agreement at any time, with or without cause, upon notice in writing to the Contractor. Upon such termination the Authority shall reimburse the Contractor for all reasonable cancellation charges incurred by it as provided in said Article XIX. Boiler/Compensation Provisions/Appendix A/CPFF.doc Rev. 10/2013

of 2 MTA RFP No. 14391-1 Attachment D

ATTACHMENT D

OMNIBUS PROCUREMENT ACT PROVISIONS BID/CONTRACT CLAUSES FOR ALL CONTRACTS FOR IMPLEMENTATION OF THE OMNIBUS PROCUREMENT ACT OF 1992, CHAPTER 844, LAWS OF 1992 1. It is the policy of New York State to maximize opportunities for the participation of

New York State business enterprises, including minority and women-owned business enterprises as bidders, subcontractors and suppliers on its procurement contracts.

2. Information on the availability of New York State subcontractors and suppliers is

available from: Empire Economic Development Agency Division of Minority & Women Business Development 30 South Pearl Street Albany, NY 12245 Telephone: (518) 292-5250 3. A directory of minority and women-owned business enterprises is available online

at: www.empire.state.ny.us Bidders/Proposers who have a question concerning the Directory, or who wish to

obtain a copy of the Directory on disk (until April 1998) should contact: Empire Economic Development Agency Division of Minority & Women Business Development 30 South Pearl Street Albany, NY 12245 Telephone: (518) 292-5250 A copy of this Directory may also be inspected at: Metropolitan Transportation Authority Office of Civil Rights Two Broadway, 16th Fl. New York, NY 10004 Telephone: (646) 252-1368

of 2 MTA RFP No. 14391-1 Attachment D

4. As required by the New York Omnibus Procurement Act of 1992, if the amount of this contract is $1 Million or more, the firm which has entered into this contract agrees to the following:

A. Contractor has made reasonable efforts to encourage the participation of

New York State Business Enterprises as suppliers and subcontractors on this contract, and has retained the documentation of these efforts, to be provided upon request to the State of New York.

B. Contractor has complied with the Federal Equal Opportunity Act of 1972

(P.L. 92-261), as amended. C. Contractor agrees to make reasonable efforts to provide notification to

New York State residents of employment opportunities on this contract through listing any such positions with the Job Service Division of the New York State Department of Labor, or providing such notification in such manner as is consistent with existing collective bargaining contracts or agreements. Contractor agrees to document these efforts and to provide said documentation to the State, upon request.

D. Contractor acknowledges that New York State may seek to obtain offset

credits from foreign countries as a result of this contract, and agrees to cooperate with the State in these efforts.

Rev. 2/99 Boiler/Omnibus Proc. Act/Attach.D.doc

MTA RFP No. 14391-1 Attachment E

ATTACHMENT E

PROMPT PAYMENT REGULATIONS TO: Potential Suppliers of Goods and Services to the Authority FROM: Clifford Shockley, Director, Procurement RE: Prompt Payment of Invoices Effective April 30, 1988, the Prompt Payment Regulations of the Metropolitan Transportation Authority ("MTA") are in effect. Under the regulations, a MTA contractor is entitled to be paid promptly and, if MTA does not do so, to be paid interest. This policy applies to all contracts entered into on or after April 30, 1988. Generally, the MTA must pay an amount due a contractor within 30 days after receipt by MTA's designated payment office of a proper invoice, or the receipt of goods or services, whichever is later. If MTA does not do so, it must pay interest at the rate set for corporate taxes. Effective January 3, 2011, the MTA Business Service Center (BSC) will begin processing all invoices for the MTA. This includes MTA headquarters, NYC Transit, Staten Island Railway, Long Island Rail Road, Long Island Bus, Metro-North Railroad, Bridges and Tunnels, Capital Construction, and the Bus Company. A copy of the MTA's Statement of Rules and Regulations with respect to Prompt Payment are available by calling or writing:

Director of Procurement MTA Business Service Center

333 W. 34th Street, 10th fl. New York, NY 10001

(646) 376-0098 Thank you.

Page 1 of 1

Rev. 1/11 Boiler/Prompt Payment/Attach.E.doc

of 1 MTA RFP No. 14391-1 Attachment F

ATTACHMENT F

COMPLIANCE WITH NEW YORK STATE FINANCE LAW, SECTIONS 139-j AND 139-k

(THE “LOBBYING LAW”)

All procurements by the Authority in excess of $15,000 annually, are subject to New York State’s State Finance Law Sections 139-j and 139-k, effective January 1, 2006 (“Lobbying Law”). Pursuant to the Lobbying Law, all “contacts” (defined as oral, written or electronic communications with the Authority intended to influence a procurement) during a procurement must be made with the designated Point of Contact only. Exceptions to this rule include written questions during the bid process, communications with regard to protests, contract negotiations and RFP conference participants. Nothing in the Lobbying Law inhibits any rights to make an appeal, protest or complaint under existing administrative or judicial procedures. Violations of the policy regarding permissible contacts must be reported to the appropriate Authority officer and investigated accordingly. First violation may result in a determination of non-responsibility and ineligibility for award to the violator and its subsidiaries, affiliates and related entities. The penalty for a second violation within four (4) years is ineligibility for bidding/proposing on a procurement and/or ineligibility from being awarded any contract for a period of four (4) years. The Authority will notify the New York State Office of General Services (“OGS”) of any determinations of non-responsibility or debarments due to violations of the Lobbying Law. Violations found to be “knowing and willful” must be reported to the Authority’s Executive Director and OGS. Moreover, the statutes require the Authority to obtain certain affirmation and certifications from bidders and proposers. This Attachment F contains the forms to comply, with additional information and instructions. The forms, which are attached hereto, must be completed by the Bidder/Proposer in order to comply with the Lobbying Law: Form 1 - Disclosure of Prior Non-Responsibility Determinations Form 2 - Bidder’s/Proposer’s Affirmation and Certification Note: Failure to complete and return the forms with your Bid/Proposal may cause the Bidder/Proposer to be deemed non-responsible.

REV. 7/06 Boiler/LobbyLaw/Attach.F.doc

of 2 MTA RFP No. 14391-1 Attachment F: Form 1



Form 1

DISCLOSURE OF PRIOR NON-RESPONSIBILITY DETERMINATIO NS Additional Information and Instructions: New York State Finance Law §139-k(2) obligates the Authority to obtain specific information regarding prior non-responsibility determinations. This information must be collected in addition to the information that is separately obtained pursuant to State Finance Law §163(9). In accordance with State Finance Law §139-k, an offerer must be asked to disclose whether there has been a finding of non-responsibility made within the previous four (4) years by any Governmental Entity due to: (a) a violation of State Finance Law §139-j or (b) the intentional provision of false or incomplete information to a Governmental Entity. As part of its responsibility determination, State Finance Law §139-k(3) mandates consideration of whether an offerer fails to timely disclose accurate or complete information regarding the above non-responsibility determination. In accordance with law, no procurement contract shall be awarded to any offerer that fails to timely disclose accurate or complete information under this section, unless the factual elements of the limited waiver provision can be satisfied on the written record. Name of Bidder/Proposer: _____________________________________________________________ Address: ____________________________________________________________________________ __________ _________________________________________________________________ Name and Title of Person Submitting this Form: ____________________________________________ 1. Has any governmental entity* made a finding of non-responsibility regarding the Bidder/Proposer in the previous four years? No Yes If yes, please answer the following questions: 2. Was the basis for the finding of the Bidder’s/Proposer’s non- responsibility due to a violation of State Finance Law §139-j? No Yes 3. Was the basis for the finding of Bidder’s/Proposer/s non- responsibility due to the intentional provision of false or incomplete information to a governmental entity? No Yes 4. If you answered yes to any of the above questions, please provide details below regarding the finding

of non-responsibility:


- Governmental Entity: ______________________________________________________________ - Year of Finding of Non-responsibility: ________________________________________________ - Basis of Finding of Non-responsibility: ________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ (Add additional pages as necessary) 5. Has any governmental entity terminated or withheld award of a procurement contract with the Bidder/Proposer due to the intentional provision of false or incomplete information? No Yes 6. If you answered yes to Question 5, please provide details below: - Governmental Entity: ______________________________________________________________ - Year of Finding of Non-responsibility: ________________________________________________ - Basis of Finding of Non-responsibility: ________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ __________________________________________________________________________________ (Add additional pages as necessary) Offeror certifies that all information provided to the Authority with respect to State Finance Law Section 139-k is complete, true and accurate. By: ___________________________________________________ Date: ______________________ Signature Name: _________________________________ Title: _____________________________________ *A “governmental entity” is: (1) any department, board, bureau, commission, division, office, council, committee or officer of New York State, whether permanent or temporary; (2) each house of the New York State Legislature; (3) the unified court system; (4) any public authority, public benefit corporation or commission created by or existing pursuant to the public authorities law; (5) any public authority or public benefit corporation, at least one of whose members is appointed by the governor or who serves as a member by virtue of holding a civil office of the state; (6) a municipal agency, as that term is defined in paragraph (ii) of subdivision (s) of section one-c of the Legislative Law; or (7) a subsidiary or affiliate of such a public authority. (SFL §139-j, paragraph 1.a.)

Rev. 7/06 Boiler/LobbyLaw/Attach.F/Form1.doc




Form 2

BIDDER’S/PROPOSER’S AFFIRMATION AND CERTIFICATION By signing below, the Bidder/Proposer:

a) Affirms that the Bidder/Proposer understands and agrees to comply with the policy regarding permissible contacts as required by New York State Finance Law §139-j and §139-k.

b) Certifies that all information provided to the Authority with respect to State

Finance Law §139-j and §139-k is complete, true and accurate.

By: ____________________________________________________________ (Signature of Person Certifying) Date: ____________________________________________________________ Print Name: ____________________________________________________________ Print Title: ____________________________________________________________ Bidder/Proposer or Contractor/Consultant: _____________________________________________________ (Full Legal Name) Address: ____________________________________________________________

____________________________________________________________ ____________________________________________________________

Business Telephone Number: _________________________________________________

THE AUTHORITY’S RIGHT TO TERMINATE The Authority reserves the right to terminate a Contract in the event it is found that the certification filed by the Contractor/Consultant, as Bidder/Proposer, in accordance with New York State Finance Law §139-k was intentionally false or intentionally incomplete. Upon such finding, the Authority may exercise its termination right by providing written notification to the Contractor/Consultant in accordance with the written notification terms of the Contract. Boiler/LobbyLaw/Attach.F/Form2.doc Rev. 7/06

of 1 MTA RFP No. 14391-1 Attachment G

ATTACHMENT G

METROPOLITAN TRANSPORTATION AUTHORITY VENDOR CODE OF ETHICS

PROPOSER’S CERTIFICATION OF COMPLIANCE

The Metropolitan Transportation Authority has adopted a Vendor Code of Ethics (the “Code”), which is applicable to all Vendors, as defined by the Code, involved in the procurement process for the award and performance of this Contract. Additional information concerning the MTA Vendor Code of Ethics is contained in the contract documents. All Vendors involved in this Request for Proposals (“RFP”) and during the performance of any resultant contract are subject to the Code, which is available for Proposer’s immediate review on the MTA website at www.mta.info/mta/procurement/vendor-code.htm. Accordingly, all Proposers must certify compliance with the Code.

Proposer’s Certification of Compliance with the Code

Consistent with the terms of the MTA Code of Ethics, which are incorporated herein by reference, the undersigned Proposer hereby certifies that during the course of this RFP and any resultant Contract:

1. The Proposer has notice of all of the terms of the Code;

2. No gift, as defined by the Code, has been or will be offered to the Authority in connection with

this RFP or any resultant contract; 3. No conflicts of interest exist or will exist; 4. All officers and personnel of the Proposer who have interacted or will interact with the Authority

have been or will be provided a copy of the Code; and 5. The Proposer will obtain certifications similar to those made herein from all of its lower tier

subcontractors, subconsultants and suppliers that the Proposer engaged or are being solicited for work under any contract resulting from this procurement. Receipt and retention of these lower tier certifications shall be subject to audit by the Authority.

By: ___________________________________________ ____________

(Signature of Person Certifying) (Date Signed) Print Name: ________________________________________________________________ Print Title: ________________________________________________________________ Bidder/Proposer or Contractor/Consultant: _________________________________________________________________ (Full Legal Name) Address: ________________________________________________________________

________________________________________________________________

Business Phone No.: _________________________________________________________________ Rev.10/06 Boiler/CodeOfEthics/RFP/Attach.G.doc

of 1 MTA RFP No. 14391-1 Attachment H

ATTACHMENT H

IRAN DIVESTMENT ACT - CERTIFICATION Pursuant to New York State Finance Law §165–a, Iran Divestment Act of 2012, the Office of General Services is required to post on its web site http://www.ogs.ny.gov/about/regs/docs/ListofEntities.pdf a list of persons who have been determined to engage in investment activities in Iran (“the List”), as defined in that Act. Under Public Authorities Law § 2879-c, Iranian Energy Sector Divestment, the Authority, may not enter into or award a Contract unless it obtains a certification from a Bidder, who shall check the box and make the certification in Subparagraph a, below, that they are not on the List. If that certification cannot be made, the Authority may consider entering into a Contract, on a case by case basis if the Bidder checks the box and makes the certification in Subparagraph b, below, that their Iran investment is ceasing.

For purposes of this provision, a person engages in investment activities in Iran if: (A) the person provides goods or services of twenty million dollars or more in the energy sector of Iran, including a person that provides oil or liquefied natural gas tankers, or products used to construct or maintain pipelines used to transport oil or liquefied natural gas, for the energy sector of Iran; or (B) the person is a financial institution that extends twenty million dollars or more in credit to another person, for forty-five days or more, if that person will use the credit to provide goods or services in the energy sector in Iran. The Certification is as follows:

a. Certification that the Bidder is not on the List: Each person, where person means natural person, corporation, company, limited liability company, business association, partnership society, trust, or any other nongovernmental entity, organization, or group, and each person signing on behalf of any other party, certifies, and in the case of a joint bid or proposal or partnership each party thereto certifies as to its own organization, under penalty of perjury, that to the best of its knowledge and belief that each person is not on the list created pursuant to paragraph (b) of subdivision 3 of section 165-a of the State Finance Law, or,

b. Certification that the Bidder’s investment in Iran is ceasing: The person cannot make the

certification in Subparagraph a, above, but asks the Authority to consider them for award of the Contract by certifying, under penalty of perjury, that the person’s investment activities in Iran were made before April 12, 2012; the person’s investment activities in Iran have not been expanded or renewed after April 12, 2012; and the person has adopted, publicized and is implementing a formal plan to cease its investment activities in Iran and to refrain from engaging in any new investments in Iran.

_________________________________ ____________________________ Signature/Date Printed Name and Position

MBE/WBE UTILIZATION PLAN FORM (Form 15A.1)

CONTRACT NO. and TITLE: CONTRACT VALUE: $ __________________ AMOUNT OF TOTAL CONTRACT PRICE THAT IS ATTRIBUTABLE TO WORK PERFORMED IN NEW YORK STATE: $_________________________________ INSTRUCTIONS: See Paragraph 6 of this Appendix D.

Name, Address, Telephone Number of MBE/WBE (including name of contact person). Federal I.D.# or Social Security Number

Indicate if MBE

or WBE

Description of Work, Products

and/or Services to be Provided

Agreed Dollar

Amount of MBE/WBE

Subcontract

MBE/WBE % of

Work Performed in

New York State

MBE/WBE

Projected Start and

Completion Date

If the Proposer/Bidder is a corporation, partnership, or joint venture, this form must be signed respectively, by the president of the corporation, a general partner, or the president/general partner of one of the joint ventures. If it is signed by anyone else, you must include appropriate proof (such as certified copy of the by-laws, partnership agreement or joint venture agreement) which confirms that the person signing this form is authorized to do so. By signing below, the Proposer/Bidder authorizes the Authority to verify all information provided on this form.

PROPOSER/BIDDER: AUTHORIZED SIGNATURE: TITLE: ADDRESS: TELEPHONE NUMBER: FEDERAL IDENTIFICATION NUMBER: DATE: 6/01 Boiler/MBE-WBE/AppendixD/Forms.doc MTA Agreement No. 114391-1 Page 1 of 1

(15A.1) APPENDIX D Forms

MTA Agreement No. 14391-1 Page 1 of 2 (15A.2) Appendix D Forms

REQUEST FOR TOTAL or PARTIAL WAIVER OF MBE/WBE GOAL S

PURSUANT TO MBE/WBE UTILIZATION PLAN FORM (Form 15A.2)

PROPOSER/BIDDER/CONTRACTOR: Contract Number: Total Contract Dollar Value: A Proposer/Bidder/Contractor failing to achieve the MBE/WBE goal(s) as specified in the Contract Documents must submit this form (Request for Total or Partial Waiver of MBE/WBE Goal(s) - Form 15A.2) and the documentation of good faith efforts specified in Part II of this form, at the time provided for the submission of the MBE/WBE Utilization Plan (Form 15A.1), or if the contract is already awarded, as soon as the Contractor realizes that it will not achieve a goal, or prior to final payment on the contract, whichever is sooner. PART I. REQUEST FOR WAIVER OF MBE/WBE GOAL(S) INSTRUCTIONS: If the Proposer/Bidder/Contractor is requesting a total waiver of one or both goals, Section A must be completed. If the proposer/bidder/contractor is requesting a partial waiver of one or both goals, Section B must be completed. In requesting a partial waiver, the Proposer/Bidder/Contractor must specify MBE and/or WBE goal percentage(s) it is committed to achieving. Section A - Total Waiver of MBE/WBE Goal(s) I, , hereby requests a total waiver of the: (Name of Proposer/Bidder/Contractor) (Check the appropriate box or boxes) MBE goal as specified in the Contract Documents WBE goal as specified in the Contract Documents Section B - Partial Waiver of MBE/WBE Goals) I, , hereby requests a partial waiver of the: (Name of Proposer/Bidder/Contractor) (Check the appropriate box or boxes) MBE goal as specified in the Contract Documents WBE goal as specified in the Contract Documents I, , commits to achieving an MBE goal of %. (Name of Proposer/Bidder/Contractor) I, , commits to achieving a WBE goal of %. (Name of Proposer/Bidder/Contractor) PART II. GOOD FAITH EFFORTS DOCUMENTATION INSTRUCTIONS: A Proposer/Bidder/Contractor requesting a request for a total or partial waiver of MBE and/or WBE goal(s) must submit with this form, full and detailed explanation and documentation which specifically identifies the Proposer/Bidder/Contractor's efforts to obtain MBE/WBE participation on this Authority contract. The Proposer/Bidder/Contractor must provide the information and support documentation specified in Part II of this form (SEE BELOW), and any other information it believes will assist the Authority in its


review of the Request for Total or Partial Waiver of MBE/WBE Goal(s). (1) The names of general circulation, trade association and women-oriented publications in which

bids were solicited for purposes of complying with goal requirements established for minority and women-owned business enterprise participation;

(2) The dates bid solicitations for minority and women-owned business participation were published in

any of the publications named pursuant to paragraph (1) and the text of the bid solicitations; (3) A list of minority and women-owned business enterprises appearing in the State Directory which

were solicited in writing to provide bids for purposes of complying with the contract goal requirements for minority and women-owned business enterprise participation;

(4) Proof of dates on which such solicitations were made in writing and copies of solicitations made,

or a sample copy of the solicitation if an identical solicitation was made of all minority and women-owned business enterprises;

(5) Copies of responses made by minority and women-owned business enterprises to solicitations

made by the contractor; (6) A description of any contract documents, plans, or specifications made available to minority and

women-owned business enterprises for purposes of soliciting their bids, and the dates and manner in which these documents were made available;

(7) Documentation of any negotiations between the contractor and minority and women-owned

business enterprises; (8) A statement setting forth the contractor's basis for requesting a partial or total waiver; (9) Written discussion of the relevance of the following items to the contractor's request for a partial or

total waiver of MBE/WBE contract goal(s) specified in the Contract Documents: a) The number and types of minority or women-owned business enterprises located in

the region in which the contract is to be performed; b) The total dollar value of this contract; c) The scope of work to be performed; d) The project size; e) The project term; f) The availability of other business enterprises located in the region;

g) The financial ability of minority and women-owned business enterprises located outside the region to perform on the contract.

(10) Identify terms and conditions offered to minority and women-owned business enterprises, and

compare how those subcontract terms and conditions compare to those offered in the ordinary course of the contractor's business and to other subcontractors of the contractor.

(11) Identify efforts made by the contractor to reasonably structure the contract scope of work for

purposes of subcontracting with minority and women-owned enterprises; (12) Identify actions taken to contact and assess the financial ability of minority and women-owned

business enterprises located outside of the region in which the contract scope of work is to be performed; and

(13) Any other information determined relevant by the Authority (if and when requested) of the

contractor. By signing this form, the person individually and on the behalf of the Proposer/Bidder/Contractor represents to the Authority that the information supplied to the Authority is truthful, accurate, complete and not misleading. Authorized Signature: Title: Firm/Company Name: Address: Telephone Number: Date:


6/01 Boiler/MBE-WBE/AppendixD/Forms.doc

MTA Agreement No. 14391-1 Page 1 of 4 (15A.3) APPENDIX D Forms

MONTHLY MBE/WBE PARTICIPATION REPORT (Form 15A.3) REPORT FOR MONTH ENDING: INSTRUCTIONS: After the award of a contract, this Form 15A.3 must be filed by the 15th of each month to report actual participation by NYS certified MBE/WBE firms during the preceding month. ___________________________________________________________________________________________________________________________________________________________________ Contract Contract Contract Contract Value Number: Title: Amount (as amended): $ NYS Work: $ Prime Contract Projected Contractor: Start Date: Completion Date: % Complete: MBE Goal: % WBE Goal: % Total payments to Prime to date: $ Total value of MBE subcontracts: $ Total value of WBE subcontracts: $ Total amount invoiced to date: $ MBE % of Prime contract (as amended): % WBE % of Prime contract (as amended): % Amount of last payment to Prime: $ Total of MBE payments to date: $ Total of WBE payments to date: $ Date of last payment to Prime:

Name of MBE/WBE

Subcontractor and Description of Work Performed

Work Status this Report

Active, Inactive or Complete

Subcontract Start Date

Projected

Completion Date

%

of Work Complete

Date & Amount of Payment for

this Report

Total

Payments to Date

Subcontract

Amount (as amended)

Copy of M/WBE Subcontract

Agreement filed with Authority

(Yes or No)

Active Inactive Complete






IF NECESSARY, USE A SEPARATE SHEET YES NO 1. Did any of the M/WBE subcontractors rent/lease equipment from the prime contractor or an affiliate company during the report period? If yes, explain the arrangement, including a description of the equipment and the cost. 2. Did any of the M/WBE subcontractors utilize employees or former employees of the prime contractor or an affiliate company during the report period? 3. Did any of the M/WBE subcontractors subcontract any portion of its work to a non-M/WBE during the report period? If yes, explain fully. 4. Has the scope of work or the subcontract amount for any of the M/WBE subcontractors changed since the last report? If yes, explain fully. By signing this form, the person individually and on behalf of the Contractor represents to the Authority that the information contained herein is truthful, accurate, complete and not misleading. AUTHORIZED SIGNATURE: TITLE: DATE:


6/02 -– Boiler/MBE-WBE/AppendixD/Forms.doc


MONTHLY MBE/WBE PARTICIPATION REPORT - FORM 15A .3 INSTRUCTIONS FOR COMPLETION

PURPOSE: The Monthly MBE/WBE Participation Report (Form 15A.3) is to be prepared by all prime contractors/consultants to document the participation of NYS certified MBE/WBE firms on a contract. The report is used by the Office of Civil Rights to monitor the contractor’s/consultant’s compliance with the contract’s MBE/WBE participation goals requirement. The report shows payments to the prime contractor/consultant as well as MBE/WBE firms during the preceding month. This is a monthly submission requirement and applies regardless of whether or not the firm(s) performed services or received payments during the reporting month. Form 15A.3 for the reported month must be submitted by the 15th day of the following month and responses must be legibly printed or typed. The form may not be changed in any manner. General guidance for completing the report is provided in the following section.

Instructions (Please refer to Form 15A.3 Instructi ons Copy)

1. Report for Month Ending: Provide the month, last day, and year covered by the report (i.e., 12/31/01). Please note this report covers only one month. Please do not submit a cumulative report covering several months.

2. Contract Number: Provide the contract number assigned by the agency to the contract. 3. Contract Title: Provide the contract title assigned by the agency to the contract. 4. Contract Amount (as amended): Provide the total awarded contract amount. If the contract amount

changes as a result of change orders or amendments, indicate the current amended contract amount. You are required to submit a revised MBE/WBE Utilization Plan (Form 15A.1) demonstrating compliance with the established MBE/WBE participation goals each time there is a change in the total contract amount.

5. Contract Value NYS Work: Provide the dollar value of the work to be performed in New York State of the total awarded/amended contract amount.

6. Prime Contractor: Provide the name of the prime contractor/consultant. 7. Contract Start Date: Provide the start date of the contract. 8. Projected Completion Date: Provide the projected contract completion date. 9. % Complete: Provide the percentage completion of the contract. 10. MBE Goal: Provide the established MBE participation goal requirement for the contract. 11. WBE Goal: Provide the established WBE participation goal requirement for the contract. 12. Total payments to Prime to date: Provide total payments to your company to date. This sum consists of

total payments up to and including the reporting month. Payment information must be consistent from month to month (i.e., total payments to prime as of 1/31/02, cannot be more than total payments to prime as of 2/28/02).

13. Total amount invoiced to date: Provide the total amount invoiced since inception of the contract. 14. Amount of last payment to prime: Provide the amount of last payment to your company. If none, indicate

“None.” If there was more than one payment during the reporting month, provide the sum total of all such payments.

15. Date of last payment to Prime: Provide the date of last payment to your company. If there was more than one payment, report the date of the last payment during the reporting month.

16. Total value of MBE subcontracts: Provide the sum total dollar amount of all subcontracts to MBE firms projected to participate on this contract.

17. MBE % of Prime contract (as amended): Provide the MBE percentage of the prime contract (Total value of MBE subcontracts divided by Contract Value NYS Work).

18. Total of MBE payments to date: Provide the sum total of all payments to date to all MBE firms that have participated on the contract.

19. Total value of WBE subcontracts: Provide the sum total dollar amount of all subcontracts to WBE firms projected to participate on the contract.

20. WBE % of Prime contract (as amended): Provide the WBE percentage of the prime contract (Total value of WBE subcontracts divided by Contract Value NYS Work).

21. Total of WBE payments to date: Provide the sum total of all payments to date to all WBE firms that have participated on the contract.


FORM 15A.3 INSTRUCTIONS (Cont’d) 22. Name of MBE/WBE Subcontractor and Description of Wo rk Performed: Provide the name of each MBE

and WBE subcontractor projected to participate on the contract along with a description of the work to be performed by each.

23. Work Status this Report - Active, Inactive or Compl ete: Mark the appropriate box reflecting each MBE and WBE subcontractor’s current work status on the project.

24. Subcontract Start Date: Provide the date each MBE/WBE subcontractor is projected to start work. 25. Projected Completion Date: Provide the projected completion date for each MBE and WBE subcontractor. 26. % of Work Complete: Provide the percentage of subcontract work completed by each MBE and WBE

subcontractor. 27. Date & Amount of Payment for this Report: Provide the date and amount of payment(s) for this specific

reporting month. Dates and payments for previous months should not be reflected in this column (i.e., If a payment was made in January, it should be reported in the January 31, 2002 report, not the February 28, 2002 report.

28. Total Payments to Date: Provide the total payments to date to each MBE and WBE subcontractor. Amounts reported in this column are cumulative (i.e., from inception of contract to date).

29. Subcontract Amount (as amended): Provide the subcontract amount for each MBE and WBE subcontractor. If there have been changes to the subcontract amount as a result of change orders or amendments, indicate the amended subcontract amount. Each time there is a change in the subcontract amount, you are required to submit a revised MBE/WBE Utilization Plan (Form 15A.1) reflecting the changes and demonstrating compliance with the established MBE/WBE participation goals.

30. Copy of M/WBE Subcontract Agreement filed with Auth ority (Yes or No): Indicate whether a copy of the subcontract has been submitted. In accordance with contract provisions you are required to submit to the Authority, copies of subcontract agreements with each MBE and WBE firm projected to participate on the contract.

31. Answer Yes or No to this question. If yes, provide an explanation on a separate sheet. 32. Answer Yes or No to this question. If yes, provide an explanation on a separate sheet. 33. Answer Yes or No to this question. If yes, provide an explanation on a separate sheet. 34. Answer Yes or No to this question. If yes, provide an explanation on a separate sheet. 35. Authorized Signature: The report must be signed by an authorized representative/official of the company. 36. Title: Provide the title of the authorized official signing the report. 37. Date: Provide the date signed by the authorized official.

MTA Agreement No. Page 5 o f 5 (15A.3) APPENDIX D Forms

MONTHLY MBE/WBE PARTICIPATION REPORT (Form 15A.3)

REPORT FOR MONTH ENDING: (1)_________

INSTRUCTIONS: After the award of a contract, this Form 15A.3 must be filed by the 15th of each month to report actual participation by NYS certified MBE/WBE firms during the preceding month. _______________________________________________________________________________________________________________________________________________ Contract Contract Contract Contract Value Number: (2) Title: (3) Amount (as amended): $ (4) NYS Work: $ _____(5)__________________ Prime Contract Projected Contractor: (6) Start Date: (7) Completion Date: (8) % Complete: (9) MBE Goal: (10) % WBE Goal: ____(11)______ % Total payments to Prime to date: $ (12) Total value of MBE subcontracts: $ (16) Total value of WBE subcontracts: $ (19)__________ Total amount invoiced to date: $ (13) MBE % of Prime contract (as amended): (17) % WBE % of Prime contract (as amended): % (20)__________ Amount of last payment to Prime: $ (14) _ Total of MBE payments to date: $ (18) Total of WBE payments to date: $ (21)__________ Date of last payment to Prime: (15)_______________

Name of MBE/WBE

Subcontractor and Description of Work Performed

Work Status this Report

Active, Inactive or Complete

Subcontract Start Date

Projected Completion

Date

% of Work

Complete

Date & Amount of Payment for

this Report

Total Payments

to Date

Subcontract Amount (as mended)

Copy of M/WBE Subcontract

Agreement filed with Authority

(Yes or No)

(22) ___ Active (23) ___ Inactive ___ Complete

(24) (25) (26) (27) (28) (29) (30)

___ Active ___ Inactive ___ Complete





IF NECESSARY, USE A SEPARATE SHEET YES NO 1. Did any of the M/WBE subcontractors rent/lease equipment from the prime contractor or an affiliate company during the report period? If yes, explain the arrangement, �� (31) including a description of the equipment and the cost. 2. Did any of the M/WBE subcontractors utilize employees or former employees of the prime contractor or an affiliate company during the report period? �� (32) 3. Did any of the M/WBE subcontractors subcontract any portion of its work to a non-M/WBE during the report period? If yes, explain fully. �� (33) 4. Has the scope of work or the subcontract amount for any of the M/WBE subcontractors changed since the last report? If yes, explain fully. �� (34) By signing this form, the person individually and on the behalf of the Contractor represents to the Authority that the information contained herein is truthful, accurate, complete and not misleading. AUTHORIZED SIGNATURE: (35) TITLE: (36) DATE ____________(37)________________ 6/02 Boiler/MBE-WBE/AppendixD/Forms.doc

INSTRUCTIONS COPY

of 15 MTA Agreement No. 14391-1 APPENDIX D - Proposer NOTE: Except for Forms 15A.1, 15A.2, 15A.3 and 15A.4 which are attached to this Appendix D, all other forms

referenced herein are attached to Appendix B – Affirmative Action/EEO Requirements.

APPENDIX D

Minority and Women-Owned Business Enterprise Program Submission Requirements (Requests for Proposals)

A. NEW YORK STATE LAW AND REGULATIONS

Proposers are advised that this contract is subject to the provisions of Article 15-A of the New York Executive Law (the “State MBE/WBE Law”) and implementing regulations set forth in Chapter XIV, Parts 140 to 145 of Title 5 NYCRR (the “Regulations”) establishing a policy and program of the State to promote equality of economic opportunity for business enterprises owned by minority group members and women. It is the policy of the Metropolitan Transportation Authority (“MTA”) and its subsidiary and affiliated agencies that Minority and Women-Owned Business Enterprises (“MBE/WBEs”), which are certified as such by Empire State Development, Division of Minority and Women’s Business Development (“DMWBD”), are provided the maximum feasible opportunity to participate in the performance of this contract. Each proposer shall take all necessary and reasonable steps to ensure that MBE/WBEs participate and perform work on this contract. A copy of the applicable State MBE/WBE Law and Regulations is available upon written request to the MTA Agency Manager. The MTA Agency Manager works for the MTA Agency sponsoring or awarding this contract.

For this contract, the MTA Agency Manager’s name, telephone number and address are:

Name: Amedeo Bruno

Telephone No.: 646-376-0092 Address: 333 West 34th Street New York, NY 10001

B. CONTRACT PROVISIONS

The successful proposer and the MTA Agency agree as a condition for the award of this contract, to be bound by the provisions of the State MBE/WBE Law and the accompanying Regulations. This Appendix summarizes the relevant provisions of the State MBE/WBE Law and the Regulations. Unless otherwise stated, all terms used in this Appendix shall have the meaning ascribed to them in the State MBE/WBE Law and the Regulations. In the event there is a difference between what is set forth in this Appendix and what is set forth in the State MBE/WBE Law and the Regulations, which are incorporated herein by reference, the State MBE/WBE Law and the Regulations shall govern. The term contractor refers to contractor or consultant, and the term subcontractor



refers to subcontractor or subconsultant.

C. GOALS

The respective goals specified for the utilization of minority and women-owned business enterprises expressed as a percentage of the total contract price, including change orders issued pursuant to the changes provision of this contract are:

10 % for MBE

and

10 % for WBE

These goal percentages are subject to the requirements of the State MBE/WBE Law, the Regulations and the provisions of this contract. In the event the successful proposer’s proposed level of MBE/WBE participation is less than this prescribed level of MBE/WBE participation, to remain eligible for contract award, the successful proposer must satisfy the good faith efforts requirements set forth in paragraph L below.

The MTA Department of Diversity and Civil Rights, acting on behalf of the MTA Agency, is responsible for determining compliance by the proposer/offeror with MBE/WBE requirements established in this contract. The successful proposer/offeror shall make all MBE/WBE-related submissions required by this contract to the MTA Agency Manager with a copy to the MTA Department of Diversity and Civil Rights, to the attention of:

Name: Carl Lee Metropolitan Transportation Authority Department of Diversity and Civil Rights 2 Broadway, 16th Floor New York, NY 10004

D. STATE DIRECTORY

1. In accordance with the State MBE/WBE Law, DMWBD is empowered and requires

its director (the “Director”), among other things, to promulgate a directory (the “State Directory”) of minority and women-owned business enterprises certified pursuant to the Regulations (“certified businesses”). The State Directory may be accessed on line at: www.empire.state.ny.us.



2. Under the State MBE/WBE Law and Regulations, proposers can only use MBEs and

WBEs listed in the State Directory to satisfy the goals in the contract. For the purpose of the federal government’s Disadvantaged Business Enterprise (“DBE”) Program, the MTA Department of Diversity and Civil Rights has certified certain minority and women-owned business enterprises as DBEs. A firm certified by the MTA Department of Diversity and Civil Rights as a DBE for the federal DBE program, which is not listed in the State Directory may not be used to satisfy MBE/WBE goals established for this contract. YOU MUST USE THOSE FIRMS IN THE STATE DIRECTORY.

E. PROMPT PAYMENT TO SUBCONTRACTORS AND RETAINAGE

For public work contracts, the prime contractor is required by law to pay all subcontractors, including each MBE/WBE subcontractor under this prime contract for the work performed under its subcontract no later than seven (7) calendar days from the receipt of any payment the prime contractor receives from the MTA Agency for work performed by the subcontractor, and to pay interest at the rate required by law if payment is not made within the aforesaid seven (7) calendar days. For all contracts other than public work contracts, the prime contractor agrees to pay all subcontractors under this prime contract for the satisfactory performance of their subcontracts no later than thirty (30) days from the receipt of each payment the prime contractor receives from the MTA Agency for work performed by the subcontractor. If this prime contract includes retainage, the prime contractor may not retain more than the lesser of five percent (5%) or the retainage percentage provided in the contract between the MTA Agency and prime contractor, except that the prime contractor may retain not more than ten percent (10%) of each payment to the subcontractor where, prior to entering into a subcontract with the prime contractor, the prime contractor requested that the subcontractor provide a performance bond and a payment bond for subcontractors, labor and/or material suppliers, each in the full amount of the subcontract and the subcontractor was unable or unwilling to provide such bonds. The prime contractor must return retainage to any subcontractors within thirty (30) days of receiving a payment from the MTA Agency which returns the prime contractor’s retainage for work satisfactorily performed by the subcontractor.

F. MBE/WBE UTILIZATION PLAN

1. A proposer is required to include in its technical proposal its MBE/WBE Utilization

Plan. The MBE/WBE Utilization Plan shall include the name, address, telephone number and Federal identification number of the proposer. The MBE/WBE



Utilization Plan description shall include a statement that the proposer will achieve the MBE/WBE goals or use good faith efforts to do so as specified in this Appendix and shall show for each MBE/WBE firm: (i) the name, address and Federal identification number of the MBE/WBE the proposer intends to use if awarded this contract, (ii) a description of the services/work to be performed by the MBE/WBE and, (iii) the estimated or, if known, actual dollar amounts to be paid to the MBE/WBE firm, and (iv) the approximate performance dates of each component of the contract to be performed by each such MBE/WBE firm.

2. A proposer is required to submit with its cost proposal a properly completed and

executed “MBE/WBE Utilization Plan Form” (Form 15A.1) and an Intent to Perform as Subcontractor/Subconsultant Form (Form 15A.4) for each MBE/WBE firm identified on Form 15A.1. The cost proposal shall include the dollar value and cost breakdown of each subcontract for each MBE/WBE identified in the technical proposal. Proposers have been furnished with these forms in the solicitation document. Additional forms may be obtained from the MTA Department of Diversity and Civil Rights. The MTA Agency, in its sole discretion, may extend the submission period for a reasonable time.

3. If a proposer is a joint venture, or has a teaming agreement, or other similar

arrangement that includes a MBE/WBE, and proposes to include such MBE/WBE participation in its proposal for meeting the goals, it must submit the following to the MTA Agency Manager for review and approval:

a. The name, address, telephone number and Federal identification of each

partner or party to the agreement; b. The Federal identification number of the joint venture or entity established to

respond to this solicitation, if applicable; c. A copy of the agreement establishing the joint venture, team, or other similar

arrangement. If that agreement does not specify and describe the percentage of interest owned by each party to the agreement and the value contributed/added by each party, you must provide copies of other document(s) which provide the missing information; and

d. A copy of the mentor-protégé agreement between the parties, if applicable, and if not described in the joint venture, the teaming agreement or other similar arrangement.

4. If a revised scope of services or cost proposal is requested by the MTA Agency

Manager, unless otherwise approved in writing in advance by the MTA Agency Manager, a revised MBE/WBE Utilization Plan Form (Form 15A.1) and the accompanying Intent to Perform as Subcontractor/Subconsultant Form (Form 15A.4) for each MBE/WBE firm identified on the Form 15A.1, must be submitted which: (i) achieves the percentage goals set forth in paragraph C, and (ii) provides for the



proposer to use the same MBE/WBE firms specified in its original MBE/WBE Utilization Plan Form (Form 15A.1) or as specified in paragraph J.

5. By listing a firm on its MBE/WBE Utilization Plan Form (Form 15A.1) and submitting the accompanying Intent to Perform as Subcontractor/Subconsultant Form (Form 15A.4), the proposer is representing the following:

a. It intends to use the firm for the work specified in the MBE/WBE

Utilization Plan Form (Form 15A.1) and accompanying Intent to Perform as Subcontractor/Subconsultant Form (Form 15A.4), including any change order work required to perform the specified work;

b. On the basis of information known to it and after reasonable inquiry, it

believes such firm is a certified MBE/WBE and is technically and financially qualified to perform the work specified and that the firm is available to perform the work;

c. If it is awarded the contract, it will enter into a subcontract with such

MBE/WBE (or an approved substitute), subject to the terms and conditions of this contract, and provided that the MBE/WBE is certified by the NYS DMWBD for the work described and at the price set forth in the MBE/WBE Utilization Plan Form (Form 15A.1) and accompanying Intent to Perform as Subcontractor/Subconsultant Form (Form 15A.4);

d. It will not substitute a MBE/WBE firm listed in its MBE/WBE Utilization

Plan Form (Form 15A.1) and accompanying Intent to Perform as Subcontractor/Subconsultant Form (Form 15A.4), unless the MTA Agency provides prior written approval in accordance with paragraph O below; and

e. If proposer is a MBE/WBE and lists itself on the MBE/WBE Utilization

Plan Form (Form 15A.1) and accompanying Intent to Perform as Subcontractor/Subconsultant Form (Form 15A.4), that it will perform the work specified therein with its own workforce; and

f. If the proposer is part of a joint venture, or has a teaming agreement, or other similar arrangement with a certified MBE/WBE, its value added or participation is equal to the percentage of the goals set forth in proposal.

G. CONTRACTOR’S OBLIGATION TO MEET MBE/WBE GOALS

A contractor is contractually obligated to make good faith efforts to meet MBE/WBE goals in its approved MBE/WBE Utilization Plan using the certified MBE/WBE firms to



the extent indicated. If the contractor is unable for any reason to meet the goal or utilize a previously identified MBE/WBE firm in an approved plan, the contractor must promptly give written notice to the MTA Department of Diversity and Civil Rights with details of deficiency and the plan to remedy the deficiency. Any request by a contractor for a waiver of goals contained in its approved MBE/WBE Utilization Plan must be made in accordance with paragraph J of this Appendix. A contractor remains obligated to make good faith efforts to meet the goals in its approved MBE/WBE Utilization Plan using the certified MBE/WBE firms identified in its Plan, absent the contractor having been granted a waiver.

H. CREDIT TOWARD MBE/WBE GOALS

No credit toward meeting either or both the MBE or WBE goal will be allowed unless the DMWBD has certified a firm as a MBE or WBE. Only the value of the work actually performed by the MBE or WBE will be counted toward the respective goal.

1. The MTA Department of Diversity and Civil Rights will credit expenditures to a

MBE/WBE contractor toward MBE/WBE goals, only if the MBE/WBE provides an actual service other than acting as an intermediary between a supplier and customer. Contractors using MBE or WBE firms merely to pass through funds and invoices will not be given credit toward the goal. Contractors are prohibited from claiming credit toward the goal from any such uses of MBE or WBE firms.

2. A prime contractor which is certified as a MBE may use the work it performs to meet

the MBE goal and a prime contractor which is certified as a WBE may use the work it performs to meet the WBE goal.

3. A firm which is certified both as a MBE and a WBE may be counted towards either a

MBE goal or a WBE goal but such participation may not be counted towards both goals or divided between the MBE goal and the WBE goal.

4. The MTA Department of Diversity and Civil Rights will only allow 25% credit of the

total cost for supplies toward achievement of the MBE/WBE goal if a firm is certified as a broker. If a firm is certified as a supplier, the MTA Department of Diversity and Civil Rights will credit 100% of the total cost toward achievement of the MBE/WBE goal.

I. DEFICIENCIES IN PROPOSER MBE/WBE UTILIZATION PLAN Within twenty (20) days of receipt of a proposer’s MBE/WBE Utilization Plan, the

MTA Agency Manager will send a written notice to the proposer of acceptance or deficiency of the Plan. If the notice specifies a deficiency, within seven (7) business days after receipt, the proposer must deliver to the MTA Agency Manager a written response to the notice of deficiency. Failure to timely respond may be grounds for



disqualification. The MTA Agency Manager may agree in writing to allow (i) additional time to submit,

or (ii) additional submissions after the seven (7) business day period, based upon its determination that the proposer is making a good faith attempt to submit a response or to correct the deficiencies.

J. WAIVERS

1. When to Request a Total or Partial Waiver:

a. If the contract has not yet been awarded, a proposer may request a waiver

simultaneously with the proposer’s submission of its MBE/WBE Utilization Plan, if that plan fails to demonstrate that the firm will meet the goals.

b. If a proposer’s remedy to a notice of deficiency of the MBE/WBE Utilization

Plan is not timely provided or is found by the MTA Agency to be inadequate, the proposer shall request a waiver within five (5) business days of request by the MTA Agency.

c. If the contract has been awarded to the firm and its MBE/WBE Utilization Plan

has been approved, the contractor shall request a waiver at the earlier of the following: a) promptly after the contractor realizes that it will not meet the goals; or b) prior to the submission of request for final payment on the contract.

2. Waiver Form: A request for a waiver must be made by submitting a completed

“Request for Total or Partial Waiver of MBE/WBE Goals Pursuant to MBE/WBE Utilization Plan Form” (Form 15A.2) and the information specified therein. Additional forms are available upon request from the MTA Agency Manager.

3. Evaluation of Requests: The MTA Department of Diversity and Civil Rights will

evaluate and determine whether to grant a request for a total or partial waiver of goal requirements in accordance with the Regulations and on the basis of the information provided on Form 15A.2 and such other information as the MTA Department of Diversity and Civil Rights deems relevant. The goals set by the MTA Department of Diversity and Civil Rights are based on the criteria set forth in the Regulations. The MTA Department of Diversity and Civil Rights will consider whether the proposer/contractor made good faith efforts to identify and afford subcontracting opportunities to MBEs and WBEs, which were technically and financially qualified to perform the work specified, available to perform the work, and submitted competitive proposals.

4. A contractor requesting a waiver shall submit its written request to the MTA Agency

Manager, with a copy to the MTA Department of Diversity and Civil Rights.



Requests for a waiver shall include a copy of all documentation supporting the request as specified in the Regulations and in Form 15A.2. The contractor and/or subcontractor shall supply any additional information and/or documentation applicable to the request for a waiver that the MTA Agency Manager or the MTA Department of Diversity and Civil Rights requests. Contractors and/or subcontractors that intend to file a post-award request for a waiver will be subject to all pre-award MBE and WBE requirements set forth in the contract documents.

K. GOOD FAITH EFFORTS

The MTA Department of Diversity and Civil Rights shall not grant any automatic waivers of goal requirements but may consider any criteria it determines relevant or which a proposer/contractor submits to document its good faith efforts, provided that the criteria set forth in the Regulations (see Section 142.8) will, at a minimum, be considered for purposes of determining whether a proposer/contractor has documented good faith efforts.

L. DISQUALIFICATION OF PROPOSER

The MTA Agency may disqualify a proposer as non-responsible: (i) for failure to submit a MBE/WBE Utilization Plan; (ii) for failure to respond to deficiencies in the MBE/WBE Utilization Plan notice in accordance with paragraph I above; or (iii) upon a determination that the proposer’s MBE/WBE Utilization Plan does not show that the goal requirements will be met and the proposer has not documented that it has made good faith efforts to develop a MBE/WBE Utilization Plan that satisfies the goal requirements. The MTA Agency shall issue to a disqualified proposer a notice of disqualification and statement of reasons for its final decision. The disqualified proposer may request a hearing in accordance with the procedures outlined in Executive Law Article 15-A and the Regulations. See paragraph M , below.

M. COMPLAINTS BY A PROPOSER

A proposer who has received a written notice of disqualification prior to the award of a contract, as outlined above, may file a complaint with the Executive Director of the DMWBD (“Director”) within five (5) days of receiving such a notice. The proposer shall serve a copy of its complaint upon the Director and the MTA Agency by personal service or certified mail, return receipt requested. After the contract has been awarded, a contractor who is notified by the MTA Agency that its MBE/WBE Utilization Plan is deficient may file a complaint within twenty (20) days of such notice with the Director asserting that the MTA Agency unreasonably: (i) denied in whole or part a request for waiver of a goal; (ii) determined that the contractor has not acted in good faith, has failed, or is failing or refusing to comply with a goal; or (iii) failed to grant or deny a request for waiver within twenty (20) days of its receipt of a



completed Form 15A.2.

The procedure and requirements for filing and resolving such a complaint are set forth in the Regulations.



N. REMEDIES FOR CONTRACTOR’S FAILURES

In the event of a contractor’s willful and intentional failure to comply with the State MBE/WBE Law, the Regulations or the provisions of this contract governing MBE/WBE participation requirements, and in the event the MTA Agency elects not to follow the procedures set forth in paragraph U below, the contractor shall be liable to the MTA Agency for liquidated damages in an amount equal to fifty percent (50%) of the difference between the dollar amount of MBE/WBE participation set forth in the contractor’s approved MBE/WBE Utilization Plan and the actual dollar amount credited by the MTA Agency for such participation. Such a willful and intentional failure on the part of the contractor shall also constitute a breach of this contract and the MTA Agency may avail itself of such other remedies as are provided in the contract or at law or equity on account of such breach.

O. MBE/WBE MODIFICATIONS

In the event that a contractor wishes to modify its MBE/WBE Utilization Plan (Form 15A.1) after its submission or after a contract is awarded, then the contractor must notify the MTA Agency Manager, in writing, and request approval for the modification. A prime contractor may not, without the MTA Agency’s prior consent, terminate for convenience a MBE or WBE subcontract approved under this contract and then perform the work of the contract with its own forces or those of an affiliate. A modification includes any change to items of work, material, services, subcontract value or MBE/WBE firms, which differ from those identified on the approved MBE/WBE Utilization Plan (Form 15A.1). When a MBE/WBE subcontractor or subconsultant is terminated or fails to complete its work for any reason, the prime contractor must make good faith efforts to find another MBE/WBE subcontractor to substitute for the original MBE/WBE. These good faith efforts must be directed at finding other MBE/WBEs to perform at least the same amount of work under the contract as the former MBE/WBE to the extent needed to meet the contract goal. The contractor must provide the MTA Agency Manager with any and all documentation and information as may be requested with respect to the modification, which, at a minimum must include the documentation detailed in Section 142.8(a) of the Regulations. If the MTA Department of Diversity and Civil Rights determines that the prime contractor failed to make good faith efforts, the MTA Agency may avail itself of the remedies included in this contract.

P. EEO/NON-DISCRIMINATION

1. The proposer agrees as a precondition to entering into a valid and binding contract, not to discriminate against any employee or applicant for employment for work under this contract, or any subcontract hereunder, by reason of race, creed, color, national origin, sex, age, disability or marital status, and that it shall make and document its conscientious and active efforts to employ and utilize minority group members and



women in its workforce on this contract. The proposer agrees to undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal opportunities without discrimination. For these purposes, affirmative action shall apply in the areas of recruitment, employment, job assignment, promotion, upgrading, demotion transfer, layoff, or termination and rates of pay or other forms of compensation.

2. The proposer shall submit prior to the award of this contract, an equal employment

opportunity (“EEO”) policy statement to the MTA Agency within seven days of receiving a notice of selection. The proposer’s EEO policy statement must include the following language:

a. The contractor will not discriminate against any employee or applicant for

employment, will undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal employment opportunities without discrimination, and shall make and document its conscientious and active efforts to employ and utilize minority group members and women in its workforce on the contract.

b. The contractor will state in all solicitations or advertisements for employees that

in the performance of this contract, all qualified applicants will be afforded equal employment opportunities without discrimination.

c. At the request of the MTA Agency, the proposer/contractor shall request each

employment agency, labor union or authorized representative of workers with which it has a collective bargaining or other agreement or understanding, to furnish a written statement that such employment agency, labor union or representative will not discriminate and that such employment agency, labor union or representative will affirmatively cooperate in the implementation of the contractor’s obligations herein.

d. Except for construction contracts, prior to an award of a contract, the proposer

shall submit to the MTA Agency a staffing plan of the anticipated work force to be utilized on the contract or, when required, information on the contractor’s total work force, including apprentices, broken down by specific ethnic background, gender, and Federal occupational categories or other appropriate categories specified by the MTA Agency. The information must be submitted on the Staffing Plan Form.

e. After the award of the contract, the contractor shall submit to the MTA Agency a

workforce utilization report, in a form and manner required by the MTA Agency, of the work force actually utilized on the contract, broken down by specific ethnic background, gender, and Federal occupational categories or other appropriate categories specified by the MTA Agency.



f. The contractor shall include these provisions in every subcontract for work performed in connection with this contract in such manner that the requirements of these provisions will be binding on each subcontractor as to work in connection with the contract, including the requirement that subcontractors shall undertake or continue existing programs of affirmative action to ensure that minority group members and women are afforded equal employment opportunities without discrimination because of race, creed, color, national origin, sex, age, disability or marital status, and when requested, provide to the contractor information on the ethnic background, gender, and Federal occupational categories of the employees to be utilized on the contract.

3. Upon a written request, the MTA Department of Diversity and Civil Rights shall

supply contractors with labor force availability data, for specific job titles that fall within the relevant occupational categories. Contractors may use this data to identify, recruit and retain minority group members and women for participation on this contract.

4. The requirements of this paragraph shall not apply to any employment or application

for employment outside New York State or solicitations or advertisements thereof, or any existing employment programs outside New York State.

Q. EEO SUBMISSION REQUIREMENTS

The successful proposer must submit to the MTA Agency Manager, a, EEO-1 Form within seven calendar days after it receives verbal notification of the selection. All other proposers must submit the document within seven (7) calendar days of a verbal request from the MTA Agency Manager. The MTA Agency Manager will confirm, in writing, any verbal notification. However, the time frame for proposer’s response is based upon the date of the verbal notification. Upon written request, the MTA Agency Manager may extend the deadline for submission of an EEO-1 Form. If a proposer does not submit an EEO-1 Form, the proposal may be disqualified unless reasonable justification for such failure is provided in writing or a commitment is made to provide such document by a date certain established by the MTA Agency. Requirements of this section will also be binding on each subcontractor.

R. CONTRACTOR COMPLIANCE REPORTING

The MTA Department of Diversity and Civil Rights is responsible for determining compliance by the contractor with the EEO/nondiscrimination obligations and MBE/WBE goals established in the contract. The MTA Department of Diversity and Civil Rights may determine that the contractor is complying with the EEO/nondiscrimination obligations and MBE/WBE goals set forth in the MBE/WBE Utilization Plan (Form 15A. 1) by examining reports received from a contractor, on-site inspections, progress meetings regarding work required by the contract, or other MTA



Agency actions taken in the ordinary course of administering the contract.

S. REPORTING AND RECORDKEEPING

1. The contractor shall submit to the MTA Agency documentation concerning its

performance in meeting the MBE/WBE goal during the term of the contract.

a. If the duration of this contract is less than one year, within sixty (60) days of the award date of this contract, unless extended by the MTA Agency in writing, the contractor must enter into written subcontract agreement(s) with the MBE/WBEs listed in its MBE/WBE Utilization Plan (Form 15A.1) and accompanying Intent to Perform as a Subcontractor/Subconsultant (Form 15A.4) or with substitutes approved by the MTA Agency.

b. If the duration of this contract is one (1) year or more, not later than thirty (30)

days before a subcontractor commences work on the contract, unless extended by the MTA Agency in writing, the contractor must enter into written subcontract agreement(s) with the MBE/WBEs listed in its MBE/WBE Utilization Plan (Form 15A.1) and accompanying Intent to Perform as a Subcontractor/Subconsultant (Form 1 5A.4) or with substitutes approved by the MTA Agency.

c. The contractor immediately upon execution shall provide a copy of the

contractor’s executed subcontract agreement(s) with MBE/WBEs to the MTA Agency, with a duplicate copy sent to the MTA Department of Diversity and Civil Rights.

d. The contractor must submit updated subcontract agreements with MBE/WBEs

any time a significant change to items of work, material, services, or subcontract value occurs.

2. The contractor must submit a work schedule outlining when each MBE/WBE

subcontractor will commence and complete work on the contract.

3. The contractor must submit monthly reports on progress toward meeting its MBE/WBE goal. The Monthly MBE/WBE Progress Reports (Form 15A.3), submitted with the contract documents, shall be mailed to the MTA Agency Manager with a copy to the MTA Department of Diversity and Civil Rights.

4. The contractor must promptly notify the MTA Agency Manager of any situation in

which any progress payment is not made to a MBE/WBE subcontractor or supplier within the time frames set forth in this contract. Nothing herein shall create any obligation on the part of the MTA Agency to pay or to see to the payment of any moneys to any subcontractor or materialman from any contractor nor shall anything



provided herein serve to create any relationship in contract or otherwise, implied or expressed, between the subcontractor and materialman and the MTA Agency.

5. The contractor must promptly inform the MTA Agency Manager, in writing, when it has reason to believe its attainment of the MBE/WBE participation goal is in jeopardy. In this regard, the contractor must inform the MTA Agency Manager, in writing, with supporting documentation, immediately upon learning that a MBE/WBE firm is unable or unwilling to perform the subcontracted services.

6. The willful making of false statements or the willful submission to MTA of incorrect

information shall be treated by the MTA Agency as a breach of the contract.

T. WORKFORCE UTILIZATION REPORTS

1. Prior to the award of this contract the proposer shall submit an EEO Policy Statement

and a staffing plan, as described in Section 143.3 of the Regulations. Where the work force to be utilized in the contract cannot be separated out from the contractor’s and/or subcontractor’s total work force, the proposer shall submit to the MTA Agency Manager, instead of the staffing plan, a report of contractor’s and/or subcontractor’s total work force, including apprentices, broken down by specified ethnic background, gender and Federal occupational categories. The information must be submitted on the Staffing Plan Form. A proposer’s failure to submit an EEO Policy Statement and a staffing plan or total work force data shall result in the rejection of the proposal unless the proposer provides the MTA Agency with a reasonable justification in writing for such failure or makes a commitment to submit an EEO Policy Statement and a staffing plan or work force data by a date certain established by the MTA Department of Diversity and Civil Rights.

2. After the award of a the contract, and where the work force to be utilized in the

performance of the contract can be separated from the contractor’s and/or subcontractor’s total work force the contractor shall submit on a monthly basis, throughout the life of the contract, a workforce utilization report to the MTA Agency Manager, which details the number of employees that worked on activities related to this contract. For commodities, service/consulting and professional construction consultant contracts, the work force utilization report shall include the contractor’s and subcontractor’s work force on the contract broken down by ethnic background, gender and Federal occupational categories. For construction contracts, the work force utilization report shall include the hours a contractor’s and subcontractor’s employees worked on activities related to the contract and a break down of those hours by ethnic background, gender and the construction related job titles that fall within the relevant Federal occupational categories. For construction contracts the work force utilization reports shall be submitted on a monthly basis throughout the



life of the contract. For all other contracts the contractor shall submit work force utilization reports on a quarterly basis throughout the life of the contract when the contractor’s and/or subcontractors’ work force changes. If the contractor’s and/or subcontractor’s work force does not change within the quarterly period, the contractor shall so notify the MTA Agency. The information must be submitted on the appropriate MTA standard form WF-257, a copy of which is attached as Exhibit __. In instances where a contractor’s/subcontractor’s workforce cannot be broken out, the contractor/subcontractor must affirm such and submit an EEO-1 Form detailing its current workforce, on a semiannual basis throughout the life of the contract.

3. During the lifetime of the contract, the contractor shall undertake or continue existing

EEO programs and shall ensure that all subcontractors comply with the EEO requirements.

U. COMPLAINT BY MTA AGENCY AGAINST CONTRACTOR TO NE W YORK

STATE DEPARTMENT OF ECONOMIC DEVELOPMENT – FAILURE TO COMPLY WITH THE MBE/WBE PROGRAM OR BAD FAITH, WILLF UL AND INTENTIONAL FAILURE TO COMPLY In the event the MTA Agency determines that the contractor has failed to comply with the State MBE/WBE Law, the Regulations or this contract, including that contractor has acted in bad faith or has willfully and intentionally failed to comply with the same and elects not to enforce its rights as set forth in Paragraph N, above, the MTA Agency may file a complaint with the Director pursuant to Executive Law, Section 316, seeking specified remedies, which include, but are not limited to, the imposition of various sanctions, fines or penalties against the contractor. The procedure and requirements with respect to filing and resolving any such complaint are set forth in the Regulations. The contractor is hereby put on notice that the penalties imposed by the Director for any violation which is premised upon either a fraudulent or intentional misrepresentation by the contractor or the contractor's willful and intentional disregard of the minority and women-owned participation requirement included in the contract may include a determination that the contractor shall be ineligible to submit a proposal to any contracting State agency, which is defined in the State MBE/WBE Law and the Regulations to include any MTA Agency, and many other non-MTA agencies, or be awarded any State agency contract for a period not to exceed one (1) year following the final determination; provided however, if a contractor has previously been determined to be ineligible to submit a proposal pursuant to applicable regulations, the penalties imposed for any subsequent violation, if such violation occurs within five (5) years of the first violation, may include a determination that the contractor shall be ineligible to submit a proposal to any contracting State agency or be awarded any State agency contract for a period not to exceed five (5) years following the final determination.

V. SUBSEQUENT RESPONSIBILITY DETERMINATIONS



The MTA Agency may take into account information regarding a contractor’s compliance with the MBE/WBE program requirements under this contract, including, but not limited to its failure to meet goals or to demonstrate good faith efforts to meet same, etc, as well as information of willful or intentional failures, fraud or intentional misrepresentations on the part of the contractor, as described in the State MBE/WBE Law and Regulations, in rendering determinations as to whether the contractor, having submitted a proposal in connection with future contract solicitations, should be found to be a responsible proposer, as required pursuant to Section 1209 or 1265-a, as applicable, of the Public Authorities Law.

W. PROHIBITION OF AGREEMENTS TO RESTRICT COMPETITIO N

Agreements between a proposer and a MBE/WBE firm in which the MBE/WBE firm agrees not to provide subcontracting quotations to any other proposers are prohibited.

9/11 Boiler/MBE-WBE/Appendix D/RFP Submission Req.doc

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