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REQUEST FOR PROPOSALS

Countywide Bee-Line

ParaTransit Services

Westchester County Office for the Disabled

June 17, 2011

Westchester County 2011 ParaTransit RFP ii

Bee-Line ParaTransit Services Request For Proposals (RFP)

To ParaTransit Proposer: The Westchester County Office for the Disabled is soliciting proposals to provide ParaTransit services in compliance with the requirements of the Americans with Disabilities Act of 1990, as amended, and Section 15-c of the New York State Transportation Law. All proposers are required to attend a mandatory proposers meeting on July 7, 2011 at 11:00 AM in Room 212 Of the Michaelian Office Building, 148 Martine Ave., White Plains, New York 10601. Please inform Evan Latainer (contact information below) if you plan to attend this meeting. Technical questions are due no later than July 15, 2011. Technical questions are to be mailed, faxed or e-mailed to: Evan Latainer Director Office for the Disabled Tel: (914) 995-2958 FAX: (914) 995-2799 Email: [email protected] Also contact Mr.Latainer for any additional information. Proposals must be submitted no later than 3:00 p.m. on August 2, 2011 Late Proposals Will Be Rejected. The expected start date of the contract associated with this RFP is January 1, 2012.

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Westchester County 2011 ParaTransit RFP iii

Bee-Line ParaTransit Services Request For Proposals (RFP)

TABLE OF CONTENTS

Section I - Administrative & General Information 1.0 Purpose of RFP & Background Information 2.0 Fleet Description 3.0 Coordinating Departments 4.0 Evaluation Committee 5.0 Administrative and Technical Questions 6.0 Due Date for Proposals 7.0 Number of Copies 8.0 RFP Policies and Procedures/Legal Representations & Understandings 9.0 Public Disclosure of Proposal Contents 10.0 Intellectual Property Rights 11.0 MBE/WBE Participation 12.0 Drug and Alcohol Testing 13.0 Proposal Format 14.0 List of Sub Providers 15.0 Cost Proposal 16.0 Evaluation of Proposals and Award Criteria 17.0 Contract Term and Other Provisions 18.0 Performance Security 19.0 Liquidated Damages 20.0 Notice of Award 21.0 Negotiations with Selected Firm 22.0 Indemnification for Displaced Union Employees 23.0 Audit and Maintenance of Documents

Section II - Proposal Contractor Profile/Statement of Qualifications 1.0 Identification of Respondent and General Information 2.0 Experience and Background of Responding Organization 3.0 Personnel 4.0 Vehicle and Fleet Management Capabilities 5.0 Insurance 6.0 Statement of Financial Condition 7.0 Transition Plan 8.0 References 9.0 Additional Information

Westchester County 2011 ParaTransit RFP iv

Section III - Technical Proposal Requirements & Scope of Work 1.0 Profile of County 2.0 Service Areas 3.0 Days, Hours and Categories of Service Operation 4.0 Fares 5.0 Background Statistics & Information 6.0 Other Unique Service Features 7.0 Definitions 8.0 Summary of Westchester County Responsibilities 9.0 Summary of Provider Responsibilities 10.0 Performance Measures Section IV - Cost Proposal/Forms 1.0 Prices Required & Related Information 2.0 Selection Investigation Criteria 3.0 Criteria for Disqualification 4.0 Required Forms, in addition to required information under Sections II and III Form IV-1A: Price Offer Form (to Provide 100% of Service) Form IV-1B: Price Offer Form Worksheet (to Provide 100% of Service) Form IV-1C: Price Offer Form (to Provide 70% of Service) Form IV-1D: Price Offer Form Worksheet (to Provide 70% of Service) Form IV-2: Affirmation Form IV-3: Provider's Acknowledgment Form IV-4: Certificate of Authority Form IV-5: Affirmative Action Plan Requirement Form IV-6: Receipt of Addenda Statement Form IV-7: MacBride Certification Form IV-8: Questionnaire Regarding Business Enterprises Owned and Controlled by

Persons of Color or Women Form IV-9: Qualified Transportation Fringe Program Form IV-10: Disclosure of Relationships to County Form IV-11 Federal Transit Administration Certification Forms Form IV-11-C-1 Certification of Restrictions on Lobbying Form IV-11-C-2 Clean Air and Water Certification Form IV-11-C-3 Fly America Certificate Form IV-11-C-4 Disadvantaged Business Enterprise (DBE) Certification Form IV-11-C-5 Eligible Contractors Certificate Form IV-11-C-6 No Government Obligation to Third Parties Certification Form IV-11-C-7 Certification of Contractor Regarding Debarment, Suspension & Other

Westchester County 2011 ParaTransit RFP v

APPENDICES Appendix “A” - ParaTransit Fleet Roster Appendix “B” - Standard Insurance Provisions (Contractor) Appendix “B-1” - Standard Insurance Provisions (Carrier) Appendix “C” - Sample Operating Agreement Form Appendix “D” - Sample Lease Agreement Form Appendix “E” - Criminal Background Disclosure Instructions Appendix “F” - Vendor Direct Payment Appendix “G” - Required Monthly Provider Reports Appendix “H” - FTA Required Bid Contract Provisions

Westchester County 2011 ParaTransit RFP vi

REQUEST FOR PROPOSALS (RFP) Notice is hereby given that Westchester County, through the Office for the Disabled, is seeking proposals from qualified firms to provide ParaTransit services as specified in the RFP in compliance with the Americans with Disabilities Act of 1990, as amended, and Section 15-c of the NYS Transportation Law. The RFP document may be obtained by contacting Evan Latainer, Director, Westchester County Office for the Disabled, 148 Martine Avenue, White Plains, New York 10601, telephone (914) 995-2958 or online at www.westchestergov.com/rfp under “Department”, “CE-Office for the Disabled”. The deadline for the receipt of proposals is 3:00 p.m., August 2, 2011. The deadline for all technical questions is July 15, 2011. All proposers are required to attend a mandatory proposers meeting on July 7, 2011 at 11:00 AM in Room 527 of the Michaelian Office Building, 148 Martine Ave., White Plains, New York 10601. Proposals received after the deadline for receipt of proposals will be considered late and will be returned unopened to the proposer. The expected start date of the contract associated with this RFP is January 1, 2012. All proposers will be required to comply with all applicable Equal Opportunity laws and regulations. Pursuant to Local Law No. 27-1997, it is the goal of the County to encourage and support significant, meaningful participation by business enterprises owned and controlled by people of color and/or women (MBE/WBE) in contracts and projects funded by the County. Funds received from the Federal Transit Administration (FTA) may be used to fund all or parts of this procurement. The County of Westchester reserves the right to reject any and all proposals, in whole or in part, to enter into multiple contracts, and to make an award(s) as deemed in the best interest of the County. Further, the County reserves the right to waive any formalities or informalities contained in the RFP. Proposals may not be withdrawn for sixty (60) days after the RFP due date noted above. County of Westchester Office for the Disabled Evan Latainer, Director Dated: June 17, 2011 White Plains, New York e-mail: [email protected]

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Westchester County Page 1 2011 ParaTransit RFP

SECTION I

ADMINISTRATIVE & GENERAL INFORMATION

1.0 Purpose of RFP & Background Information

The purpose of this Request for Proposals (“RFP”) is to solicit responses from interested parties that will assist the County of Westchester in selecting one or two qualified, experienced transportation firms to provide ParaTransit services in Westchester County. Proposers may submit offers for one or more of the following service areas:

1) All of Westchester County 2) North Westchester County (“North County - Zone N”) 3) South Westchester County (“South County - Zone S”)

However, separate proposal document submissions for each of the above service area options are required if a potential Provider is proposing for more than one area. Proposers should be aware that during the course of the contract period associated with this RFP and likely by the start of the contract, the County is planning to start diversifying its ParaTransit vehicle fleet, first with new “Ford Transit Connect” vehicles (or an equivalent). Currently, approximately 80% of ParaTransit Eligible Riders are classified as ambulatory and could possibly be served by a mini-van or sedan, with approximately 19% of Eligible Riders using wheelchairs and 1%, using scooters. Also during a one week period in May 2011, 84% of the trips were made by riders who were classified as ambulatory, 14% were wheelchair users, and 2% used scooters. Proposers should also be aware that during the course of the contract period associated with this RFP, the County intends to develop “Innovative Services” to be incorporated into its ParaTransit program. Innovative Services would likely include contracting with a broker, taxis and/or car services. These services could include conversion of blocks of service time such as weekends, late nights, selected low-density areas, or other trips. It is estimated that these Innovative Services could operate up to 30% of the County’s ParaTransit service. Therefore, the contract associated with this RFP that is to be negotiated with a Provider or Providers will be non-exclusive and there will be no minimum work volume guarantee. However, it is estimated that at least 70% of the total work volume (Trips) will be available to Proposers responding to this RFP. Accordingly, Proposers are required to complete two (2) Price Offer Forms (Section IV) for providing 100% and 70% work volume (Trips) of service. As Innovative Services are added and the Provider operates less than 100% of service, the per trip rate that can be billed will change on a directly proportional sliding scale between the 100% service level per trip rate bid and the 70% service level per trip rate bid. That would mean at the 85% service level, the Provider’s trip rate would be the average of the 100% and 70% bid rates.


The County of Westchester (“the County”) provides ParaTransit services through a program called Bee-Line ParaTransit (“ParaTransit”). ParaTransit is a seven day a week, demand-responsive, advance-reservation, curb-to-curb service for individuals traveling within Westchester County and to or from limited areas of- Bronx County, Putnam County and Connecticut who do not have the functional capability to ride fixed-route buses due to a disability. This service has been in operation since 1983 and has been contracted the entire period. Currently and throughout the contract period associated with this RFP, Bee-Line ParaTransit, upon prior request, may approve providing additional assistance between curbside and the building’s entrance, known as “Origin-to-Destination Service” (See Section III, 7.0 Definitions). The Westchester County Office for the Disabled (WCOFD) is responsible for determining eligibility, registering customers, accepting trip reservations, managing complaints, scheduling trips and monitoring the day-to-day operation of the service. However, the successful proposer must accept and schedule “same day trip” requests Monday through Sunday including holidays. The Provider must also reserve and schedule “next day trip” requests on all Saturdays, all Sundays, and holidays when County offices are closed. The County uses a software system (Trapeze) that offers real-time, automated scheduling and dispatching capabilities. The ParaTransit service vendor ties into this system for dispatching purposes and the County will provide the necessary number of workstations and printers. The successful proposer (hereinafter referred to also as the “Provider” or “Contractor”) will be responsible for hiring and training drivers, mechanics, dispatchers, road supervisors and office staff. The Provider will also be responsible for dispatching, maintaining the County owned fleet in accordance with WCOFD specifications, manufacturer recommendations and State regulations so that vehicles pass New York State Department of Transportation inspections; investigating complaints; maintaining certain financial and operating statistics, and generally insuring that the highest quality service is provided in accordance with the service-specification. The Provider will be paid per “Trip”. (See Section III, 7.0 Definitions). WCOFD provides the Contractors with the vehicles used in service and insurance for the vehicles. The Provider must supply and equip each vehicle used in service with a two-way radio, and/or cell phone with a hands free device. The Provider must also provide a garage or similar base of operations within Westchester County. Specifics on Provider requirements are found in Section III. Note that these provisions will be incorporated into the Provider’s contract.


2.0 Fleet Description

The County supplies the vehicles used in the service. The current County owned fleet consists almost entirely of Ford E-350 vans with diesel engines and these are listed in Appendix A. Most of these vehicles, ParaTransit vans have a maximum seating capacity of 6 or 7 ambulatory passengers or 2 wheelchair passengers with 5 ambulatory, or 2 wheelchairs with 4 ambulatory. There are also 4 shuttle van vehicles with a seating capacity of up to 20 with 2 wheelchair positions. All vehicles listed in Appendix A are equipped with Braun lifts and Q’straint wheelchair securement systems. They are “conversion” type vans manufactured by Coach and Equipment Corp. and are built on Ford chassis. This type of vehicle is scheduled to be replaced about every four years and the next replacements will be Ford E-350 vans similar to the current fleet vehicle except that they will have gasoline engines. It is anticipated that the ParaTransit Van and Shuttle Van fleet will be distributed as follows:

• North County – Zone N: 25 vans and 4 shuttle vans • South County – Zone S: 52 vans

See Section III, 2.0 for descriptions of these service areas. Proposers should be aware that during the course of the contract period associated with this RFP and likely by the start of the contract, the County is planning to begin diversifying its ParaTransit vehicle fleet, first with new “Ford Transit Connect” vehicles (or an equivalent). Currently, approximately 80% of ParaTransit Eligible Riders are classified as ambulatory and could possibly be served by a mini-van or sedan, with approximately 19% of Eligible Riders using wheelchairs and 1%, using scooters. The Provider will be leased all vehicles at a charge of $1.00 per vehicle per year. Vehicles leased to the Provider shall only be used to provide services covered by this Agreement. It is anticipated that the County will supply the Provider with sufficient vehicles to meet service and have an adequate spare ratio. However, from time to time, the Provider may be called upon to provide vehicles in the event of a growth in demand. The Provider will be paid for the use of the vehicles in accordance with the provisions of the Agreement. Any vehicles the Provider supplies must be similar to those supplied to the Provider, and the Provider shall be required to carry insurance on the Provider’s vehicles as set forth in Appendix “B-1”.

3.0 Coordinating Departments Prior to Award of Contract

The Westchester County Office for the Disabled (WCOFD) is responsible for coordinating the issuance of the RFP:


Contact Evan Latainer, Director Westchester County Office for the Disabled 148 Martine Avenue White Plains, New York 10601 Tel: (914) 995-2958 Email: [email protected]

After Award of Contract/Prior to Execution of Contract

The Office for the Disabled will be responsible for coordinating with the Westchester County Attorney’s Office and the Provider regarding the negotiation and execution of the contract.

4.0 Evaluation Committee

The RFP Evaluation Committee shall be established exclusively for the purpose of this project and will include representatives the following County agencies: Office of the County Executive, Office for the Disabled and the Department of Public Works and Transportation (WCDPW&T).

5.0 Administrative and Technical Questions Questions regarding this RFP must be submitted in writing to the contact listed in

paragraph 3.0 above. Use of e-mail will be permitted to expedite communications. All e-mail communications must be followed with a hard copy.

The Evaluation Committee will develop responses to questions in the form of an Addendum to this RFP, if necessary.

6.0 Due Date for Proposals

Proposals must be submitted to the attention of the Director of the Office for the Disabled listed in paragraph 3.0 above, by 3:00 PM on August 2, 2011.

In the interest of fairness to all participants, no extensions or exceptions will be permitted unless issued as an Addendum to this RFP and applicable to all Proposers. Notification of any change in deadline for submission of proposals will be issued in writing by the County to all known prospective contractors.

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7.0 Number of Copies

One original and six (6) printed copies plus six (6) CD’s of the Proposal are required.

8.0 RFP Policies and Procedures/Legal Representations & Understandings

By submission of a proposal in response to this request for proposals, proposing entity agrees to and understands:

• that any proposal, attachments, additional information, etc. submitted pursuant to

this Request for Proposals constitute merely a suggestion to negotiate with the County of Westchester and is not a bid under Section 103 of the New York State General Municipal Law;

• submission of a proposal, attachments, and additional information shall not entitle

the proposing entity to enter into a service agreement with the County of Westchester for the required services;

• by submitting a proposal, the proposing entity agrees and understands that the

County of Westchester is not obligated to respond to the proposal, nor is it legally bound in any manner whatsoever by submission of same;

• that any and all counter-proposals, negotiations or any communications received by

a proposing entity, its officers, employees or agents from the County, its elected officials, officers, employees or agents, shall not be binding against the County of Westchester, its elected officials, officers, employees or agents unless and until a formal written agreement for the services sought by this RFP is duly executed by both parties and approved by the Westchester County Board of Acquisition & Contract, and the Office of the Westchester County Attorney.

In addition to the foregoing, by submitting a proposal, the proposing entity also understands and agrees that the County of Westchester reserves the right, and may at its sole discretion exercise, the following rights and options with respect to this Request for Proposals:

• To reject any or all proposals;

• To issue additional solicitations for proposals and/or amendments to this RFP;

• To waive any irregularities in proposals received after notification to proposers

affected;

• To select any proposal as the basis for negotiations of a contract, and to negotiate with one or more of the proposers for amendments or other modifications to their proposals;

• To conduct investigations with respect to the qualifications of each proposer;


• To exercise its discretion and apply its judgment with respect to any aspect of this

RFP, the evaluation of proposals, and the negotiations and award of any contract;

• To enter into an agreement for only portions (or not to enter into an agreement for any) of the services contemplated by the proposals with one or more of the proposers;

• To select the proposal that best satisfies the interests of the County and not

necessarily on the basis of price or any other single factor;

• While this is a Request For Proposals and not a bid, the County reserves the right to apply the case law under General Municipal Law § 103 regarding bidder responsibility in determining whether a proposer is a responsible vendor for the purpose of this RFP process;

• The County assumes no responsibility or liability of any kind for costs incurred in the

preparation or submission of any proposal;

• The County is not responsible for any internal or external delivery delays which may cause any proposal to arrive beyond the stated deadline. To be considered, proposals MUST arrive at the place specified herein and be time stamped prior to the deadline.

• Evaluation criteria are not necessarily listed in order of importance. The County

reserves the right to weigh its evaluation criteria in any manner it deems appropriate.

• Anyone who intends to submit a Proposal must contact the WCOFD directly and specifically request a copy of this RFP. WCOFD has responsibility for maintaining a control list of all potential Proposers.

• The award, of any contract will be made as judged to be in the best interest of the

County. It is the County’s intent to select the Proposer(s) that provide the best solutions for WCOFD’s needs.

• Reference is made to the, Sample Operating Agreement (Appendix “C”) enclosed,

for the terms and conditions of the Agreement to be entered into, including indemnification and insurance. The Sample Operating Agreement is subject to revision arising out of the terms and conditions imposed by law and/or deemed appropriate by the County Attorney’s office and/or final contract negotiations. The Proposer must identify any items not set forth in the Sample Operating Agreement which the Proposer requests be negotiated. The Proposer’s responses to this RFP, as may be subsequently modified in negotiations with the County, may be included as exhibits in any contracts that the County may execute with the Proposer.

• The decision to award a contract shall be based on the Proposer’s ability to provide

quality services and products and to comply with all applicable laws, rules and regulations.


• Each Proposal will be examined to determine whether it is responsive to the requirements of this RFP. All responsive proposals will be evaluated in accordance with the criteria set forth herein. Proposals may be rejected if they show any alteration of terms, conditions, or alternate proposals not invited, in complete forms, or irregularities of any kind. Alternate Proposals will be considered only at the discretion of the County. More than one Proposal from an individual, firm, partnership, corporation, or association under the same or different names for each license offered will not be considered.

• Based on the evaluation criteria, please note that the County will not necessarily

choose the Contractor(s) with the lowest proposed fees to the County. A competitive range consisting of those proposals which are acceptable to the County, or which could be made acceptable following written or oral presentations, will be determined. Following discussions and clarifications, if necessary, it is anticipated that a final selection will be made.

• As part of the proposal review process, the County may opt to conduct on-site

inspection(s) of facilities proposed by prospective contractors for the purposes of this contract. In such cases, the prospective contractor will permit County personnel to visit the facilities, conduct inspection(s), and make available to the County, during and for the purpose of the inspection, responsible, knowledgeable personnel to answer questions regarding these facilities and the prospective Contractor’s proposal as it relates to those facilities.

9.0 Public Disclosure of Proposal Contents

The New York State Freedom of Information Law as set forth in Public Officers Law, Article 6, Sections 84-90, mandates public access to government records. However, proposals submitted in response to this RFP may contain technical, financial background or other data, public disclosure of which could cause substantial injury to the proposer's competitive position or constitute a trade secret. Proposers who have a good faith belief that information submitted in their proposals is protected from disclosure under the New York Freedom of Information Law shall:

a) Insert the following notice in the front of its proposal

NOTICE The data on pages ___ of this proposal identified by an asterisk (*) contains technical or financial information constituting trade secrets or information the disclosure of which would result in substantial injury to the proposer’s competitive position. The proposer requests that such information be used only for the evaluation of the proposal, but understands that any disclosure will be limited to the extent that the County considers proper under the law. If the County enters into an agreement with this proposer, the County shall have the right to use or disclose such information as provided in the agreement, unless otherwise obligated by law.


and

b) clearly identify the pages of the proposals containing such information by typing in bold face on the top of each page “ * THE PROPOSER BELIEVES THAT THIS INFORMATION IS PROTECTED FROM DISCLOSURE UNDER THE STATE FREEDOM OF INFORMATION LAW.”

The County assumes no liability for disclosure of information so identified, provided that the County has made a good faith legal determination that the information is not protected from disclosure under applicable law or where disclosure is required to comply with an order or judgment of a court of competent jurisdiction. The contents of the proposal, which is accepted by the County, except portions “Protected from Disclosure”, may become part of any agreement resulting from this RFP.

10.0 Intellectual Property Rights

The proposer accepts and agrees that language in substantially the following form will be included in the contract between the proposer and the County: All deliverables created under this Agreement by the Proposer are to be considered “works made for hire”. If any of the deliverables do not qualify as “works made for hire”, the Proposer hereby assigns to the County all right, title and interest (including ownership of copyright) in such deliverables and such assignment allows the County to obtain in its name copyrights, registrations and similar protections which may be available. The Proposed agrees to assist the County, if required, in perfecting these rights. The Proposer shall provide the County with at least one copy of each deliverable. The Proposer agrees to indemnify and hold harmless the County for all damages, liabilities, losses and expenses arising out of any claim that a deliverable infringes upon an intellectual property right of a third party. If such a claim is made, or appears likely to be made, the Proposer agrees to enable the County’s continued use of the deliverable, or to modify or replace it. If the County determines that none of these alternatives is reasonably available, the deliverable will be returned.

All records compiled by the Proposer in completing the work described in this Agreement, including but not limited to written reports, studies, drawings, blueprints, negatives of photographs, computer printouts, graphs, charts, plans, specifications and all other similar recorded data, shall become and remain the property of the County. The Proposer may retain copies of such records for its own use.


11.0 MBE/WBE Participation

Pursuant to Local Law No. #27-1997 of Westchester County, it is the policy of the County to encourage the meaningful and significant participation in County contracts for business enterprises owned by persons of color and women: Minority Business-Enterprise (MBE) and Women Business Enterprise (WBE). In furtherance of that policy, contractors will be required to complete a MBE/WBE questionnaire.

12.0 Drug and Alcohol Testing

All contractors shall comply with the U.S Department of Transportation, Federal Transit Administration, 49 CFR Parts 40 and 655 – Controlled Substance Testing. A copy of the Contractor’s drug and alcohol testing program that is compliant with all pertinent Federal Transit Administration regulations shall be submitted as part of the Statement of Qualifications.

13.0 Proposal Format

In order to be considered for selection, Proposers must submit a complete response to this RFP.

In addition to other requirements specified herein, Proposals must include the following:

a. Transmittal Letter signed by a corporate officer or an authorized agent. The

letter shall state the contact person who will be responsible for answering any questions asked by the County Evaluation Committee. Include telephone number and fax number for such contact person.

b. Completion of all schedules attached hereto. c. Proposer’s Profile Response to Questions set forth in Section II.

This section will be used in the County’s evaluation of the Contractor general qualifications.

d. Contractors’ Proposed Tech. Services - Response to items set forth in Section III. This section will be used in the County’s evaluation of the Contractor’s proposed technical services.

14.0 List of Sub-providers The use of sub-providers will not be permitted with this contract. 15.0 Cost Proposal

Use the format (expand as appropriate) set forth in Section IV, entitled “Cost Proposal/Forms” for specified requirements. The Cost Proposal should be submitted in the same package as other items required by this RFP.


16.0 Evaluation of Proposals and Award Criteria

The final selection of the Provider or Providers to be recommended for award will be made by the Evaluation Committee after careful review of the proposals and, at its option, interview(s) with the most responsive firm(s). Evaluation criteria are listed below.

Criteria a. General Qualifications:

Firm’s history, expertise, experience, reliability, financial viability, references, and completeness of response to RFP, including but not limited to copies of reports, certificates etc. See Section II, entitled “Provider Profile,” for specific requirements.

b. Proposed Technical Services/Products:

Strategies, methodologies, service and management and staffing plan, hiring, training and safety programs, fleet maintenance capabilities, maintenance and history and adequacy of operations facility, transition plan, See Section III entitled “Technical Proposal Requirements & Scope of Work”.

c. Cost Proposal:

After evaluations of a. and b. above, Section IV, Cost Proposals will be considered.

17.0 Contract Term and Other Provisions

a. Reference is made to the Sample Operating Agreement Form and Sample Lease Form, both of which are included in Appendices “C” and “D” of this RFP, for the terms and conditions of the Agreements to be entered into, including indemnification and insurance. The sample agreements are subject to revisions arising out of the terms and conditions imposed by law and/or deemed appropriate by the County.

b. The agreement to be executed pursuant to this project is a professional services

agreement, subject to a maximum annual budget. Reimbursements for transportation costs will be based upon the actual number of Trips (Section III, 7.0 (Definitions) of service operated, less any penalties, fines or monies withheld pursuant to the terms of the agreement.

c. It is anticipated that the Term of Agreement will be for three years commencing on

January 1, 2012.


d. Pricing for the second and third years shall be subject to a price adjustment which shall be based upon 100% of the increase in the Consumer Price Index (“CPI), defined below, in the month of January of the then current contract year over the month of January of the preceding year.

For purposes of this paragraph, the CPI shall mean the statistics published by the U.S. Department of Labor, Bureau of Labor Statistics, Washington, D.C. as CPI SERIES CUURA101SAO, New York-Northern New Jersey-Long Island, NY-NJ-CT-PA, All Items, Base Period 1982-1984=100, not seasonally adjusted. In the event that the Federal government shall cease to publish such index, then the substitute index, published for such purpose, shall be used to compute the adjustment hereunder.

. e. The Provider must identify any items not set forth in the Sample Operating

Agreement that the Provider requests be negotiated.

f. The Provider’s responses to this RFP, as may be subsequently modified in negotiations with the County, may be included as exhibits in any contracts that the County may execute with the Provider.

18.0 Performance Security

The Provider shall furnish within ten (10) days of the award and at its own expense, a performance and payment bond in the form attached to the Sample Operating Agreement (Appendix “C”) and as approved by the County Attorney’s Office (from a surety that appears on the U.S. Treasury’s listing of approved sureties, Department Circular 570, and is licensed to transact business in New York State) or certified check payable to Westchester County in a sum equal to twenty-five percent (25%) of the estimated annual payments to ensure the faithful performance of the contract and for the payment of all persons performing labor and furnishing materials in connection with the contract. In the alternative, the County shall retain 25% of the payments due the contractor (up to a maximum of 25% of the estimated annual payment due the contractor) until the provider has satisfactorily completed its obligations under the contract. The estimated annual payment for the first year of service is shown on the Price Offer Form. An updated performance bond, payment retainage, irrevocable letter of credit, or certified check shall be submitted annually 30 days prior to the commencement of each subsequent year of the contract. Estimated annual payments for all subsequent years of the agreement shall be determined by Westchester County after evaluating ridership and service hour trends during the prior 12 month period. If at any time the surety shall be or become unsatisfactory to the County, then in that case the provider shall, upon ten (10) days notice thereof in writing from the County, furnish a new and additional bond in place of the original bond.


19.0 Liquidated Damages

The final contract between the County and the Provider will provide for liquidated damages. The liquidated damages will be assessed for non-compliance with service specifications. Please refer to the sample Operating Agreement for detailed information on the liquidated damages.

20.0 Notice of Award

The successful Proposer will be notified of the award of contract in writing by the County. All firms submitting a proposal in response to this RFP will be notified of the County’s selection of the successful Proposer. The County reserves the right to reject any and all proposals. No contract becomes valid until it has been approved by the County Attorney and signed by the County Executive or his designee.

21.0 Negotiations with Selected Firm

The County will negotiate with the selected firm to establish a contract. If unsuccessful, the County may elect to proceed with the next most highly rated firm until an agreement in the County’s best interest has been reached or all efforts are exhausted.

22.0 Indemnification for Displaced Union Employees

The successful proposer must be familiar with the provisions of 49 U.S.C. Section 5333(b) of the Federal Transit Law (recodification of Section 13(c) of the Urban Mass Transportation Act of 1964, as amended 49 U.S.C. Section 1609(c)). The successful proposer will be required to protect the rights of the employees of the current provider of ParaTransit service to the County as provided for in that Act and indemnify the County and hold the County harmless for any liability, costs or penalties incurred by the County in connection with the displacement of union employees of the County’s current provider, including, but not limited to:

• The worsening of the position of any of such employees with regard to rights, privileges and benefits under any existing collective bargaining agreement, or

• Any worsening of the position or other rights, privileges or benefits of any employees determined to be protected by Section 13(c).


23.0 Audit and Maintenance of Documents Expenditures related to the contract with Westchester County shall be maintained

pursuant to the format and other requirements as identified in this RFP, Section III, 9.12 (Billing, Payment, Back-up Documentation and Reporting Requirements). Records and source documentation supporting contractual per Trip reimbursement rate, operating data and reports and maintenance records and any other records required shall be made available for review and submission at the request of the WCOFD or the Westchester County Department of Public Works & Transportation pursuant to federal, state or county requirements.


SECTION II

CONTRACTOR PROFILE/STATEMENT OF QUALIFICATIONS

All respondents must use this packet in developing their qualification submission. The enclosed outline is structured to assist in the evaluation process and has ample opportunity at its conclusion for submission of additional information which may be relevant but has not been specifically requested. If insufficient space is provided to respond to a particular request, please attach exhibits as necessary. 1.0 Identification of Respondent and General Information: Identification of Respondent Name of Organization: Business Address: Telephone Number: ( ) 1.1 Legal Status of Organization (check one): For-profit corporation or joint venture corporation Non-profit corporation Public agency Other (identify) 1.2 Name of Chief Executive Officer (or Administrator) of Organization: 1.3 Name of individual designated or authorized to bind the organization

contractually: Name: Title: Telephone No. ( )


1.4 Are there any liens against the property owned by your organization or existing

legal suits (pending) which potentially impact the financial stability of your organization.

YES NO If YES, please explain: 2.0 Experience and Background of Responding Organization 2.1 How many years has your organization been in the transportation business?

2.2 Does your organization have a minimum of 3 years experience providing demand responsive service involving a minimum of 8 vehicles in service simultaneously on a weekday or 10 year experience providing public transit?

2.3 Do you have authority from NYSDOT to operate as a carrier of passengers by motor vehicle within Westchester, Putnam, and Rockland Counties, Bronx

County and/or New York City?

YES NO Westchester Putnam Rockland Bronx/New York City

If YES to any of the above, what is your case number?

For those counties which you answered no, provide information about what steps have been taken, or will be taken, to obtain this authority (include date that the application was/will be filed):


2.4 Is your organization certified with the NYS Department of Social Services to provide medical transportation to Medicaid recipients?

YES NO If YES, what is your Medicaid Providers Number? If NO, please describe the steps taken to obtain the Providers Number.

2.5 List all contracts for paratransit service your organization has had over the previous 3 years.

Agency/Organization Address/City/State/Zip Contact Person & Title Telephone Number Value of Contract Term of Contract Population

SERVICE PROVIDED BY YOUR ORGANIZATION FOR THIS CONTRACT: Number of Vehicles

______ Eligibility certification ______ Road Supervision ______ Reservations ______ Complaint Investigation ______ Scheduling ______ Complaint Response ______ Vehicles ______ Vehicle Insurance ______ Vehicle maintenance ______ Property/worker compensation ______ Body work ______ Radios & radio communications ______ Staff training ______ Other (Specify) ______ Staff supervision


Agency/Organization

Address/City/State/Zip

Contact Person & Title

Telephone Number

Value of Contract

Term of Contract

Population


______ Eligibility certification ______ Road Supervision ______ Reservations ______ Complaint Investigation ______ Scheduling ______ Complaint Response ______ Vehicles ______ Vehicle Insurance ______ Vehicle maintenance ______ Property/worker compensation ______ Staff training ______ Other (Specify) ______ Staff supervision


2.6 Please attach a copy of your proposed organizational chart for this contract. Show titles, and number of person(s) holding each title, and a job description for each title. Also attach one copy of your operating plan. The operating plan should, at a minimum, identify who within the organization is responsible for each one of the areas identified below, the resumes of the individuals proposed to be in the positions and the number of people in each position. • safety • hiring • training • accidents (reporting, review, prevention) • quality control (i.e. insuring each individual does their job properly and that each

trip provided is of the highest quality and is done in accordance with the standards set by the County.

• billing • vehicle maintenance • complaint resolution (i.e. reviewing and responding, analyzing trends,

developing strategies for minimizing the reoccurrence of problems, implementing strategies).

• computer equipment • data management • dispatching

Additionally the plan must include a staffing plan showing coverage on weekdays, Saturdays, Sundays and holidays. Identify who will serve as the project manager and attach his/her resume. Name:

3.0 Personnel 3.1. What are the minimum hiring criteria for your drivers?

___________________________________________________________


3.2 Describe the screening process an applicant must go through prior to being hired as a driver (e.g., pre-employment drug testing, review of driver's abstract/maximum points on the license allowed, references, previous employment verification, etc.):

3.3 How many drivers do you currently employ?_________________________

How many of these are New York State DMV 19A certified?_____________ Do all of your drivers have CDLs? __________; if not, how many do?______ Are your drivers represented by a union? YES NO If YES, indicate which union: __

Other related comments__________________________________________ 3.4 Describe the driver training program, both initial and “refresher” beyond what is

prescribed by 19A, used by your organization: 3.5 What was the driver turnover rate in 2008 ? ________ 2009 ? _______ 2010 ? _______ (number of new hires/average number employed)


3.6 How many chargeable accidents per million vehicle mile was the company involved in during 2008 ? _______ 2009 ? _______ 2010 ? _______

3.7 Does the company have an established Accident Review Board? YES NO If YES, please describe the composition of the board, the frequency with which it meets and its procedures. 3.8 Maintenance

If vehicle maintenance is performed in-house, check here and answer questions 3.2.1 to 3.2.8. If vehicle maintenance is contracted out, check here and skip to question 3.2.7 If both of the above apply, check here……………………... and answer all questions in Section 3.2.

3.8.1. What is your ratio of full time mechanics to total fleet size ? _________ 3.8.2 How many full-time mechanics (or full time equivalents) are on your staff? _________ 3.8.3 What are the minimum hiring criteria or certifications for your mechanics? _________ _________ _________ _________


3.8.4 Describe the screening process an applicant must go through prior to being hired as a

mechanic (e.g., pre-employment drug testing, reference check, previous employment verification, etc.):

_________ _________ _________ _________ _________

3.8.5 Are your mechanics represented by a union? YES NO If YES, indicate which union: 3.8.6 Describe the mechanic training program, both initial and “in-service”, used by your

organization:

3.8.7 What kind of maintenance work is contracted out?


3.8.8 List those maintenance contractors below.

A) Name of Company: Address: Services Provided: B) Name of Company: Address: Services Provided: C) Name of Company: Address: Services Provided:


3.3 Other Personnel 3.3.1 What kind of training is given to office staff to sensitize them to working with individuals

with disabilities?

4.0 Vehicle and Fleet Management Capabilities 4.1 Does your organization have a vehicle maintenance facility located in Westchester

County ? YES NO If YES, provide below the address of this facility at which you propose to operate this

service below: Address: 4.2 Does your organization own or lease this facility? Own Lease Years remaining on lease ______ 4.3 On a separate piece of paper describe the facility. At a minimum include the following

information identified. Include photographs of the facility.

• Overall square footage • Diagram of the interior office space specifically identifying features such as the

dispatch office, manager’s office, driver’s break room, training room, maintenance office, restrooms and utility closets (including the storage area for network communications equipment identified herein.

• Diagram of the maintenance area specifically identifying areas such as maintenance bays, lifts/pits and vehicle washing area.

• Scale diagram of the vehicle storage area specifically identifying how the security of the lot is maintained and a preliminary vehicle parking plan.


4.4 From where does your organization plan to run its operations ? Address: 4.5 Describe the vehicle maintenance program presently utilized by your organization

including both preventive and corrective maintenance programs. Note which activities are performed directly by your organization and those that are subcontracted to other organizations.

4.6 How many full-time mechanics will be assigned to work on the vehicles used to service this contract ? ____________ 4.7 Are your vehicles routinely inspected by NYSDOT? YES NO If NO, please explain why:

4.8 What was your NYSDOT vehicle out of service rate for 2009? 4.9 What was your NYSDOT vehicle out of service rate for 2010?


4.10 If you presently own or lease radio or any other communications equipment that could be made available for this service, describe that equipment:

1. Base Station • Location of transmitter…. • Power…………………… • Frequencies……………… • Effective Range…………..

2. Mobile Units/Cell Phones

• Types/Number of Units………

• Effective Range………….

• Frequencies………………… 5.0 Insurance Westchester County will provide the insurance for all vehicles leased to the contractor.

The Contractor will supply the required insurance as indicated in Appendix B – Standard Insurance Provisions.

6.0 Statement of Financial Condition

Each proposer must submit a statement of financial condition which demonstrates that the organization is in sound financial condition or that appropriate measures are being taken to address any identified financial problems.

6.1 A certified audited financial statement for the most recently completed fiscal year of

the organization must be submitted. An organization submitting a certified audit shall be considered, for qualification purposes, to be in sound financial condition if the auditor has rendered an unqualified opinion and the organization's assets exceed its liabilities. If the auditor has issued a qualified opinion or the organization's liabilities exceed its assets (or both), a detailed statement identifying measures being taken to address such deficiencies and/or deficits, including a projected date for the achievement of sound financial condition, or an acceptable explanation of such deficiencies and/or deficits must accompany the certified audit. The statement must be signed by the organization's authorized signatory. If a satisfactory statement of remedial measures is not submitted as required, the proposal will be automatically rejected. If the submitted certified audit contains a disclaimer of opinion, an adverse opinion, or a special report opinion, the proposal will be automatically rejected, unless it is accompanied by a


statement that a new financial statement which complies with the requirements of this section will be made available to the Westchester County Department of Public Works & Transportation and the WCOFD prior to commencement of the contract.

6.2 In the case of a for-profit organization that is a subsidiary whose financial statements

are consolidated into the parent company's financial statement, submit the consolidated financial statements where required by section 6.1.

6.3 Provide information on any bankruptcy proceedings which the proposer or any of its

affiliates have been involved in within the last 10 years. 6.4 Provide information on any fines or liquidated damages which have been paid by the

Proposer or any of its affiliates within the last 5 years. 7.0 Transition Plan

7.1 Attach a copy of a preliminary transition plan. The transition plan should highlight key

target dates and the steps the organization will take to accomplish these dates. At a minimum, the plan should address:

• Recruitment and selection of staff (manager, dispatcher, office support, drivers); • Staff training plans; • Obtaining a maintenance facility; • Modifications required to the facility; • Installation of phones and telecommunication equipment; and • Obtaining appropriate operating authority

8.0 References Please indicate at least three client references for similar projects.

1. _______________________________________________________

2. _______________________________________________________

3. _______________________________________________________

Provide a list of all contracts with the County of Westchester within the last five years (regardless of type of service), the time period for those services and your primary County contact.

__________________________________________________________

__________________________________________________________


9.0 Additional Information

Provide or describe any additional information which you believe may be relevant to the evaluation of your organization's qualifications.

_____


SECTION III

TECHNICAL PROPOSAL REQUIREMENTS & SCOPE OF WORK 1.0 Profile of the County

Westchester County is located immediately north of New York City (the Bronx) and encompasses approximately 450 square miles. Westchester County is, served by the Bee-Line bus system and by three commuter rail lines along with Amtrak. Several of the commuter rail stations are fully accessible to people with disabilities. There is also a regional airport. According to the 2010 U. S. Census, the population of the Westchester County is 949,113 of which approximately 5,000 people are registered for Bee-Line ParaTransit.

2.0 Service Areas

As previously stated, the purpose of this Request for Proposals (“RFP”) is to solicit responses from interested parties that will assist the County of Westchester in selecting one or two qualified, experienced transportation firms who can opt to propose providing a ParaTransit program for one or more of the following service areas:

1) All of Westchester County 2) North Westchester County (North County - Zone N) 3) South Westchester County (South County - Zone S)

For purposes of the contract associated with this RFP, the boundary between North County - Zone N and South County - Zone S is generally I-287. Each area is comprised of “exclusive” and “shared” municipalities (Cities, Towns and Villages) as follows: North County “Zone N” Exclusive: Bedford, Briarcliff Manor, Buchanan, Cortlandt, Croton-on-Hudson, Lewisboro, Mount Kisco, Mount Pleasant, New Castle, North Castle, North Salem, Ossining, Peekskill, Pleasantville, Pound Ridge, Sleepy Hollow, Somers, and Yorktown. Shared Municipalities: Elmsford, Greenburgh, Harrison (north of I-287), Rye Brook, Tarrytown, and White Plains.


South County “Zone S” Exclusive: Ardsley, Bronxville, Dobbs Ferry, Eastchester, Hastings-on-Hudson, Irvington, Larchmont, Mamaroneck, Mount Vernon, New Rochelle, Pelham, Pelham Manor, Port Chester, Rye, Scarsdale, Tuckahoe, White Plains and Yonkers. Shared Municipalities: Elmsford, Greenburgh, Harrison (north of I-287), Rye Brook, Tarrytown and White Plains.

2.1 Coordination with Adjacent Transit Agencies Westchester County is located between New York City on the south, the State of

Connecticut on the east, Putnam County to the north and the Hudson River and Rockland County on the west. Bee-line ParaTransit has transfer agreements with the Metropolitan Transportation Authority (MTA), Putnam County, and CT Transit paratransit programs. The present transfer locations are listed below but are subject to change. Note that there is no transfer agreement between Westchester and Rockland Counties.

Transfer Locations

Coordinating Agency Location MTA New York City Transit 259th Street & Riverdale Ave., Bronx Boston Road and Ropes Ave. Bronx Putnam County Transportation (PART Service)

Jefferson Valley Mall, Yorktown Hghts.

CT Transit Main St. & Westchester Ave. Port Chester

Rockland County T.R.I.P.S. Tarrytown Railroad Station


3.0 Days, Hours and Categories of Service Operation 3.1 Days, Hours and Categories of Service

ParaTransit will provide curb-to-curb service to all ParaTransit eligible individuals anywhere within Westchester County during the following “core service” days/hours:

Monday through Friday 6:00 a.m. – 7:00 p.m. Saturdays 8:00 a.m. – 7:00 p.m. Sundays None

At other times, “ADA ¾ mile mandated service” is provided. Therefore, ParaTransit will provide curb-to-curb service to all ParaTransit eligible individuals within ¾ mile of all routes of the Bee-Line System fixed-route bus service, but only during the service hours of each route. Note that service hours on routes of the fixed-route system vary. Therefore, ADA mandated service currently operates seven days-a-week, but the service area varies on those days by time of day depending on the service hours of each bus route.

Proposers should be aware that currently one or more Bee-Line System fixed-routes is/are operating during the following hours:

Monday through Friday 5:00 a.m. – 1:40 a.m. Saturdays 5:30 a.m. – 1:40 a.m. Sundays 5:50 a.m. – 12:35 a.m.

With all of the above details in force regarding “core service” and “ADA ¾ mile mandated service”, Bee-Line ParaTransit may also approve providing “origin-to-destination service”, which is defined as additional assistance between curbside and the building’s entrance. The Westchester County Bee-Line ParaTransit Origin-to-Destination Policy is included in Section III, 7.0 (Definitions) of this RFP document.

3.2 Holidays

ParaTransit does not operate on Christmas and Thanksgiving.

Holiday Schedule type New Years Day Sunday Martin Luther King’s Birthday Saturday Lincoln’s Birthday Weekday President’s Day Saturday Memorial Day Sunday Independence Day Sunday Labor Day Sunday Columbus Day Weekday Election Day Weekday Veteran’s Day Weekday


4.0 Fares

The Westchester County Commissioner of Public Works and Transportation (WCDPW & T) sets the fares and the fares are subject to change. In the event of a fare change, the contractor will be notified at a minimum in writing. Passengers can pay either with cash or with a Westchester County Bee-Line ParaTransit ticket. Tickets are purchased through WCDPW & T. The current fare structure is detailed below.

Fare Categories (Effective 3/2/09) Category Amount Fares (cash or ticket)

$4.00

Transfers between ParaTransit vans Free Transfers between ParaTransit and transit Free Transfers between Transit and ParaTransit Free Transfers between rail and ParaTransit no specific arrangement Transfer between surrounding systems no specific arrangement


5.0 Background Statistics & Information 5.1 System-Wide Statistics & Information

Currently, approximately 80% of ParaTransit Eligible Riders are classified as ambulatory, 19% use wheelchairs and 1%, use scooters. Table 1 provides system-wide statistical information for 2008, 2009, and 2010. While it is expected that ParaTransit ridership will remain around 200,000 per year, various factors may affect ridership. The primary influences are expected to be the aging population and increased efforts to enforce “trip-by-trip” eligibility.

Table 1 – System-Wide Statistical History of ParaTransit for 2008, 2009, 2010

2008 2009 2010 Fare Paying Passenger Trips

217,452 212,909 213,284

Total Hours 166,648 162,744 165,295 Total Miles 2,902,904 2,868,235 2,937,353 Passengers per Hour 1.30 1.31 1.29 Passengers per Mile 0.075 0.074 0.073

It should be noted that fare paying passengers include both Eligible Riders and Companions. See Section III, 7.0 (Definitions). However, for the per Trip rate that the Provider will be paid by the County under the contract associated with this RFP, the Provider will be paid for Eligible Riders only. In 2010, for the 213,284 fare paying passengers noted above, there were 210,819 Eligible Riders and 2,465 companions. WCOFD is responsible for scheduling service by employing reservation agents who accept reservations and do preliminary scheduling with a scheduler to review and adjust schedules/manifests. A combination of full-day and half-day runs (split runs) are scheduled each day. The duration of the runs may change from day to day depending on demand. However, the Provider must accept and schedule “same day trip” requests Monday through Sunday including holidays. The Provider must also reserve and schedule “next day trip” requests on all Saturdays, all Sundays, and holidays when County offices are closed. The Provider may be required to accommodate unscheduled trips into daily manifests. 2010 statistics indicate an average of: • 50 full day runs and 23 half day runs on weekdays • 15 full day runs and 5 half day runs on Saturdays. • 5 full day runs and no half day runs on Sundays. Runs that last less than six hours could last as little as two hours (including deadhead). The majority are in the four to six hour range.


Since demand is less on weekends, less service is operated on Saturdays and Sundays. On the Saturday average above, the only runs that operated less than six hours were in the evening. There were no runs less than six hours on the Sunday sample.

Table 2 shows system-wide average daily fare paying passengers, total hours and total miles for the months of March, June, September and December of 2010.

Table 2 – System-Wide Statistical Information for Selected Months of 2010

WEEKDAY SATURDAY SUNDAY MONTH PASSENGERS HOURS MILES PASSENGER HOURS MILES PASSENGERS HOURS MILES MARCH 884 629 9350 255 184 2956 83 77 1030 JUNE 837 607 8983 270 204 3073 79 60 963 SEPT. 815 571 9014 276 184 3154 80 78 1013 DEC. 804 641 8801 200 164 2603 72 72 956


5.2 North County - Zone N Statistics

Table 3 – Zone N Statistical History of ParaTransit for 2008, 2009, 2010


73,559 70,208 74,951


Table 4 shows for Zone N the average daily fare paying passengers, total hours and total miles for the months of March, June, September and December of 2010.

Table 4 – Zone N Statistical Information for Selected Months of 2010



5.3 South County - Zone S Statistics

Table 5 – Zone S Statistical History of ParaTransit for 2008, 2009, 2010


143,893 142,701 138,333


Table 6 shows for Zone S the average daily fare paying passengers, total hours and total miles for the months of March, June, September and December of 2010.

Table 6 – Zone S Statistical Information for Selected Months of 2010



6.0 Other Unique Service Features 6.1 Transfers

Passengers traveling between the North and South parts of the County are generally required to transfer in White Plains. Connecting trips are scheduled with a maximum 30 minute layover for the passenger. The number of trips involving a transfer of this type is approximately 183 per month. All transfers occur in Lane D of the White Plains Bus Terminal or at the Tarrytown Railroad Station.

6.2 Backing

Vehicles are not permitted to enter driveways, dead end streets or parking lots where backing is required to exit or enter. Exceptions to this policy need the express approval of the OFD.

6.3 Use of Shuttle Size Vans Included in the ParaTransit fleet are four (4) shuttle size vans (up to 20 passengers and

up to 2 wheelchair positions; transportation of wheelchair passengers will reduce the seating to 16) that are used for the grouping of passengers destined for one location.

The use of shuttle size vans allows for efficiency of operation by transporting a large number of passengers on one vehicle rather than several. It is also recognized that operation of the shuttle size van requires a higher class CDL and additional maintenance. For these reasons, the proposer should include a separate per Trip price to operate a shuttle van.

6.4 Innovative Services

Proposers should also be aware that during the course of the contract period associated with this RFP, the County intends to develop “Innovative Services” to be incorporated into its ParaTransit program. Innovative Services would likely include contracting with a broker, taxis and/or car services. These services could include conversion of blocks of service time such as weekends, late nights; selected low-density areas; or other trips. It is estimated that these Innovative Services could operate up to 30% of the County’s ParaTransit service. Therefore, the contract associated with this RFP that is to be negotiated with a Provider or Providers will be non-exclusive and there will be no minimum work volume guarantee. However, it is estimated that at least 70% of the total work volume (Trips) will be available to Proposers responding to this RFP. Accordingly, Proposers are required to complete two (2) Price Offer Forms (Section IV) for providing 100% and 70% work volume (Trips) of service. As Innovative Services are added and the Provider operates less than 100% of service, the per trip rate that can be billed will change on a directly proportional sliding scale between the 100% service level per trip rate bid and the 70% service level per trip rate bid.


7.0 Definitions: The following key definitions apply to this document:

ADA - the Americans with Disabilities Act, which requires Westchester County to provide “complementary” ParaTransit to persons whose disability or disabilities preclude their use of its fixed-route system.

ADA SERVICE AREA - This includes a corridor ¾ of a mile on either side of every

non-commuter WCDOT fixed route. ADVANCE CANCELLATION (CA) - This is a phone-in cancellation that is received

from the rider prior to two hours of their scheduled trip.

ADVANCE RESERVATION TRIP - This is a non-subscription trip that is requested between 1 and 7 days in advance of the trip date. All trips will be accommodated on a space available basis only.

CANCELLED-AT-DOOR (CAD) - This is a cancellation where upon arrival at the pick-

up location between 0 and 30 minutes after the scheduled pick-up time, the customer notifies the driver at the pick-up location that she/he will not be making the trip. The driver must note a “Point-of-Site” (POS) on the driver log, i.e., note a landmark as proof of arrival. CAD also includes instances where the phone-in cancellation is not received by two (2) hours prior to the scheduled pick-up time. More than 3 CAD’s in a 30-day period can result in suspension based on reason.

NOTE: CAD’s by definition, are the “fault” of the customer. At the same time, CAD’s

are moot after 30 minutes-past the scheduled pick-up time, because at that point, the fault no longer is attributable to the customer. The distinction between a NSH (No Show) and a CAD is that in the case of a CAD a rider provides notice that they do not require a trip. No notice is given on NSH’s.

CANCELLATION - This is a communication that is received from the rider that the trip

is no longer required or wanted.

CANCELLED VENDOR ERROR - This type of incident occurs when a trip was cancelled by the passenger either the day before or at least two hours before the pick-up was scheduled and the van shows up anyway. COMPANION - A companion is a person who accompanies a customer on a trip but is not required to provide assistance to that person; a companion pays a fare. A companion must board and leave the vehicle at the same location as the customer.

COMPLEMENTARY PARATRANSIT - Accessible, demand-responsive, advance-

reservation (1 to 7 days in advance of the trip date), curb-to-curb transportation service that is provided to eligible persons for eligible trips within the similar service hours and same service areas as WC’s fixed-route system.


CONTRACTOR OR CARRIER - Any agency, association, partnership, company, corporation, or combination thereof which contracts to provide some or all ParaTransit service. Also referred to herein as PROVIDER

CURB-TO-CURB SERVICE - Driver assistance ends at the curb; this service is not a door-to-door service, nor a door-through-door service.

CUSTOMER - A person who has been deemed eligible for ParaTransit service.

ELIGIBLE RIDER – An individual who has been authorized to use ParaTransit service and issued a ParaTransit photo ID by the Westchester County Office for the Disabled. FARE PAYING PASSENGER TRIP – A ParaTransit TRIP taken by an ELIGIBLE RIDER or a COMPANION.

LATE TRIP - A trip will be contractually defined as being late if (1) it is a served, going

trip and the passenger is dropped-off more than 15 minutes beyond the scheduled drop-off time; (2) it is an unserved, going trip and the Provider arrives at the pick-up point 15 or more minutes beyond the scheduled pick-up time; or (3) it is a return trip and the Provider arrives at the pick-up point more than 15 minutes beyond the scheduled pickup time. (Note that in the latter two cases, stop arrival and departure times will be recorded.) NO-SHOW (NSH) - This is an instance where a driver arrives at a pick-up location between 0 and 30 minutes after the scheduled pick-up time and the customer does not appear within five (5) minutes. The driver must note a “Point-of-Site” (POS) on the driver log, i.e., note a landmark as proof of arrival.

NOTE: NSH’s by definition, are the “fault” of the customer. At the same time, NSHs are moot after 30 minutes past the scheduled pick-up time, because at that point, the fault no longer is attributable to the customer. The distinction between a NSH and a CAD is that in the case of a CAD a rider provides notice that they do not require a trip. No notice is given on NSHs.

OFD - Westchester County Office for the Disabled.

ORIGIN-TO-DESTINATION SERVICE – This service is defined by the Westchester County Bee-Line ParaTransit Origin-to-Destination Policy as follows:

Upon prior request, ParaTransit may approve providing additional assistance between curbside and the building’s entrance. To receive such assistance, passengers can request it at the time they reserve their trip or by asking assistance from the driver. ParaTransit reserves the right to evaluate each request for safety before determining whether or not additional assistance will be provided. Any anticipated barriers will be evaluated for safety for all riders and the appropriate assistance will be provided by the driver.


To receive origin-to-destination service, all of the following conditions must be met:

• The first exterior door at the building’s entrance must be no more than 100 feet from the bus.

• The driver must be able to maintain sight of the vehicle at all times. • There must be a safe and accessible path of travel from the vehicle to the

building’s entrance. • There must be a safe place to park on a public roadway or public parking

lot. • The parked vehicle must not block or impede traffic.

If any of the above conditions are not met, the location is considered “non-serviceable for origin-to-destination service”, and the driver will render curb-to-curb service for that location. Westchester County ParaTransit Drivers will provide the following additional assistance:

• Drivers will ask the passenger, “How may I assist you?” • Drivers will accompany and assist the passenger along the entire

accessible path of travel between the bus and the building’s exterior door. Westchester County ParaTransit drivers will not:

• Enter or unlock the door to a passenger’s private residence at any time • Assist a passenger using a wheelchair up or down steps or curbs • Handle a service animal • Carry bags for the passenger

Westchester County ParaTransit drivers are not required to wait with passengers at their destination. Westchester County ParaTransit bus drivers are not Personal Care Attendants (PCA) and are not permitted to provide assistance beyond what is outlined in this policy. Passengers are responsible for making their own arrangements for any additional assistance needed. Passengers who have noted a Personal Care Attendant (PCA) on their original ParaTransit application know that their PCA rides free with them to provide that extra help.

ParaTransit- Public transit service for persons whose disability or disabilities preclude the use of conventional fixed route transit. When spelled as ParaTransit, it is the name of WC’s ParaTransit service. A fare is charged the passenger for the service. ParaTransit is provided by Westchester County in response to Section 504 of the Rehabilitation Act of 1973 and the Americans with Disabilities Act of 1990, as ammended.

PERSONAL CARE ATTENDANT (PCA) – A Personal Care Attendant or PCA is an individual who is a necessary part of the eligible person’s mobility, thereby enabling him/her to make the trip. Persons traveling with a PCA must register that fact in advance, when applying for ParaTransit and when making a trip reservation. WCOFD may require that certain individuals travel with ‘a ‘PCA. A PCA does not pay a fare. A PCA must board and leave the vehicle at the same location as the customer.


PROVIDER - Any agency, association, partnership, company, corporation, or combination thereof which contracts to provide some or all ParaTransit service. Also referred to herein as CONTRACTOR or CARRIER

SAFETY-SENSITIVE POSITIONS - With respect to the FTA-required drug testing

program, these positions include, but are not limited to, any paid employee of the Contractor (or a paid subcontractor) who operates a vehicle providing ParaTransit service, as well as those who perform maintenance on the vehicles used to provide ParaTransit Service, schedulers, dispatchers and the immediate supervisors of those employees.

SAME-DAY TRIP - A trip which is requested by the customer on the same day of the trip. Same-day trips will be accommodated on a space-available basis. Same-Day trip requests are generally handled by the contractor.

SERVICE AREAS - The County is divided into two sub-regions, each comprised of

“exclusive” and “shared” municipalities. These areas are defined in Part B of this RFP package. A service area may overlap one or both of ‘the other two service areas. A Contractor will be assigned to each service area. The contractors will be responsible for serving both one-way and round trips that originate in the Contractor’s “exclusive” service area in addition to a portion of the one-way and round trips that originate in the “shared” area.

SERVICE HOURS - Service hours is the time between when the vehicle leaves the garage for its first pick-up of the service day to the time it returns to the garage after completing its last drop off of the day. It excludes scheduled interruptions in service such as lunch and scheduled driver breaks.

SERVICES - The contractual responsibilities of the Contractor. SERVED TRIP - When a customer is picked up and taken to their destination it is considered a served trip.

SHUTTLE TRIP – A one-way ParaTransit ride for a group of passengers originating from or destined to one location. Included in the ParaTransit fleet are four (4) shuttle size vans that can accommodate up to 20 passengers and up to 2 wheelchair positions. Transportation of 2 wheelchair passengers will reduce the seating to 16. See Section III, 6.3, “Use of Shuttle Size Vans” STANDING ORDER OR SUBSCRIPTION TRIP - A trip which is taken by a customer at least twice per week on a regularly recurring basis. The origin, destination, pickup time, and drop-off time for each trip are the same. Customers who receive subscription service must-confirm the continuation of their standing order(s) each quarter. Those subscription trips which are not confirmed will be deleted from the schedule. All trips will be accommodated on a space-available basis.

TRIP – A single one-way ParaTransit ride from pick-up location to drop-off location for one Eligible Rider.


UNSERVED TRIP - An unserved trip occurs when a customer does not take the pre-scheduled travel between two locations. The trip could be unserved because of a CAD, a no-show or because the vendor failed to provide it.

WCDPWT - Westchester County Department of Public Works and Transportation

WCOFD – Westchester County Office for the Disabled

8.0 Summary of Westchester County Responsibilities Westchester County shall: 1. Procure a Provider for the service area and arrange with the Provider for the

delivery of Services.

2. Provide public information including distribution of ParaTransit applications.

3. Determine the eligibility of each applicant and notify each applicant of the decision.

4. Advise each eligible individual: (a) how to make trip requests; (b) the level of service to expect; (c) rider procedures, rules and regulations; and (d) how to communicate cancellations, complaints, etc.

5. Register each eligible applicant on the ParaTransit computer system and maintain a customer file. 6. Take trip requests from customers and schedule and route the majority of trips onto

vehicles operated by the provider. The latter function will include communicating to the customer the scheduled pick-up and drop-off time of each trip leg.

7. Reserves the option to assume the dispatching function at any time during the

course of the contract.

8. Establish a mechanism for providers to electronically access the ParaTransit computer in order to: (a) view the trips scheduled to their respective vehicles; (b) generate driver sheets; (c) record dispatching; and (d) enter actual trip data.

9. Provide the vendor with the necessary number of computer workstations and printers in order to permit provider access to the ParaTransit computer system and provide routine maintenance of computer hardware and software.

10. Provide the vendor with a sufficient number of County-owned vehicles to operate ParaTransit service. The current roster of ParaTransit van and shuttle van vehicles is included in Appendix A. It is anticipated that this fleet will be distributed as follows:

• North County – Zone N: 25 vans and 4 shuttle vans • South County – Zone S: 52 vans

See Section III, 2.0 for descriptions of these service areas.


The ParaTransit van vehicle fleet is replaced on a regular schedule. Proposers should be aware that during the course of the contract period associated with this RFP and likely by the start of the contract, the County is planning to begin diversifying its ParaTransit vehicle fleet, first with new “Ford Transit Connect” vehicles (or an equivalent). Currently, approximately 80% of ParaTransit Eligible Riders are classified as ambulatory and could possibly be served by a mini-van or sedan, with approximately 19% of Eligible Riders using wheelchairs and 1%, using scooters.

11. Receive and process advance cancellations and notify the Provider of advance cancellations.

12. Cause the Provider to comply with the standards and requirements regarding vehicles that are used to provide services. This will include inspecting and maintaining vehicles, providing driver training programs and monitoring for substance abuse. Note that WCOFD will have the right to reject or have a Provider withdraw from service any vehicle that WCOFD deems unsuitable.

13. WCOFD will review the credentials of any driver or other employee involved in

providing services and shall have the right to reject any driver deemed unsuitable. WCOFD also reserves the right to require a driver to attend an additional training session if, in the judgment of WCOFD staff, the additional training is needed. WCOFD reserves the right to require a driver to be removed from service.

14. Cause the Provider to deliver service according to the service standards as specified herein.

15. Establish appropriate procedures for verifying and ensuring that any particular passenger trip has been performed in a timely and otherwise satisfactory manner. This includes receiving passenger complaints and working with the provider in satisfactorily resolving them.

16. Be solely responsible for promptly and fully making payments to the provider for providing services in accordance with the terms of the contract based upon the

hourly rate structure subject to submission of supporting trip documentation and resolution of discrepancies.

17. Establish the fare for service; determine what methods of payments are

acceptable, and provide a minimum of 15 days notice to the provider of fare changes.

18. Allow and urge the Provider to exercise flexibility to adjust the trip schedules

provided to them the evening before the day of service in order to increase productivity, while maintaining a high level of service quality.

19. Provide insurance coverage on County-owned vehicles.


9.0 Summary of Provider Responsibilities 9.1 The Provider shall:

General

1. Adjust the trip schedules provided by WCOFD the evening before the day of service in order to increase productivity, while maintaining a high level of service quality.

2. With maximum efficiency, serve the trips that have been assigned to it by WCOFD,

and perform all administrative services that support the operation, including hiring, supervising, and disciplining drivers and support staff, dispatching, service delivery - including collecting and recording fares, vehicle maintenance, documenting actual trip data, record keeping, reporting and invoicing.

3. Comply with all Federal, State and County regulations governing the provision of

public transit services, including but not limited to operating authority, licensing, vehicle maintenance and inspection, drug testing, accounting, record keeping, etc.

4. Ensure that pre-trip inspection forms are completed and are kept with each vehicle’s

maintenance records which will be reviewed during the semiannual NYSDOT inspection.

5. Comply with the standards and requirements regarding vehicles that are used to

provide services. This includes inspecting and maintaining vehicles, providing driver training programs and monitoring for substance abuse. Note that WCOFD will have the right to reject or have a Provider withdraw from service any vehicle that WCOFD deems unsuitable.

6. Provide WCOFD with a 2-way hand held radio on same frequency used by the provider.

7. Establish an accident review board, consisting of the provider safety director, the contract manager, dispatcher, driver and a representative of WCOFD and WCDOT to review all accidents and report findings regarding preventability to WCOFD.

8. Maintain an operations facility within Westchester County. The maintenance area of the facility shall have an enclosed heated workplace repair area where personnel can service at least five (5) vehicles simultaneously. The operations facility shall also provide for sufficient and safe storage of vehicles and shall be secure from crime.

The maintenance facility shall have at a minimum: • A vehicle lift that will be used by maintenance personnel for inspecting and

servicing the undercarriage of the vehicle; • A paved or concrete shop floor capable of withstanding the weight of the

vehicles;


• A source(s) of electricity to support the operation of WCOFD computers and phone lines for ParaTransit in the event of a power outage (Generator).

• An air compressor; • tire changing equipment or a proposed tire changing subcontractor; • battery maintenance equipment; • lubrication equipment; • all tools, equipment and facilities necessary to perform the preventive

maintenance inspection activities required in this section; • all tools, equipment and facilities necessary to perform all required New York

State Department of Transportation inspections; • facilities and equipment necessary to clean the vehicles in accordance with the

following provisions or a proposed vehicle cleaning subcontractor; • a tow truck or a proposed tow contractor; • facilities for secure storage of County owned vehicles and related equipment; • Two fuel tanks, one for diesel and one for gasoline; • dispatcher’s office which is large enough to accommodate a two-way radio and

chairs, has adequate security to prevent unauthorized personnel from entering. • Manager’s office • The following equipment and facilities: 8 phone lines (6 to receive incoming calls

from customers, 1 administrative fax line, and 1 for outgoing calls. Note: The 6 incoming customer service lines must be routed to a single phone number. (The customer service lines may not be routed through a switchboard.)

• A suitable area for network communications equipment. This area must have an electrical circuit dedicated for use only by the communications equipment used in support of this contract; sufficient air conditioning to maintain the temperature under 80 degrees; capacity for T1 circuit connecting the site to the County Network.

• Category 5 network cable “home run” from the communications equipment area to each workstation where the computers using the ParaTransit software will be located.

• A fax. • A safe or strong box for storage of fares, collected tickets, etc.

9. The County of Westchester will coordinate and pay for the installation of a T1 line at

the vendor’s operations facility. If after the original installation the vendor relocates, the vendor will be responsible for the cost of installing the T1 line at the new location.

10. The Provider shall be responsible for accommodating equipment to establish a

network connection to County servers in White Plains, in accordance with the requirements set forth in this Section III, 9.19 (Information Technology Requirements).


9.2 Provider Owned Vehicle Requirements

1. Assure that all Provider-owned vehicles are equipped with signs affixed to each side of the vehicle which say “Bee-Line ParaTransit”.

2. Assure that County-owned vehicles leased to the provider are not used for any purpose other than to provide services covered by this agreement.

9.3 Vehicle Maintenance

Be solely responsible for maintenance of all vehicles (i.e. provider owned vehicles and County owned vehicles) including preventive maintenance to keep vehicles in regular and safe operating condition. Preventive maintenance standards set below shall be adhered to as a minimum, which standards may be revised by the Commissioner of Public Works and Transportation or his designee. Records documenting PM work will be submitted as appropriate via the computer system. Summaries shall be submitted to the WCOFD on a monthly basis.

PM6 - Every 6,000 miles or three months (whichever comes first)

Check, correct and/or replace all of the following items found deficient during the inspection:

• Change engine oil • Tire tread and pressure • Wheel rims (cracks) • Lug nuts (tightness) , • Oil and water leaks and belt condition • Brakes including master cylinder fluid level • Exhaust system • Seatbelts • Passenger seats, seat belts and wheelchair tie-downs • Wheelchair lift • Windshield wipers and fluid • All interior and exterior mirrors and replace as appropriate • Lubricate vehicle • Check two-way radio

Check all of the following lights:

• Headlights (high and low beam) • Backup lights and alarm • Tail lights • Top lights • License plate light and plate tail light • Turn signals • Hazard warning light • Dashboard lights • Interior lights


PM12 - Every 12,000 miles or six months (whichever comes first)

All of PM6 checks, plus check and repair or replace all items found deficient during inspection: • Steering wheel for play • Parking brake • Any abnormal noise or vibration, both internal and external • Brake and accelerator pedals • Sun visor • Horn • DOT required signs/decals (signs required/NYS DOT such as “No Smoking”,

etc.) • All window glass, door glass and window operation • Power steering fluid level • Transmission fluid level • Batteries • Antifreeze and condition • Exterior for body damage and condition of paint, lettering, decals, • and molding • Air filter • Shock absorbers and springs • Fuel tank condition • Alternator mountings for tightness • All engine mounts for tightness • A/C system • Steam clean engine area • Change engine oil and oil filter

9.4 Vehicle Cleaning

All vehicles shall be cleaned regularly and have exteriors which are free of grime, cracks, breaks, dents, and damaged paint that noticeably detract from the overall appearance of the vehicle. In addition, passenger compartments must be clean and free from torn upholstery or floor coverings, damaged or broken seats and protruding sharp edges. The Provider shall assure that all vehicles are cleaned according to the following cleaning schedule:

Daily

All vehicles shall be swept or vacuumed on a daily basis. All loose garbage shall be removed. All vehicles will be washed daily, weather permitting, without interruption of service.


Weekly

The interior of all vehicles shall be wet mopped with an environmentally safe (green) detergent and disinfectant solution. All seats and dashboard area shall also be cleaned by rag with a similar solution.

The exterior of all vehicles shall be washed with a detergent. All wheels and wheel wells shall be steam cleaned.

All interior glass windows on all vehicles shall be washed with an environmentally safe (green) glass cleaning agent. NOTE: Manufacturer instructions must be followed when cleaning special floor or window material.

Semi-Annually All vehicles shall be waxed.

9.5 Inspections Periodic inspections of the County owned fleet will be conducted at the Central County

Garage in White Plains. Typically, six vehicles are inspected on a Saturday. The provider is responsible for transporting the vehicles to and from the Central County Garage. The provider will be sent a written report outlining the results within 30 days of the inspection. Designated officials from Westchester County shall be permitted to make both scheduled and unscheduled inspections of vehicles at any time during the contract.

9.6 Vehicle Licensing and Insurance

1. The County shall provide appropriate insurance (property, liability and comprehensive) for all county owned vehicles leased to the provider.

2. The provider is responsible for registering and insuring its own vehicles when used

for Westchester County ParaTransit service. See attachment B for specific insurance requirements for these vehicles.

3. Procure such insurance according to the requirements detailed herein.

4. Supply WC with certificates of such insurance at execution of the contract, and with

binders of such insurance prior to the start of service. In addition, the WC shall be given a minimum of thirty (30) days notice in the event of change or cancellation of any of the required insurance.


5. Take all steps necessary to insure the County is able to obtain low cost, high quality insurance for County-owned equipment. Such actions may include, but are not limited to, implementing additional safety training programs, and establishing an accident review board.

6. Pay the insurance deductible arising out of incidents involving County owned

equipment. The deductible is presently $2,000 per occurrence but is subject to change.

9.7 Drivers, Driver Training and Driver Duties

1. To assure a high level of ParaTransit service, employ a sufficient number of qualified, responsible, courteous, and properly licensed drivers appropriate for the type of vehicle being driven.

This will include New York State Department of Motor Vehicle (DMV) Section 19-A-certified drivers or 19-A conditional bus drivers who have at least one year driving experience with 3 months of that year driving multi-passenger vehicles. Drivers shall have the appropriate and valid license to operate such motor vehicles including a Commercial Drivers License with endorsements that are appropriate for the type of vehicle being driven. Proposers should be aware that during the course of the contract period associated with this RFP, the County plans to diversify its ParaTransit vehicle fleet, including likely adding new Ford Transit Connect vehicles (or an equivalent) at the start of the contract. As new types of vehicles are acquired, the Provider must also employ in a timely fashion a sufficient number of qualified, responsible, courteous, and New York State Department of Motor Vehicles (DMV) properly licensed drivers appropriate for the type of vehicle being driven. Each Provider shall provide Westchester County with the following information about each driver, prior to the driver providing services under this contract: name, age, license number, and a statement showing him/her to be of good moral character, and verification that the driver has not had his/her license revoked. The following information must be submitted to Westchester County for review prior to the driver being placed in service:

• As appropriate, a copy of DS-870, “APPLICATION FOR POSITION OF

REGULAR OR SUBSTITUTE BUS DRIVER”; • copy of recent (2 year ) driving abstract; • copy of license; • As appropriate, a copy of Qualification letter from NYSDMV - Bus Driver

Certification Unit;

Westchester County has the right to review the qualifications of proposed drivers and reject drivers who do not meet County standards. These include the requirement of a minimum of one year driving experience in the public transportation such as bus, ambulance, ambulette and/or school bus or livery.


The provider shall assure that all drivers involved in providing ParaTransit services receive adequate training to perform their duties as specified below. Training will include, but will not be limited to the National Highway Safety Institute Defensive Driving Course or comparable (minimum of 6 hours.)

Additional training will include, but will not be limited to: • Preventing accidents • Responding to brake failure; • Responding to vehicle stalling; • Responding to skids and hydro-planning; • Responding to inclement weather; and

Passenger assistance techniques (minimum of 4 hours of classroom and “hands on” training). This training will include, but is not limited to:

• Loading and unloading passengers who use wheelchairs. • Assisting ambulatory passengers and blind passengers in boarding vehicles. • Procedures for securing wheelchairs and other mobility devices. • Procedures for evacuating the vehicle in an emergency. • Locating safe places to park to load and unload passengers; and • Seatbelt Securement

Sensitivity Training (minimum of 3 hours). This training will include, but will not be limited to: • Discussion of the major types of functional deficits -- loss of muscle control, loss

of speech, loss of balance, loss of limbs, breathing disabilities, pain, loss of skin sensation, loss of vision, loss of hearing, loss of hearing and vision, loss of mental functions, loss of mobility and how these functional deficits affect an individual’s ability to travel. This training will also include assisting passengers who are experiencing seizures and other medical emergencies.

• Discussion of the basic characteristics of personal assistance devices -- crutches, canes, walkers, wheelchairs, braces, prostheses and-service animals.

• General guidelines as to when and how to offer assistance. • General guidelines for handling inter-personal problems that arise on the

vehicles.

Map reading (minimum of 2 hours). The map reading training will include the following: • How to use the map index to locate streets. • Location of major facilities in Westchester such as hospitals, colleges, shopping

centers and the major roads that serve the facilities. • How to identify and follow the most direct route between any points. • What the driver should do when he or she cannot find a location.

Policies and Procedures of the Curb-to-Curb Service (minimum of 1 hour): This training will include the following: • How to prepare the driver’s log.


• How long the driver shall wait for a rider and what to do in the event of a CAD or a no show.

• What the fare is and when it is to be collected. • The amounts and types of assistance the driver is required to provide to riders. • Emergency reporting procedures.

Equipment: Drivers will be trained on how to use the special equipment on the vehicles. This will include, but will not be limited to: • Wheelchair lifts. • Two-way radios and or cell phones (hands free device). • Wheelchair securement devices. • Passenger seatbelts. • Air conditioners and heaters. • Fire extinguisher • Reflective triangles

NOTE: All training courses shall be provided to drivers prior to their providing ParaTransit services. Training shall be in compliance with the definitions set forth in Section III, 7.0 (Definitions) for curb-to-curb and origin-to-destination service. The Provider shall provide the training at its expense. Costs of compensation incurred in the course of attending training sessions shall be borne by the Provider. Each Provider shall document the completion of said training on the permanent record for each employee. Drivers may not provide ParaTransit services until they have received this required training.

The provider will maintain documentation for all training given including dates and attendees.

The Provider will take out and maintain Worker’s Compensation, Disability, and Unemployment or equivalent insurance on all drivers providing Services, in accordance with the laws of the State of New York as necessary.

2. Assure that all drivers arrive at the scheduled drop-off point no earlier than fifteen

(15) minutes prior to -- and no later than 15 minutes after -- the scheduled drop-off time; and assure that all drivers, when serving a return trip, arrive at the scheduled pick-up point no more than 15 minutes beyond the scheduled pick-up time. Drivers shall contact the dispatcher if there is an occurrence which will cause the vehicle to arrive/depart outside these time parameters.

3. Require a driver-trainer to ride with each driver for at least a 6-hour period at least

once per year to observe the driver’s driving techniques; passenger assistance techniques and knowledge of the equipment. If the driver-trainer determines that a driver is deficient in any area, the name of that driver will be submitted to WC, as appropriate, for retraining in the area of deficiency. The Provider shall also instruct a specific driver to re-attend one or more of the above training sessions per the request of the WC. The driver trainer shall ride along and observe all new drivers to determine their competency to perform the required duties.


4. Assure that drivers, in providing services, are careful, temperate, keep vehicular speed within posted speed limits and at a speed that is appropriate to road and weather conditions present at all times, operate their vehicles with the highest degree of safety for the passengers, and otherwise obey all laws directed toward the safe operation of motor vehicles.

5. Assure that drivers are courteous at all times, exemplary in speech and action and

provide passengers with all necessary assistance in entering and exiting the vehicle. Prior to operating the vehicle after a pick-up, drivers should offer to assist passengers in securing their seat belts. Drivers may not operate the vehicle until the seat belts of all passengers are properly secured.

6. Assure that drivers, in providing services, never discipline a passenger under any

circumstances. Whenever passenger misbehavior occurs that, in the judgment of the driver, warrants further action, the driver shall submit a written report to the Provider, who, in turn, shall submit the report to the WC within twenty-four hours of the incident. In addition to the report, matters requiring more immediate attention shall be called into the dispatcher, who will immediately notify WC following the process detailed herein.

7. Assure that drivers, in providing services, do not carry unauthorized passengers,

pets or cargo, distribute food, beverages or other substances to passengers or allow any other person to occupy the driver’s seat.

8. Assure that drivers, in providing services, do not eat, drink, or smoke in the vehicle,

and request riders to refrain from eating, drinking or smoking in the vehicle.

9. Assure that drivers, in compliance with Article 33 of the Vehicle and Traffic Law of the State of New York, never leave any passenger or vehicle unattended, except in an emergency. In such an emergency, riders may be left in the vehicle or removed to a surrounding environment, whichever is safer. This requirement does not apply to circumstances when a driver leaves the vehicle to assist passengers in entering and leaving the vehicle or when the driver is providing “origin-to-destination” service. See Section III, 7.0 (Definitions) for Westchester County Office for the Disabled Origin-to-Destination Policy. If at any time the driver must leave the vehicle, the driver shall -- before leaving the vehicle -- turn off the engine and remove the ignition key.

10. Assure that drivers, never push another vehicle with their vehicle or allow their vehicle to be pushed by another vehicle.

11. Assure that drivers, check to ensure that all doors of the vehicle are kept closed and locked while the vehicle is in motion.

12. Assure that all drivers never fuel a vehicle while there are passengers on board the vehicle.


13. Assure that drivers, prior to departing provider’s garage to provide services, have 15 minutes to make a safety check of the vehicle. After checking the vehicle, the driver shall record his/her findings on a Pre-Trip Inspection Form, as required by NYSDOT.

14. Assure that drivers, in providing services, never board or discharge a passenger into a traffic lane of a street and never board or discharge passengers between double parked cars. All passengers must be boarded or discharged with the

passenger door or lift door at the curb side.

15. Assure that drivers, in providing services, never enter a private driveway, parking lot or dead end street if it requires the vehicle having to be “backed-up” in order to exit unless other wise instructed by WCOFD.

16 .Assure that drivers, in the event-of a NSH, notify the dispatcher, who, in turn, shall immediately enter NSH’s and CAD’s into the WC computer system. The driver may continue on to the next stop after waiting five (5) minutes, and after the dispatcher has indicated that the driver may continue on.

17. Assure that drivers, when using the lift, check that the wheels of the wheelchair are

locked prior to raising the platform. While the raising the lift, drivers shall stand on the ground in front of lift, facing the rider. After the lift is raised, drivers shall push the wheelchair into the van, before stepping into the van through the passenger door (not the lift door). Once in the van, drivers shall secure the wheelchair with suitable restraints, set wheel locks, and securely fasten the restraining belt around wheelchair and rider. For power wheelchairs or scooters, drivers shall follow the same procedures except that the driver does not push the mobility device, the passenger will position it with controls.

18. Assure that drivers, in the event of an accident involving a vehicle that is used to provide services, or an incident involving a passenger, immediately notify the dispatcher. The Provider, in turn, will notify WC in accordance with the provisions herein and submit a typed report to OFD within twenty-four (24) hours of the accident.

19. Permit drivers to not provide service, if in the judgment of the driver, snow and/or ice conditions at the rider’s home render getting to/from the home as hazardous, and upon consultation with the dispatcher, who must contact and consult with the WCOFD before authorizing the driver to proceed without the rider.

20. Provide 1 spare driver for every 10 drivers needed to provide service to assure uninterrupted service. Spare drivers must meet all the requirements for regular drivers.


21. Provide each driver with a copy of the route schedule daily. Provide the driver with 5 minutes (prior to leaving the provider’s garage) to review schedule. This schedule must be in the driver’s possession at all times during his/her provision of services and must be in evidence during inspections. The route and schedule must be strictly followed. Every effort must be made to assure the confidentiality of customer information.

22. Provide each driver with a detailed road atlas of Westchester County. The atlas must be in the driver’s possession at all times during his/her provision of services and must be in evidence during inspections.

23. Require drivers to collect the correct fare from passenger when the passenger boards the vehicle. A fare shall be paid each time a passenger (and companion) boards a vehicle. Drivers shall not collect the fare for the return trip as the passenger (and companion) boards the vehicle for the going trip, even if that driver is scheduled to serve that passenger’s return trip later that day. Unless instructed to the contrary by WC, a driver shall not refuse to transport any passenger and/or companion who refuses to pay the correct fare. However, each provider should immediately notify WC when there is a fare collection problem.

24. Instruct its drivers not to solicit or accept tips from the passengers.

25. Require its drivers to document on the driver sheet -- or through-another approved method -- the actual arrival time and departure time at each stop and the actual odometer reading at each stop.

26. Require all drivers to wear a uniform and carry an identification badge. The uniform

will consist of dark slacks, a light blue buttoned shirt that has a collar, and shoes with non-slip soles, and a functioning watch set to the clock in the dispatch office or other uniform as required by each Provider and approved by the WC. (Denim jeans, shorts or cutoffs are not permitted.) The uniform may have a patch that identifies the driver as an employee of a Provider. The uniform must also include a cold weather coat. The coat shall be the same color as the uniform slacks. It shall be an “Eisenhower” or “Flight” style jacket or ¾ length coat. Dark color sweaters or vests may also be worn. No outerwear with unauthorized patches, pictures or logos of any kind is permitted. The identification badge shall have on it: the driver’s picture, name, and name of the Provider. The WCOFD reserves the right to require inappropriately attired drivers to be immediately removed from providing Services.

27. Require all drivers to follow and abide by Westchester County’s idling law.

9.8 Dispatchers and Dispatching Duties

1. Employ a sufficient number of qualified, responsible, courteous, and properly trained dispatchers necessary to properly operate a high level of ParaTransit service. Dispatchers should fulfill dispatching duties one hour before service hours, during service hours and 1/2 hour after the last vehicle has returned to base at the end of service hours.


2. Assure that dispatchers attend the sensitivity training course, policy and procedures training course, and computer training course prior to providing services.

3. Assure that the dispatcher’s responsibilities are dedicated exclusively to the Westchester County ParaTransit program during his/her shift.

4. Assure that dispatchers review driver schedules prior to start of scheduled service.

5. Assure that dispatchers monitor driver schedules during service hours.

6. Assure that dispatchers are able to contact all vehicles by radio or cell phone at all

times.

7. Assure that dispatchers are familiar with the computerized scheduling and dispatching system.

8. Assure that dispatchers receive and enter immediately into the computer system

advance (prior to trip date) cancellations from the WC, and same day cancellations from the customer (on the trip date).

9. Assure that dispatchers immediately enter NSH and CAD information into computer

system when driver transmits same via radio system.

10. Assure that there are a sufficient number of dispatchers assigned to this contract to operate a high level of ParaTransit service.

11. Assure that dispatchers follow accident and incident reporting procedures as

outlined in this document.

12. Assure that dispatchers receive and schedule same day trip requests on an as available basis and receive and schedule next day trip requests on Saturdays, Sundays and other days on which Westchester County offices are closed.

13. Assure that dispatchers enter actual shift/trip/and stop data (times, odometer

readings, and dispositions of incomplete trips) into the WC computer system.

14. Assure that dispatchers notify passengers, at the direction of WC, of changes in his/her schedules.

15. Assure that dispatch staff is available for training a minimum of two weeks prior to

the start of the contract or beginning an assignment as a Westchester County ParaTransit dispatcher.

16. Assure that all dispatchers meet with WCOFD for monthly meetings to discuss

concerns about service issues.

17. Dispatchers record all Paratransit phone calls and maintain recordings for a seven (7) day period.


9.9 Contract Manager and Other Required Staff

1. Designate a Contract Manager responsible for supervising all actions taken by the Provider pertinent to providing Services and who shall be the focal point for communication with WCOFD. At a minimum, he/she will be available during regular business hours and or/on call for operations of ParaTransit.

2. Assure that the Contract Manager responsibilities are dedicated exclusively to the

ParaTransit program during his/her shift.

3. Require the Contract Manager (or the manager’s designee) to report to WCOFD all accidents, service disruptions, and complaints.

4. Require the Contract Manager to attend all meetings of the Transportation

Subcommittee of the Westchester Council for the Disabled. The manager will also attend other meetings as requested by the WC including, but not limited to, service meetings and public hearings, inclusive of monthly TAC meetings.

5. Assure that the Contract Manager is available one month in advance of the start of

the contract or beginning an assignment as the Contract Manager so that individual can receive training.

6. Provide dispatchers and ensure that a dispatcher begins duty at least one hour prior

to the beginning of the service day and remains on duty until the last vehicle returns to the garage at the end of the service day.

7. Provide a safety director to oversee the training of staff, especially drivers; oversee

drug testing; oversee an accident review board; oversee driver compliance with all Federal and State driver regulations and respond as appropriate to accidents and investigate service issues.

8. Provide a staff person to accept same day trip cancellations, same day trip

requests, and provide other operational information to the County and customers. This person shall be available at least one hour before the start of each service day.

9. Provide a maintenance director to insure that the equipment used to provide service

is maintained in accordance with the standards set forth in this document, to report and recommend solutions to ongoing maintenance issues and to prepare required maintenance reports.

10. Assure that there are a sufficient number of road supervisors active and on call at all

times during ParaTransit operations to properly monitor operations.


9.10 Reporting of Accidents

The following events are considered reportable accidents regardless of severity:

• Personal injury, regardless of severity.

• A motor vehicle collision when two or more vehicles are involved.

• A motor vehicle collision when the total accrued damages to all vehicles or property exceeds $800.

• A motor vehicle accident when there is any destruction of public property.

• A motor vehicle accident involving a pedestrian.

Report these situations or emergencies according to the following procedures:

• Before, during or after regular business hours, the vendor must immediately contact the ParaTransit Supervisor via cell phone to report any and all accidents. The contact phone number is 914-879-8636.

• Prepare and submit to the WCOFD within 24 hours of the accident a written report which describes the events surrounding the accident, lists the names of the passengers onboard the vehicle, identify which - if any - has been injured, estimates the cost of repair of physical damage, and includes photographs that show the damage to the vehicle.

• The police report shall also be sent as soon as it is received.

Enter incident report in computer system within 1 hour of the accident.

9.11 Reporting Incidents/Service Disruptions

The following events are considered incidents and must be reported in writing to the OFD within 24 hours of their occurrence:

• Any incident on board a van that results in physical contact, whether between two

passengers or between a passenger and the driver must be reported.

• Any incident where a passenger falls on the van, whether or not injury .is reported or denied by passenger.

• Any incident where a driver witnesses a passenger fall even if the passenger is a

distance from the vehicle.

• Service disruptions such as breakdowns, accidents, traffic, etc., that might result in pick-ups and/or drop offs being made more than 15 minutes past the scheduled time.


• A driver is unable to locate a passenger who is scheduled to be picked up during

the last hour of service.

• The vendor wants to curtail service because of weather conditions or other situations or emergencies which arise from time to time.

Report these situations or emergencies according to the following procedures: • During or after regular business hours, the vendor must contact the ParaTransit

Administrator to report incidents. The contact phone number is:

(W) 914-995-5117 (C) 914-879-8636

• Enter an incident report which describes the events surrounding the incident, lists

the passengers on the vehicle, and a description of what happened in the computer system within one hour of the incident.

9.12 Billing, Payment, Back-up Documentation and Reporting Requirements

1. Claims for payment should be submitted to the WCOFD on a monthly basis 5 days after the conclusion of each month for ParaTransit services provided. Claims will be processed within 30 days of submission of complete and accurate claims.

2. Under the contract associated with this RFP, Providers will be paid for each “Trip”

provided except that the County will pay half of the per Trip rate established under this contract for “No-Show” (NSH) or “Cancelled-at-Door” (CAD) trips. For definitions of Trip, No-Show and Cancelled-at-Door trips, see Section III, 7.0 (Definitions). The Provider should be aware that the number of vehicles required for service, the number of hours the vehicle will provide service and the schedule and number of trips for each vehicle will be largely determined by WCOFD on a daily basis.

3. All fares collected, whether from eligible riders or their companion(s), will be credited to Westchester County. The value of the actual cash fares collected will be deducted from payments made to the Provider. Actual cash fares collected will be determined by adding the number of fare paying riders, subtracting the number of tickets redeemed and multiplying the result by the current fare.

4. The Provider will be paid a daily vehicle lease rate for use of any Provider owned equipment when their use is authorized by Westchester County. The vehicle lease rate is paid in addition to the per trip service rate.


5. A complete monthly claim for payment will consist of the following items: • A “Monthly Statistical and Reimbursement Report” (Form G-1, Appendix G) • A Period Recap Report (PRR) for each day of the month, for each type of vehicle

(standard ParaTransit vans, Shuttle vans, Ford Transit Connect vehicles/Equivalent), detailing the following:

- Number of trips (provided, No-Shows, CADs) - Amount of cash collected - Number of tickets collected - Number of transfers from fixed-route bus - Number of ParaTransit transfers (at White Plains TransCenter/at

Tarrytown RR Station) • A “Monthly ParaTransit Section 15 (NTD) Employee Report” (Form G-2,

Appendix G) • A “Monthly Maintenance Performance Report” (Form G-3, Appendix G) • All ParaTransit tickets collected during the month should also be submitted with

the claim.

Claim procedures are subject to modification. Westchester County will make other adjustments to the claim for such items when reviewed.

6. The Provider is required to sign-up for participation in the County’s electronic transfer of

funds payment program.

7. Drivers logs will be preprinted with the following information to be completed by the driver: o Time departed garage o Time returned to the garage o Mileage on departure from and return to garage o Arrival time at each stop o Departure time from each stop o Type of fare collected from each passenger and companion o Trip status information (i.e. provided, NSH, CAD) o Mileage at each stop o Vehicle number

8. All monthly completed drivers logs must be kept by the Provider in a safe and stored

area, but are available for back up and inspection by WCOFD. These driver sheets will be kept by the Provider for a period of no less than two (2) years, and not exceed a period of three (3) years, and thereafter will be delivered to the County and the County will retain records for storage.

9. Upon request, provide detailed operating and financial information that may be

required for State, Federal and County reporting.

10. The Provider must submit to WCOFD a weekly report on “vehicles down” due to a mechanical issue. The report should indicate vehicle fleet number, date down, reason, and date expected to return to service.


9.13 Maintenance of Records

• Preserve and make available its records during the term of the agreement and for a period of six (6) years from the date of the final payment.

• Retain records which are related to litigation or the settlement of claims arising out

of the performance of this agreement, or costs under the agreement as to which exception has been taken by the auditors, until such litigation, claims or exceptions have reached final disposition.

9.14 Right of Entrance upon the Provider’s Property/Vehicle Inspections

The contractor shall permit and allow any and all duly authorized WC employees or representatives to enter upon any part of a Provider’s facilities, or vehicles for the purpose of inspecting facilities and equipment, inspecting and/or auditing books and records, and for other matters relevant to the project upon sufficient notice by WC of its intent to make such entry. NO notice shall be required for vehicle on-road inspections to be conducted by WC. Each Provider shall instruct its drivers to allow WC personnel to have right of entry on vehicles upon display of proper identification.

9.15 Substance Abuse Program

The contractor shall: • Adopt and distribute to “affected” employees an approved substance abuse

policy that is compliant with US DOT’s Omnibus Transportation Employees Testing Act. Substance abuse includes abuse of drugs and alcohol. For the purposes of this Agreement, “affected” employees are defined as employees who are in safety-sensitive positions, including, but not limited to, drivers, maintenance personnel, schedulers, dispatchers, and their supervisors.

• Maintain a current list of all affected employees. The Provider must submit this

list to WCOFD.

• Notify WCOFD of all persons seeking to be hired or transferred into safety sensitive positions. Such individuals may not assume their duties until a pre-employment drug test has been verified negative.

• Cooperate with WCOFD in making its affected employees available for pre-

employment, random, reasonable suspicion, post-accident, and return-to-duty/follow-up drug testing, and must agree not to allow individuals failing such tests to perform in safety-sensitive positions except as permitted by law.


• Random drug testing is to be carried out at a rate that tests the equivalent of half the covered workforce each year.

• Require affected employees to sign a release allowing positive test results to be

made available to WCOFD.

• Submit certification of compliance with Federal drug testing regulations as requested by the WCOFD. The form of the certification shall comply with the Federal regulations.

9.16 Fair Employment Practices

• The provider shall not discriminate against any employee or applicant for employment because of race; creed, color, sex, disability, religion, Vietnam-era veteran status or national origin. The Provider will take affirmative action to assure that applicants employed are treated equally regardless of race, creed, color, sex, disability, Vietnam-era veteran status or national origin. Such action shall include, but not be limited to the following: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Provider agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this non-discrimination clause.

• In all solicitations or advertisements for employees placed by or on behalf the

Provider, state that all qualified applicants will receive consideration for employment without regard to race, religion, color, sex, disability, Vietnam-era veteran status or national origin.

• Send to each labor union or representative of workers with which he has a

collective bargaining agreement or other contract or understanding pursuant to this contract, a notice to be provided advising the said labor union or workers’ representatives of the Provider’s commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment.

• Comply with all provisions of Executive Order 11246 of September 23, 1965,

and/or rules, regulations, and relevant orders of the United States Secretary of Labor as amended.

• Permit access to books, records, and accounts by the administering agency and

the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders pertaining to fair employment practices.

• Keep on file written personnel procedures, which shall include provisions for

familiarizing employees with statutes, rules, and regulations concerning confidentiality, affirmative action, and nondiscrimination in service delivery and employment as set forth herein.


9.17 Minority Business Participation

The contractor shall be required to conform with disadvantaged or women-owned business enterprises are those described in Form (MBE/WBE questionnaire.).

9.18 Information Technology Requirements

The County of Westchester will coordinate and pay for the installation of a T1 line at the vendor’s operations facility. If after the original installation the vendor relocates, the vendor will be responsible for the cost of installing the T1 line at the new location. The Provider shall be responsible for accommodating equipment to establish a network connection to County servers in White Plains, in accordance with the folowing;

a. The County will arrange for connectivity to be established to the Provider’s

building; however, the Provider must provide space for a rack that may be as large as 19” wide x 19” deep x 6’ tall with three feet of clearance on three sides. The Provider must also permit the internet service provider to install their equipment in the rack and provide 2 dedicated nema 20 amp outlets of electrical power for this equipment.

b. The County will also install its own network equipment and will require a 5’ x 5’ piece of plywood mounted on a wall with 4 ½ feet of clearance and with 2 dedicated nema 20 amp Outlets. The County will install a wall mount rack to house network equipment and UPS. All networking equipment must be in an area with adequate overhead lighting as well as cooling, heating and ventilation sufficient to keep the area between 40 and 80 degrees Fahrenheit.

c. The Provider shall arrange for installation of individual certified Cat6

network circuits from the location of equipment in item b. above (with adequate service loop) to the location of each PC or network printer that will connect to the County Paratransit scheduling system. The Provider must provide access to all equipment described above to County and internet service provider staff as required for installation, circuit testing and troubleshooting network problems. The Provider must also provide a contact list with names, e-mail addresses and phone numbers of those persons responsible for arranging for access.


10.0 Performance Measures

WCOFD will monitor the quality of service by the contractor. The service performance measures will include:

Valid Complaint Frequency (VCFR) - Comments received from the public or riders defined as complaints when they concern issues other than those relating to on-time performance. These would include comments relating to driver rudeness, jack-rabbit starts, vehicle safety issues, vehicle cleanliness, wheelchair handling and securement, etc. in the event that there is a dispute between the Provider and WCOFD as to what is a valid complaint, the good faith determination of the Director is final. Percent Late Trips (PLT) - A trip will be contractually defined as being late if (a) it is a going trip and the passenger is dropped-off more than 15 minutes beyond the scheduled drop-off time: (b) it is a return trip, and the Provider arrives at the pick-up point more than 15 minutes beyond the scheduled pick-up time. (Note that in these cases, stop arrival and departure times will be recorded.)

In addition, the extent to which a Provider is late for any particular trip (see table below) will govern whether a Provider will be paid for the trip and how much they will be paid (or paid at a reduced rate due to the assessment of liquidated damages). Lateness caused by weather conditions or other Acts of God will not be counted nor will the vendor be fined in this circumstance.

Minutes Late Liquidated Damages 30 - 45 min $ 50 46 – 60 min. $ 75 over 60 min. $100

Average Lateness (AL) of Late Trips - This is the degree to which late trips were late. Note a trip is not late until 16 minutes after the scheduled drop-off/pick-up as stipulated above. They do not include trips that are late for reasons beyond the control of the provider such as severely inclement weather and road congestion induced delays. Percent Missed Trips (PMT) - These are the trips that are not served due to the fault of the Provider. They do not include missed trips that are beyond the control of the Provider, such as severely inclement weather. Accident Frequency Rate (AFR) - Where accidents are defined as preventable accidents. A Provider’s AFR will be measured in number of accidents per million vehicle miles (A/MVM). In the event of a dispute between the Provider and WCDOT as to which incidents are preventable accidents, the good faith determination of the Commissioner is final.


Thresholds for acceptable service performances are identified below. When a provider exceeds these thresholds, it is performing poorly.

Service Performance Measures Thresholds Valid Complaint Frequency Rate (VCRR)

3 Complaint/1000 Trips

Percent Late Trips (PLT) 10% Average Lateness (AL) 20 minutes Percent Missed Trips (PMT) 1 Accident Frequency Rate (AFR) 20 A/MVM

The purpose of the service performance measures is to insure that high quality ParaTransit services are provided to WCOFD’s customers. Therefore WCOFD reserves the right to change the performance standards by up to 30% during each contract period. If and when performance standards are enhanced, the Provider would be given sixty days notice prior to a change.


SECTION IV

COST PROPOSAL/FORMS 1.0 Prices Required & Related Information

Proposers shall submit a price per Trip (“Trip” defined below) using County owned ParaTransit vans, as well as the new Ford Transit Connect vehicles (or an equivalent) that the County is planning to acquire and that will likely be available at the start of the contract. Currently, approximately 80% of ParaTransit Eligible Riders are classified as ambulatory and could possibly be served by a mini-van or sedan, with approximately 19% of Eligible Riders using wheelchairs and 1%, using scooters. Also during a one week period in May 2011, 84% of the trips were made by riders who were classified as ambulatory, 14% were wheelchair users, and 2% used scooters.

TRIP – A single one-way ParaTransit ride from pick-up location to drop-off location for one Eligible Rider.

The Provider will be paid for each “Trip” except that the County will pay half of the per Trip rate established under the contract associated with this RFP for “No-Show” or “Cancelled-at-Door” trips. See Section III, 7.0 (Definitions). For all No-Show and Cancelled-at-Door trips, the driver must note a “Point of Site” (POS) on the Driver Log, i.e., note a landmark as proof of arrival. In 2010 with a ridership of 213,284 fare paying passengers, there were 2,167 No-Show and 3,488 Cancelled-at-Door trips. The proposer shall also propose a daily vehicle lease rate for proposer owned vehicles. Proposers should also be aware that during the course of the contract period associated with this RFP, the County intends to develop “Innovative Services” to be incorporated into its ParaTransit program. Innovative Services would likely include contracting with a broker, taxis and/or car services. These services could include conversion of blocks of service time such as weekends, late nights, or selected low-density areas. It is estimated that these Innovative Services could operate up to 30% of the County’s ParaTransit service. Therefore, the contract associated with this RFP that is to be negotiated with a Provider or Providers will be non-exclusive and there will be no minimum work volume guarantee. However, it is estimated that at least 70% of the total work volume will be available to Proposers responding to this RFP. Accordingly, Proposers are required to complete two (2) Price Offer Forms, on pages to follow in this Section IV, for providing 100% and 70% work volume (Trips) of service. As Innovative Services are added and the Provider operates less than 100% of service, the per trip rate that can be billed will change on a directly proportional sliding scale between the 100% service level per trip rate bid and the 70% service level per trip rate bid.


Note that the County is exempt from payment of all federal, state and local taxes – including fuel taxes - in connection with this contract and said taxes shall not be included in the price offer. The County will purchase, at County’s cost, sufficient fuel for the operation of all ParaTransit services that the Provider operates, and arrange to have it delivered to the Provider’s facility. The County procurement of fuel is through the New York State Office of General Services fuel contracts. Proposers shall provide price offers based on Option #1) reimbursement for services with fuel provided by Westchester County and the cost of fuel deducted by Westchester County, and Option #2) reimbursement for services with fuel provided by Westchester County but not deducted from the cost of service. The prices offered will be entered on the Price Offer Forms attached hereto. Follow the instructions on the form to calculate a total contract price. The proposer is required to complete two (2) separate forms titled, “Form IV-1B Price Offer Form Worksheet” and “Form IV-1D Price Offer Form Worksheet” (one form for 100% and another for 70% work volume (Trips) of service) and transfer the “Total Proposed Per Eligible Rider Trip Price” to two (2) separate forms titled, “Form IV-1A Price Offer Form” and “Form IV-1C Price Offer Form” (one form for 100% and another for 70% work volume (Trips) of service) A price offer on the worksheet of zero or any price left blank will be assumed to mean that no price will be charged for that specific service. The total contract value arrived at by following the instructions must be entered on the Price Offer Form.

2.0 Selection Investigation Criteria

The County may make such investigation as it deems necessary to determine the ability of the proposer to perform the work, and the proposer shall furnish all information and data for this purpose as may be requested. WC reserves the right to reject any proposal if the evidence submitted by, or the investigation of such proposer fails to satisfy WC that he is properly qualified to carry out the obligations of the contract and to complete the contemplated work.

3.0 Criteria for Disqualification

• Failure to properly complete all forms.

• Failure to have a minimum of 3 years experience providing demand responsive

service (i.e. service which is scheduled less than 24 hours in advance including a minimum of eight vehicles in service on a weekday) or a minimum of 10 years providing public transit service.

• Failure to submit a drug and alcohol testing plan or which submit one that does not

comply with the Omnibus Transportation Employee Testing Act of 1991 and specifically 49 CFR part 653, 49 CFR part 654 and 49 CFR part 40 (as amended).


4.0 REQUIRED FORMS Form IV-1A: Price Offer Form (to Provide 100% of Service) Form IV-1B: Price Offer Form Worksheet (to Provide 100% of Service) Form IV-1C: Price Offer Form (to Provide 70% of Service) Form IV-1D: Price Offer Form Worksheet (to Provide 70% of Service) Form IV-2: Affirmation Form IV-3: Provider's Acknowledgment Form IV-4: Certificate of Authority Form IV-5: Affirmative Action Plan Requirement Form IV-6: Receipt of Addenda Statement Form IV-7: MacBride Certification Form IV-8: Questionnaire Regarding Business Enterprises Owned and Controlled by

Persons of Color or Women Form IV-9: Qualified Transportation Fringe Program Form IV-10: Disclosure of Relationships to County Form IV-11 Federal Transit Administration Certification Forms Form IV-11-C-1 Certification of Restrictions on Lobbying Form IV-11-C-2 Clean Air and Water Certification Form IV-11-C-3 Fly America Certificate Form IV-11-C-4 Disadvantaged Business Enterprise (DBE) Certification Form IV-11-C-5 Eligible Contractors Certificate Form IV-11-C-6 No Government Obligation to Third Parties Certification Form IV-11-C-7 Certification of Contractor Regarding Debarment, Suspension & Other


FORM IV-1A (to Provide 100% of Service)

PRICE OFFER FORM

INSTRUCTIONS

• Specify the Service Area for which you are submitting this proposal and Price Offer Form. Only one service area may be indicated in each proposal and Price Offer Form. Separate proposals must be submitted if the vendor is proposing for more than one of the three service area options: All of Westchester County; North County- Zone N; or South County- Zone S.

• Enter a price per Trip of service for each type of vehicle indicated. See definition of Trip, first page in this Section IV.

• Enter a price per day for use of Provider owned equipment.

• NOTE: In the event of an emergency as determined by the County Commissioner of

Public Works and Transportation, or his authorized designee, the Provider will be required to provide drivers and vehicles to transport passengers, as directed. Enter an hourly rate price in item 4. of this form that shall apply.

1. Service Area (Check Only One):

• All Westchester County _____________

• North County-Zone N _______________

• South County- Zone S ______________ 2. Price per Trip for providing 100% service level of 213,284 (All County); 74,951(Zone N); 138,333 (Zone S) estimated annual Trips of service with: Option #1* Option #2*

• Shuttle Van $____________ $___________ • Standard ParaTransit Van $____________ $___________ • Ford Transit Connect Vehicle/Equivalent $____________ $___________

_______________ *Proposers shall provide price offers based on Option #1) reimbursement for services with fuel provided by Westchester County and the cost of fuel deducted by Westchester County, and Option #2) reimbursement for services with fuel provided by Westchester County but not deducted from the cost of service.

NOTE: Price Offer Form Continues on Next Page


Price Offer Form IV-A (Page 2) 3. Price per day for use of Provider owned equipment:

• Shuttle Van $_________________ • Standard ParaTransit Van $_________________ • Ford Transit Connect Vehicle/Equivalent $_________________

4. In the event of an emergency as determined by the County Commissioner of Public Works

and Transportation, or his authorized designee, the Provider will be required to provide drivers and vehicles to transport passengers as directed. Enter an hourly rate price below for each of the following types of vehicles that shall apply.


NOTE 1: All rates are required. A submission that omits a rate will not be considered. NOTE 2: The County will be keeping fares paid by customers - whether certified riders or their companions. The amount of these fares, calculated from ridership counts, will be deducted from the Contractor payment. Offer: I certify that I understand and will abide by the terms and conditions of this RFP and the prices are firm for 60 days from the opening date of the RFP. Authorized Official Name of Firm Title Address _________________________________ _________________________________ Date


FORM IV-1C (to Provide 70% of Service) PRICE OFFER FORM

INSTRUCTIONS

• Specify the Service Area for which you are submitting this proposal and Price Offer Form. Only one service area may be indicated in each proposal and Price Offer Form. Separate proposals must be submitted if the vendor is proposing for more than one of the three service area options: All of Westchester County; North County- Zone N; or South County- Zone S.

• Enter a price per Trip of service for each type of vehicle indicated. See definition of Trip, first page in this Section IV.

• Enter a price per day for use of Provider owned equipment.

• NOTE: In the event of an emergency as determined by the County Commissioner of

Public Works and Transportation, or his authorized designee, the Provider will be required to provide drivers and vehicles to transport passengers, as directed. Enter an hourly rate price in item 4. of this form that shall apply.

1. Service Area (Check Only One):

• All Westchester County _____________

• North County-Zone N _______________

• South County- Zone S ______________ 2. Price per Trip for 70% service level of 149,299 (All County); 52,466 (Zone N); 96,833 (Zone S) estimated annual Trips of service with: Option #1* Option #2*

• Shuttle Van $__________ $___________ • Standard ParaTransit Van $__________ $___________ • Ford Transit Connect Vehicle/Equivalent $__________ $___________

Please note that as Innovative Services are added and the Provider operates less than 100% of service, the per trip rate that can be billed will change on a directly proportional sliding scale between the 100% service level per trip rate bid and the 70% service level per trip rate bid. That would mean at the 85% service level, the Provider’s trip rate would be the average of the 100% and 70% bid rates. _______________

*Proposers shall provide price offers based on Option #1) reimbursement for services with fuel provided by Westchester County and the cost of fuel deducted by Westchester County, and Option #2) reimbursement for services with fuel provided by Westchester County but not deducted from the cost of service.

NOTE: Price Offer Form Continues on Next Page


Price Offer Form IV-C (Page 2)

3. Price per day for use of Provider owned equipment:


4. In the event of an emergency as determined by the County Commissioner of Public Works

and Transportation, or his authorized designee, the Provider will be required to provide drivers and vehicles to transport passengers as directed. Enter an hourly rate price below for each of the following types of vehicles that shall apply.


NOTE 1: All rates are required. A submission that omits a rate will not be considered. NOTE 2: The County will be keeping fares paid by customers - whether certified riders or their companions. The amount of these fares, calculated from ridership counts, will be deducted from the Contractor payment. Offer: I certify that I understand and will abide by the terms and conditions of this RFP and the prices are firm for 60 days from the opening date of the RFP. Authorized Official Name of Firm Title Address _________________________________ _________________________________ Date


FORM IV-2

AFFIRMATION Date: I, , of

NAME TITLE COMPANY affirm the following to be true. The information contained in this submission is accurate and complete as of the date of submission.

The willing to comply with contractual requirements (responding organization) pertaining to equal employment opportunity and fair employment practices.

The has (or can demonstrate the ability to obtain) all (responding organization) necessary permits, authorities to carry disabled and fare-paying passengers in Westchester County, and between Westchester County, the Bronx, and Putnam County including Common Carrier authority obtained from the State of New York.

I, , have read and understand the service specifications contained in this RFP and will inform the drivers, dispatchers, and other parties within the organization of their responsibilities upon contract award and prior to the start of service.

__________________________________ (Signature) __________________________________ (Name, Title – Printed) __________________________________

(Witness)


FORM IV-3 PROVIDER'S ACKNOWLEDGMENT

(If Corporation) STATE OF NEW YORK ) ss: COUNTY OF WESTCHESTER ) On this day of , 2011, before me personally came to me known, and known to me to be the of the corporation described in and which executed within instrument, who being by me duly sworn did depose and say that the said , resides at and that he is of said corporation; that the seal affixed to the within instrument is such corporate seal and that it was so affixed by order of the Board of Directors of said corporation, and that he signed his name thereto by like order.

Notary Public

PROVIDER’S ACKNOWLEDGMENT (If Individual) STATE OF NEW YORK ) ss: COUNTY OF WESTCHESTER) On this day of , 2011, before me personally came to me Known, and known to me to be the same person described in and who executed the within instrument and he duly acknowledged to me that he executed the same for the purpose herein mentioned and, if operating under any trade name, that the certificate required by the New York State General Business Law Section 130 has been filed with the County Clerk of Westchester County.

Notary Public


FORM IV-3 (con’t)

PROVIDER’S ACKNOWLEDGMENT (If Partnership) STATE OF NEW YORK ) ss COUNTY OF WESTCHESTER ) On this day of , 2011, before me personally came to me known, and known to me to be a member of the firm of and the person described in, and who executed the within instrument in behalf of said firm, and he acknowledged to me that he executed the same in behalf of, and as the act of said firm for the purposes herein mentioned and that the certificate required by the New York State General Business Law Section 130.

Notary Public

PROVIDER’S ACKNOWLEDGMENT (If Sole Proprietorship) STATE OF NEW YORK ) ss.: COUNTY OF ) I, , being duly sworn, deposes and says: 1. I am the of (Title) (Corporation) which is a corporation with a principal place of (State) business at (Address) 2. I own all the issued and outstanding capital stock of (Corporation) and I am the sole officer and Director of said corporation. By: (Name) Sworn to before me this day of , 2011 NOTARY PUBLIC


FORM IV-4 CERTIFICATE OF AUTHORITY

(Provider) I, , certify that I am the (Officer other than officer signing agreement) (Title) of the the “Provider”), a corporation (Name of Provider) duly organized and in good standing under the LAW UNDER WHICH ORGANIZED, E.G., THE NEW YORK BUSINESS CORPORATION LAW) the foregoing agreement; that (Person executing agreement) who signed said agreement on behalf of the Provider was at the time of execution of the Provider that said agreement was duly signed (Title of such person) for and in behalf of said Provider by authority of its Board of Directors, thereunto duly authorized, and that such authority is in full force and effect at the date hereof.

(Signature)

STATE OF NEW YORK ) ss.: COUNTY OF ) On this day of , 2011, before me personally came to me known, and known to me to be the of the said corporation, that the seal (Title) affixed to the above certificate is such corporate seal and that it was so affixed by order of the Board of Directors of said corporation, and that he signed his name thereto by like order. ______________________________


FORM IV-5 AFFIRMATIVE ACTION PLAN REQUIREMENT

Affirmative Action Plan An approved Affirmative Action Plan shall be required in all contracts where the actual contract

amount - as awarded - exceeds $50,000.00.

Regardless of the foregoing an approved Affirmative Action Plan is suggested, not required, of

a Provider where the total number of persons employed by such contractor is 14 or fewer.

Does your firm participate in an approved Affirmative Action Plan? If YES, give name of Plan: An approved Affirmative Action Plan means a plan approved or adopted by Westchester

County including but not limited to the Westchester-Putnam Affirmative Action Plan, the

Recruitment Training Program or any other affirmative action plan meeting the requirements of

the State or federal government.


FORM IV-6 RECEIPT OF ADDENDA STATEMENT

ADDENDA RECEIVED (if none received, write “none received”) Addendum No. Date Received ___________________ Addendum No. Date Received ___________________ Addendum No. Date Received ___________________ Addendum No. Date Received ___________________ Name: __________________________________________ Title: ___________________________________________ Date: ___________________________________________


FORM IV-7 CERTIFICATION REGARDING BUSINESS DEALINGS

WITH NORTHERN IRELAND

A. The Contractor and any individual or legal entity in which the Contractor holds a ten percent (10%) or greater ownership interest and any individual or legal entity that holds a ten percent (10%) or greater ownership interest in the Contractor (a) has no business operations in Northern Ireland, or (b) shall take lawful steps in good faith to conduct any business operations in Northern Ireland in accordance with the MacBride Principles. B. For purposes of this Certification, “MacBride Principles” shall mean those principles relating to nondiscrimination in employment and freedom of workplace opportunity which require employers doing business in Northern Ireland to: (1) increase the representation of individuals from underrepresented religious groups in the work force, including managerial, supervisory, administrative, clerical and technical jobs; (2) take steps to promote adequate security for the protection of employees from underrepresented religious groups both at the workplace and while traveling to and from work; (3) ban provocative religious or political emblems from the workplace; (4) publicly advertise all job openings and make special recruitment efforts to attract applicants from underrepresented religious groups; (5) establish layoff, recall and termination procedures which do not in practice favor a particular religious group; (6) abolish all job reservations, apprenticeship restrictions and differential employment criteria which discriminate on the basis of religion; (7) develop training programs that will prepare substantial numbers of current employees from underrepresented religious groups for skilled jobs, including the expansion of existing programs and the creation of new programs to train, upgrade and improve the skills of workers from underrepresented religious groups; (8) establish procedures to assess, identify and actively recruit employees from underrepresented religious groups with potential for further advancement; and (9) appoint a senior management staff member to oversee affirmative action efforts and develop a timetable to ensure their full implementation. C. For purposes of this Certification, “Northern Ireland” shall be understood to be the six counties partitioned from the Irish Province of Ulster, and administered from London and/or from Stormont.


D. The Contractor agrees that the warranties and representation in paragraph “A” are material conditions of this Agreement. If the County receives information that the Contractor is in violation of paragraph “A,” the County shall review such information and give the Contractor opportunity to respond. If the County finds that such a violation has occurred, the County may declare the Contractor in default, and/or terminate this Agreement. In the event of any such termination, the County may procure the supplies, services or work from another source in accordance with applicable law. The Contractor shall pay to the County the difference between the contract price for the uncompleted portion of this Agreement and the cost to the County of completing performance of this Agreement either by itself or by engaging another contractor. If this is a contract other than a construction contract, the Contractor shall be liable for the difference in price if the cost of procurement from another source is greater than what the County would have paid the Contractor plus any reasonable costs the County incurs in any new procurement and if this is a construction contract, the County shall also have the right to hold the Contractor in partial or total default in accordance with the default provisions of this Agreement. In addition, the Contractor may be declared not to be a responsible bidder or proposer for up to three (3) years, following written notice to the Contractor, giving the Contractor the opportunity for a hearing at which the Contractor may be represented by counsel. The rights and remedies of the County hereunder shall be in addition to, and not in lieu of, any rights and remedies the County has pursuant to this Agreement or by operation of law or in equity. Agreed: Name of Contractor__________________________________________ By: (Authorized Representative)________________________________ Title:__________________________ Date_______________________


FORM IV-8 QUESTIONNAIRE REGARDING BUSINESS ENTERPRISES

OWNED AND CONTROLLED BY PERSONS OF COLOR OR WOMEN As part of the County's program to encourage the meaningful and significant participation of business enterprises owned and controlled by persons of color or women in County contracts, and in furtherance of Local Law No. 27-1997 we request that you answer the questions listed below. The term persons of color means a United States citizen or permanent resident alien who is and can demonstrate membership of one of the following groups: (a) Black persons having origins in any of the Black African racial groups; (b) Hispanic persons of Mexican, Puerto Rican, Dominican, Cuban, Central or South American descent of either Indian or Hispanic origin regardless of race; (c) Native American or Alaskan native persons having origins in any of the original peoples of North American; or (d) Asian or Pacific Islander persons having origins in any of the Far East countries, South East Asia, the Indian sub-continent or the Pacific Islands. An enterprise owned and controlled by persons of color or women means a business enterprise including a sole proprietorship, limited liability partnership, partnership, limited liability corporation or corporation that is (a.) at least 51 % owned by one or more persons of color or women; (b.) an enterprise in which such ownership by persons of color or women is real, substantial and continuing; (c.) an enterprise in which such ownership interest by persons of color or women has and exercises the authority to control and operate, independently, the day-to-day business decisions of the enterprise; and (d.) an enterprise authorized to do business in this state which is independently owned and operated. In addition, a business enterprise owned and controlled by persons of color or women shall be deemed to include any business enterprise certified as an MBE or WBE pursuant to Article 15-a of the New York State Executive Law and implementing regulations, 9 NYCRR subtitle N Part 540 et seq., or as a small disadvantaged business concern pursuant to the Small Business Act, 15 U.S.C. 631 et seq., and the relevant provisions of the Code of Federal Regulations as amended. 1. Are you a business enterprise which is owned and controlled by persons of color or women in accordance with the standards listed above? ________ No ________ Yes (as a business owned and controlled by persons of color) ________ Yes (as a business owned and controlled by women) 2. If you are business owned and controlled by persons of color, please specify the minority classifications which apply:


3. Are you certified with the State of New York as a minority business enterprise (“MBE”) or a women owned business enterprise (“WBE”)? ________ No ________ Yes (as a MBE) ________ Yes (as a WBE) 4. If you are certified with the State of New York as an MBE, please specify the minority classifications which apply: 5. Are you certified with the Federal Government as a small disadvantaged business concern?

________ No ________ Yes

Name of Firm/Business Enterprise: Address: Name/Title of Person Completing MBE/WBE Questionnaire: Signature:


FORM IV-9 STATEMENT OF ENROLLMENT IN A

QUALIFIED TRANSPORTATION FRINGE PROGRAM

Westchester County Executive Order No. 7-2005 requires that contractors, concessionaires and vendors doing business with the County enroll in a Qualified Transportation Fringe Program as defined in §132(f)(1) of the IRS Tax Code for all contracts for goods or services of $100,000 or more in any twelve month period during the contract term if such contractor, concessionaire or vendor employs more than 25 individuals who utilize public transportation and/or pay for commuter parking at least 1 day per week regardless of whether those employees are engaged in work pursuant to the contract.

Proposers shall submit the signed statement below; however, a Proposer may submit to the Commissioner a Waiver Application in the form attached hereto. 1. I am the ______________________ of _____________________________________ (title) (Bidder's/Proposer's full legal name)

2. This statement is not applicable because (check all that apply, skip number 3 and sign below):

The total value of the contract is less than $100,000 in any twelve month period during the contract term. Bidder/Proposer employs less than 25 individuals who utilize public transportation and/or pay for commuter parking at least 1 day per week.

(If question 2 does not apply proceed with question 3 and sign below).

3. This Statement is applicable and is submitted in order to comply with the requirements of Executive Order No. 7-2005 of the County of Westchester which requires prospective contractors, concessionaires and vendors to submit a signed statement at the time of procurement of the contract that they are enrolled in or have initiated the process to enroll in a Qualified Transportation Fringe Program as defined in §132(f)(1) of the IRS Tax Code.

As of the date hereof the above indicated Proposer: is enrolled in a Qualified Transportation Fringe Program as set forth in §132(f) of the Internal Revenue Service Tax Code, or

has initiated the process of enrolling in a Qualified Transportation Fringe Program as set forth in §132(f) of the Internal Revenue Service Tax Code and will notify the appropriate County personnel in wiring upon the commencement of their participation in such a program.

signature date


FORM IV-9, (Con’t)

WAIVER APPLICATION Qualified Transportation Fringe Program

Date: ____________________ Name: ____________________ Company: ____________________ Address: ____________________ ____________________ This Application for a Waiver from the requirements of Executive Order No. 7-2005 is being submitted based upon one of the following: an inability to comply with Executive Order No. 7-2005, or hardship would result from such compliance. Provide detailed explanation below: _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________ _______________________________________________________________________

__________________________________

signature of authorized company official Approved: ____________________ Disapproved: __________________ Date: __________________

_________________________________

Commissioner or Department Head


FORM IV-10

REQUIRED DISCLOSURE OF RELATIONSHIPS TO COUNTY

(Prior to execution of a contract by the County, a potential County contractor must complete, sign and return this form to the County)

Contract Name and/or ID No.: Name of Contractor:_____________________________ (To be filled in by Contractor)

A.) Related Employees: 1. Are any of the employees that you will use to carry out this contract with Westchester

County also an officer or employee of the County, or the spouse, or the child or dependent of such County officer or employee? Yes ______ No ______

If yes, please provide details:________________________________________________ ________________________________________________________________________________________________________________________________________________________________________________________________________________________

B.) Related Owners: 1. If you are the owner of the Contractor, are you or your spouse, an officer or employee of

the County?

Yes ______ No ______

If yes, please provide details:________________________________________________ __________________________________________________________________________________________________________________________________________________________________________________________________________________

To answer the following question, the following definition of the word “interest” shall be used:

Interest means a direct or indirect pecuniary or material benefit accruing to a county officer or employee, his or her spouse, child or dependent, whether as the result of a contract with the county or otherwise. For the purpose of this chapter, a county officer or employee shall be deemed to have an "interest" in the contract of:


i. His/her spouse, children and dependents, except a contract of employment

with the county; ii. A firm, partnership or association of which such officer or employee is a

member or employee; iii. A corporation of which such officer or employee is an officer, director or

employee; and iv. A corporation of which more than five (5) percent of the outstanding capital

stock is owned by any of the aforesaid parties. 2. Do any officers or employees of the County have an interest in the Contractor or in any subcontractor that will be used for this contract?

Yes ______ No ______

If yes, please provide details:________________________________________________ ________________________________________________________________________________________________________________________________________________________________________________________________________________________

Authorized Company Official shall sign below and type or print information below the signature line: Name: Title: Date:


FORMS IV-11

(Please review Appendix “H” in connection with the completion of federal forms under this section.)

Federal Transit Administration Certification Forms

C-1 Certification of Restrictions on Lobbying

C-2 Clean Air and Water Certification

C-3 Fly America Certificate

C-4 DBE Certificate

C-5 Eligible Contractors Certificate

C-6 No Government Obligation to Third Parties Certification

C-7 Certification of Contractor regarding Debarment, etc

(Failure to complete these forms and submit them with your bid may render this bid non-responsive)

Form IV-11-C-1


CERTIFICATION OF RESTRICTIONS ON LOBBYING FORM I, ____________________________________________________________________ (Name and Title of Contractor/Subcontractor) certify, to the best of my knowledge and belief, on behalf of ________________ (Name of Firm) _____________________________________________________________________ that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any

person for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement.

(2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for

making lobbying contacts to an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying", in accordance with its instructions.

(3) The undersigned shall require that the language of this certification be included in the award documents

for all sub-awards at all tiers (including subcontracts, sub-grants, and contracts under grants, loans, and cooperative agreements) and that all sub-recipients shall certify and disclose accordingly.

This certification is a material representation of fact upon which reliance is placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. § 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. The Contractor, ____________________________, certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. A 3801, et seq., apply to this certification and disclosure, if any. ______________________________________ Signature of Contractor’s Authorized Official _______________________________________ Name of Contractor’s Authorized Official _______________________________________ Title of Contractor’s Authorized Official _______________________________________ Date (Failure to complete this form and submit it with your bid may render this bid non-responsive)

Form IV-11-C-1


DISCLOSURE OF LOBBYING ACTIVITIES

Complete this form to disclose lobbying activities pursuant to 31 U.S.C. 1352

(See reverse for public burden disclosure.)

1. Type of Federal Action:

1 a. contract

b. grant

c. cooperative agreement

d. loan

e. loan guarantee

f. loan insurance

2. Status of Federal Action:

2 a. bid/offer/application

b. initial award

c. post-award

3. Report Type:

3 a. initial filing

b. mater ial change

For Mater ial Change Only:

Year ____ Quar ter ____

Date of Last Report ________

4. Name and Address of Reporting Entity:

4 Pr ime 5 Subawardee Tier if known

Congressional Distr ict, if known:

5. I f reporting entity in No. 4 is Subawardee, enter Name and Address of Pr ime:

Congressional Distr ict, if known:

6. Federal Depar tment/Agency:

7. Federal Program Name/Descr iption:

CFDA Number, if applicable: ___________

8. Federal Action Number , if known:

9. Award Amount, if known: $

10. a. Name and Address of Lobbying Entity b. Individuals Per forming Services

(if individual, last name, first name, MI): (including address if different from No. 10a)

(last name, first name, MI):

(attach Continuation Sheet(s) SF-LLL-A, if necessary)

11. Amount of Payment (check all that apply):

$ ______________________ 6 actual 7 planned

12. Form of Payment (check all that apply):

8 a. cash

9 b. in-kind; specify: nature __________________

value __________________

13. Type of Payment (check all that apply):

10 a. retainer

11 b. one-time fee

12 c. commission

13 d. contingent fee

14 e. defer red

15 d. other; specify: ___________________

14. Br ief Descr iption of Services Per formed or to be Per formed and Date(s) of Service, including officer (s), employee(s), or Member(s) contacted, for Payment indicated in

I tem 11 (attach Continuation Sheet(s) SF-LLL-A, if necessary):

15. Continuation Sheet(s) SF-LLL-A attached: 16 Yes 17 No

16. Information requested through this form is author ized by Title 31 U.S.C. section 1352.

This disclosure of lobbying activities is a mater ial representation of fact upon which

reliance was placed by the tier above when transaction was made or entered into. This

disclosure is required pursuant to 31 U.S.C. 1352. This information will be repor ted to the

Congress semi-annually and will be available for public inspection. Any person who fails to

file the required disclosure shall be subject to a civil penalty of not less than $10,000 and

not more than $100,000 for each such failure.

Signature: _____________________________________________________

Print Name: ___________________________________________________

Title: __________________________________________________________

Telephone No.: _________________________ Date: __________________

Form IV-11-C-1


Federal Use Only: Authorized for Local Reproduction

Standard Form - LLL

Form IV-11-C-1


INSTRUCTIONS FOR COMPLETION OF SF-LLL, DISCLOSURE OF LOBBYING ACTIVITIES

This disclosure form shall be completed by the reporting entity, whether sub-awardee or prime Federal recipient, at the initiation or receipt of a covered Federal action, or a material change to a previous filing, pursuant to title 31 U.S.C. section 1352. The filing of a form is required for each payment or agreement to make payment to any lobbying entity for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with a covered Federal action. Use the SF-LLL-A Continuation Sheet for additional information if the space on the form is inadequate. Complete all items that apply for both the initial filing and material change report. Refer to the implementing guidance published by the Office of Management and Budget for additional information. 1. Identify the type of covered Federal action for which lobbying activity is and/or has been secured

to influence the outcome of a covered Federal action. 2. Identify the status of the covered Federal action. 3. Identify the appropriate classification of this report. If this is a follow-up report caused by a

material change to the information previously reported, enter the year and quarter in which the change occurred. Enter the date of the last previously submitted report by this reporting entity for this covered Federal action.

4. Enter the full name, address, city, state and zip code of the reporting entity. Include

Congressional District, if known. Check the appropriate classification of the reporting entity that designates if it is, or expects to be, a prime or sub-award recipient. Identify the tier of the sub-awardee, e.g., the first sub-awardee of the prime is the 1st tier. Sub-awards include but are not limited to subcontracts, sub-grants and contract awards under grants.

5. If the organization filing the report in item 4 checks "Subawardee", then enter the full name,

address, city, state and zip code of the prime Federal recipient. Include Congressional District, if known.

6. Enter the name of the Federal agency making the award or loan commitment. Include at least

one organizational level below the agency name, if known. For example, Department of Transportation, United States Coast Guard.

7. Enter the Federal program name or description for the covered Federal action (item 1). If

known, enter the full Catalog of Federal Domestic Assistance (CFDA) number for grants, cooperative agreements, loans and loan commitments.

8. Enter the most appropriate Federal identifying number available for the Federal action identified

in item 1 (e.g., Request for Proposal (RFP) number; Invitation for Bid (IFB) number; grant announcement number; the contract, grant, or loan award number; the application/proposal control number assigned by the Federal agency). Include prefixes, e.g., "RFP-DE-90-001."

9. For a covered Federal action where there has been an award or loan commitment by the Federal

agency, enter the Federal amount of the award/loan commitment for the prime entity identified in Item 4 or 5.

10. (a) Enter the full name, address, city, state and zip code of the lobbying entity engaged by the

reporting entity identified in item 4 to influence the covered Federal action. (b) Enter the full names of the individual(s) performing services, and include full address if

different from 10 (a). Enter Last Name, First Name, and Middle Initial (MI). 11. Enter the amount of compensation paid or reasonably expected to be paid by the reporting entity

(item 4) to the lobbying entity (item 10). Indicate whether the payment has been made (actual) or will be made (planned). Check all boxes that apply. If this is a material change report, enter the cumulative amount of payment made or planned to be made.

Form IV-11-C-1


12. Check the appropriate box(es). Check all boxes that apply. If payment is made through an in-

kind contribution, specify the nature and value of the in-kind payment. 13. Check the appropriate box(es). Check all boxes that apply. If other, specify nature. 14. Provide a specific and detailed description of the services that the lobbyist has performed, or will

be expected to perform, and the date(s) of any services rendered. Include all preparatory and related activity, not just time spent in actual contact with Federal officials. Identify the Federal official(s) or employee(s) contacted or the officer(s), employee(s), or Member(s) of Congress that were contacted.

15. Check whether or not a SF-LLL-A Continuation Sheet(s) is attached. 16. The certifying official shall sign and date the form, print his/her name, title and telephone

number. Public reporting burden for this collection of information is estimated to average 30 minutes per response, including time for reviewing instructions, searching existing data sources, gathering and maintaining the data needed, and completing and reviewing the collection of information. Send comments regarding the burden estimate or any other aspect of this collection of information, including suggestions for reducing this burden, to the Office of Management and Budget, Paperwork Reduction Project (0348-0046), Washington D.C. 20503.

Form IV-11-C-1


Disclosure of Lobbying Activities

Continuation Sheet

Reporting Entity: __________________________________________________ Page ____ of ___

FORM IV-11-C-2


CERTIFICATION OF CLEAN AIR AND WATER COMPLIANCE FORM The Bidder certifies that: 1. Any facility to be used in the performance of this proposed contract is not listed on the Environmental

Protection Agency List of Violating Facilities; 2. The bidder will immediately notify Westchester County Department of Public Works, before award, of

the receipt of any communication from the Administrator, or a designee, of the Environmental Protection Agency, indicating that any facility that the Bidder proposes to use for the performance of this contract is under consideration to be listed on the EPA List of Violating Facilities; and

3. The Bidder will include a certification substantially the same as this certification, including this

paragraph, in every nonexempt subcontract. ______________________________________ Signature of Contractor’s Authorized Official ______________________________________ Name of Contractor’s Authorized Official ______________________________________ Title of Contractor’s Authorized Official ______________________________________ Date (Failure to complete this form and submit it with your bid may render this bid non-responsive)

FORM IV-11-C-3


FLY AMERICA CERTIFICATE

Certificate of Compliance with 49 U.S.C. 40118 (the "Fly America" Act) in accordance with the General Services Administration's regulations at 41 CFR Part 301-10 The Bidder hereby certifies that it will meet the requirements of 49 U.S.C. 40118 (the "Fly America" Act) in accordance with the General Services Administration's regulations at 41 CFR Part 301-10 Date ____________________________________________________ Signature ________________________________________________ Company Name __________________________________________ Officer’s Name ________________________________________ Officer’s Title __________________________________________

OR Certificate of Non-Compliance with 49 U.S.C. 40118 (the "Fly America" Act) in accordance with the General Services Administration's regulations at 41 CFR Part 301-10 The Bidder hereby certifies that it cannot comply with the requirements of 49 U.S.C. 40118 (the "Fly America" Act) in accordance with the General Services Administration's regulations at 41 CFR Part 301-10 Date ____________________________________________________ Signature ________________________________________________ Company Name __________________________________________ Officer’s Name ________________________________________ Officer’s Title __________________________________________ (Failure to complete this form and submit it with your bid may render this bid non-responsive)

Form IV-11-C-4


DISADVANTAGED BUSINESS ENTERPRISE CERTIFICATION By signing this certificate, the contractor agrees that he/she has read, understands and will abide by section

1.2.10 on page 1-6 of the Federal Transit Administration’s Required Construction Contract Provisions.

Firm Name: ________________________________________________ Signature: _________________________________________________ Title: _________________________________________________ Date: _________________________________________________

Note: This form is to be submitted with the bid. Please attach the names and addresses of any and all DBE

eligible subcontractors who will perform work on this project, and the approximate dollar amounts to be paid to

them. If there is no participation, then this must be indicated on the form, the form executed and returned with

the bid .

____________________________________________________________________________

The bidder must demonstrate that they have made their best effort to obtain DBE eligible

subcontractors.

(Failure to complete this form and submit it with your bid may render this bid non-responsive)

FORM IV-11-C-5


Eligible Contractors Certificate

___________________________________________ (Name of the contractor) hereby certifies that it IS / IS

NOT (circle one) included on the List of Parties Excluded from the Federal Procurement and Non-procurement

Programs.

Firm Name: ______________________________________________

Firm’s SSN or TIN* _______________________________________________

Signature: _______________________________________________

Title: _______________________________________________

Date: ________________________________________________

*TIN – Taxpayer Identification Number


FORM IV-11-C-6


No Government Obligation to Third Parties Certification

(1) The Purchaser and the Contractor acknowledge and agree that, notwithstanding any concurrence by the

Federal Government in or approval of thee solicitation or award of the underlying contract, absent the

express written consent by the Federal Government, the Federal Government is not a party to this

contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any

other party (whether or not a party to that contract) pertaining to any matter resulting from the

underlying contract.

(2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with

Federal assistance provided by the FTA. It is further agreed that the clause shall not be modified, except

to identify the subcontractor who will be subject to its provisions.

_____________________________________ Signature of Authorized Contractor’s Official

_____________________________________ Printed Name of Authorized Contractor’s Official

_____________________________________ Printed Title of authorized Contractor’s Official

_____________________________________Name and address of Contractor

_____________________________________

_____________________________________ Date



FORM IV-11-C-7

CERTIFICATION OF CONTRACTOR REGARDING DEBARMENT,

SUSPENSION AND OTHER INELIGIBLE AND VOLUNTARY EXCLUSION

The undersigned, an authorized official of the bidder stated below, certifies, by submission of this bid,

that neither it nor its principals are presently debarred, suspended, proposed for debarment, declared

ineligible, or voluntarily excluded from participation in this transaction by any Federal Department or

Agency.

(If the undersigned is unable to certify to any of the statements in this certification, such official

shall attach an explanation to this bid)

THE UNDERSIGNED CERITIFED AND AFFIRMS THE TRUTHFULNESS AND

ACCURACY OF THE CONTENTS OF THE STATEMENTS SUBMITTED ON OR WITH

THIS CERTIFICATION AND UNDERSTANDS THAT THE PROVISIONS OF 31 U.S.C.

SECTIONS 3801 ET SEQ ARE APPLICABLE THERETO.

Signed: _________________________________________

Firm’s Name __________________________________________

Subscribed and sworn to me this _________ day of _____________ 20__

Notary Public

My commission expires ____________________, 20__


2011 Bee-Line ParaTransit REQUEST FOR PROPOSALS

APPENDICES

Appendix “A” - ParaTransit Fleet Roster Appendix “B” - Standard Insurance Provisions (Contractor) Appendix “B-1” - Standard Insurance Provisions (Carrier) Appendix “C” - Sample Operating Agreement Form Appendix “D” - Sample Lease Agreement Form Appendix “E” - Criminal Background Disclosure Instructions Appendix “F” - Vendor Direct Payment Appendix “G” - Required Monthly Provider Reports Appendix “H” - FTA Required Bid Contract Provisions

Westchester County 2011 ParaTransit RFP

APPENDIX A

ParaTransit FLEET ROSTER

Manufacturer &

Fleet

Year Chasis Seats Number

Vehicle ID Number (VIN)

2005 Ford E-350 7 2501 1FDSE35P35HB19103 2005 Ford E-350 7 2504 1FDSE35P95HB19106 2005 Ford E-350 7 2506 1FDSE35PX5HB13315 2005 Ford E-350 7 2507 1FDSE35P15HB13316 2005 Ford E-350 7 2508 1FDSE35P35HB13317 2005 Ford E-350 7 2509 1FDSE35P55HB13318 2005 Ford E-350 7 2510 1FDSE35P75HB13319 2005 Ford E-350 7 2511 1FDSE35P35HB13320 2005 Ford E-350 7 2512 1FDSE35P55HB13321 2005 Ford E-350 7 2513 1FDSE35P75HB13322 2005 Ford E-350 7 2514 1FDSE35P95HB13323 2005 Ford E-350 7 2515 1FDSE35P05HB13324 2005 Ford E-450 18 311 1FDXE45P94HB44646 2006 Ford E-350 7 2616 1FDSE35P26DA92047 2006 Ford E-350 7 2617 1FDSE35P46DA92048 2006 Ford E-350 7 2618 1FDSE35P66DA92049 2006 Ford E-350 7 2619 1FDSE35P26DA92050 2006 Ford E-350 7 2620 1FDSE35P46DA92051 2006 Ford E-350 7 2621 1FDSE35P66DA92052 2006 Ford E-350 7 2622 1FDSE35P86DA92053 2006 Ford E-350 7 2623 1FDSE35PX6DA92054 2006 Ford E-350 7 2624 1FDSE35P16DA92055 2006 Ford E-350 7 2625 1FDSE35P26DA92056 2006 Ford E-350 7 2626 1FDSE35P56DA92057 2006 Ford E-350 7 2627 1FDSE35P76DA92058 2006 Ford E-350 7 2628 1FDSE35P96DA92059 2006 Ford E-350 7 2629 1FDSE35P56DA92060 2006 Ford E-350 7 2630 1FDSE35P76DA92061 2006 Ford E-350 7 2631 1FDSE35P46DB09995 2006 Ford E-350 7 2632 1FDSE35P66DB09996 2006 Ford E-350 7 2633 1FDSE35P86DB09997 2006 Ford E-350 7 2634 1FDSE35PX6DB09998 2006 Ford E-350 7 2635 1FDSE35P16DB09999


Manufacturer &

Fleet



2006 Ford E-350 7 2638 1FDWE35P66DB10002 2006 Ford E-350 7 2639 1FDSE35P86DB10003 2006 Ford E-350 7 2640 1FDSE35PX6DB10004 2006 Ford E-350 7 2641 1FDSE35P16DB10005 2006 Ford E-350 7 2642 1FDSE35P36DB10006 2006 Ford E-350 7 2643 1FDSE35P56DB10007 2006 Ford E-350 7 2644 1FDSE35P76DB10008 2006 Ford E-350 7 2645 1FDSE35P96DB10009 2008 Ford E-350 7 2846 1FD3E35P48DB34449 2008 Ford E-350 7 2847 1FD3E35P08DB34450 2008 Ford E-350 7 2848 1FD3E35P28DB34451 2008 Ford E-350 7 2849 1FD3E35P48DB34452 2008 Ford E-350 7 2850 1FD3E35P68DB34453 2008 Ford E-350 7 2851 1FD3E35P88DB34454 2008 Ford E-350 7 2852 1FD3E35PX8DB34455 2008 Ford E-350 7 2853 1FD3E35P18DB34456 2008 Ford E-350 7 2854 1FD3E35P38DB34457 2008 Ford E-350 7 2855 1FD3E35P58DB34458 2008 Ford E-350 7 2856 1FD3E35P78DB34459 2008 Ford E-350 7 2857 1FD3E35P38DB34460 2008 Ford E-350 7 2858 1FD3E35P58DB34461 2008 Ford E-350 7 2859 1FD3E35P78DB34462 2008 Ford E-350 7 2860 1FD3E35P98DB34463 2008 Ford E-350 7 2861 1FD3E35P08DB34464 2008 Ford E-350 7 2862 1FD3E35P28DB34465 2009 Ford E-450 16 2963 1FDFE45P79DA18621 2009 Ford E-450 16 2964 1FDFE45P99DA18622 2009 Ford E-450 16 2965 1FDFE45P09DA18623 2009 Ford E-350 6 2966 1FDWE35P49DA78236 2009 Ford E-350 6 2967 1FDWE35P69DA78237 2009 Ford E-350 6 2968 1FDWE35P89DA78238 2009 Ford E-350 6 2969 1FDWE35PX9DA78239 2009 Ford E-350 6 2970 1FDWE35P69DA78240 2009 Ford E-350 6 2971 1FDWE35P89DA78241 2009 Ford E-350 6 2972 1FDWE35PX9DA78242 2009 Ford E-350 6 2973 1FDWE35P19DA78243 2009 Ford E-350 6 2974 1FDWE35P39DA78244 2009 Ford E-350 6 2975 1FDWE35P59DA78245


Manufacturer &

Fleet



2009 Ford E-350 6 2978 1FDWE35P09DA78248 2009 Ford E-350 6 2978 1FDWE35P29DA78249 2009 Ford E-350 6 2979 1FDWE35P99DA78250 2009 Ford E-350 6 2001 1FDEE3FP8ADA12710 2009 Ford E-350 6 2002 1FDEE3FPXADA12711 2009 Ford E-350 6 2003 1FDEE3FP1ADA12712 2009 Ford E-350 6 2004 1FDEE3FP3ADA12713 2009 Ford E-350 6 2005 1FDEE3FP5ADA12714 2009 Ford E-350 6 2006 1FDEE3FP7ADA12715 2009 Ford E-350 6 2007 1FDEE3FP9ADA12716 2009 Ford E-350 6 2008 1FDEE3FP0ADA12717 2009 Ford E-350 6 2009 1FDEE3FP2ADA12718


APPENDIX B

STANDARD INSURANCE PROVISIONS

(Contractor)

1. Prior to commencing work, the Contractor shall obtain at its own cost and expense the required insurance from insurance companies licensed in the State of New York, carrying a Best's financial rating of A or better, and shall provide evidence of such insurance to the County of Westchester, as may be required and approved by the Director of Risk Management of the County. The policies or certificates thereof shall provide that thirty days prior to cancellation or material change in the policy, notices of same shall be given to the Director of Risk Management of the County of Westchester by registered mail, return receipt requested, for all of the following stated insurance policies. All notices shall name the Contractor and identify the Agreement. If at any time any of the policies required herein shall be or become unsatisfactory to the County, as to form or substance, or if a company issuing any such policy shall be or become unsatisfactory to the County, the Contractor shall upon notice to that effect from the County, promptly obtain a new policy, submit the same to the Department of Risk Management of the County of Westchester for approval and submit a certificate thereof. Upon failure of the Contractor to furnish, deliver and maintain such insurance, the Agreement, at the election of the County, may be declared suspended, discontinued or terminated. Failure of the Contractor to take out, maintain, or the taking out or maintenance of any required insurance, shall not relieve the Contractor from any liability under the Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the contractual obligations of the Contractor concerning indemnification. All property losses shall be made payable to and adjusted with the County. In the event that claims, for which the County may be liable, in excess of the insured amounts provided herein are filed by reason of any operations under the Agreement, the amount of excess of such claims or any portion thereof, may be withheld from payment due or to become due the Contractor until such time as the Contractor shall furnish such additional security covering such claims in form satisfactory to the County of Westchester. 2. The Contractor shall provide proof of the following coverage (if additional coverage is required for a specific agreement, those requirements will be described in the "Special Conditions" of the contract specifications): (a) Workers' Compensation. Certificate form C-105.2 (9/07) or State Fund Insurance Company form U-26.3 is required for proof of compliance with the New York State Workers' Compensation Law. State Workers' Compensation Board form DB-120.1 is required for proof of compliance with the New York State Disability Benefits Law. Location of operation shall be "All locations in Westchester County, New York."

Where an applicant claims to not be required to carry either a Workers' Compensation Policy or Disability Benefits Policy, or both, the employer must complete NYS form CE-200, available to download at: www.wcb.state.ny.us (click on Employers/Businesses, then Business Permits/Licenses/Contracts to see instruction manual).

http://www.wcb.state.ny.us/�


If the employer is self-insured for Worker's Compensation, he/she should present a certificate from the New York State Worker's Compensation Board evidencing that fact (Either SI-12, Certificate of Workers’ Compensation Self-Insurance, or GSI-105.2, Certificate of Participation in Workers’ Compensation Group Self-Insurance).

(b) Employer's Liability with minimum limit of $100,000. (c) Commercial General Liability Insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and $100,000 for property damage or a combined single limit of $1,000,000 (c.s.1), naming the County of Westchester as an additional insured. This insurance shall include the following coverages: (i) Premises - Operations. (ii) Broad Form Contractual. (iii) Independent Contractor and Sub-Contractor. (iv) Products and Completed Operations. All Contracts involving the use of explosives and demolition shall provide the above coverage with elimination of the XCU exclusion from the policy, or proof that XCU is covered. (d) Automobile Liability Insurance with a minimum limit of liability per occurrence of $1,000,000 for bodily injury and a minimum limit of $100,000 per occurrence for property damage or a combined single limit of $1,000,000 unless otherwise indicated in the contract specifications. This insurance shall include for bodily injury and property damage the following coverages: (i) Owned automobiles. (ii) Hired automobiles. (iii) Non-owned automobiles. 3. All policies of the Contractor shall be endorsed to contain the following clauses: (a) Insurers shall have no right to recovery or subrogation against the County of Westchester (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so effected shall protect both parties and be primary coverage for any and all losses covered by the above-described insurance. (b) The clause "other insurance provisions" in a policy in which the County of Westchester is named as an insured, shall not apply to the County of Westchester. (c) The insurance companies issuing the policy or policies shall have no recourse against the County of Westchester (including its agents and agencies as aforesaid) for payment of any premiums or for assessments under any form of policy. (d) Any and all deductibles in the above described insurance policies shall be assumed by and be for the account of, and at the sole risk of, the Contractor.


APPENDIX “B-1”

Insurance requirements for Vehicles supplied by Provider

STANDARD INSURANCE PROVISIONS

(Carrier)

1. Prior to commencing work, the Carrier shall obtain at its own cost and expense the required insurance from insurance companies licensed in the State of New York, carrying a Best's financial rating of A or better, and shall provide evidence of such insurance to the County of Westchester, as may be required and approved by the Director of Risk Management of the County. The policies or certificates thereof shall provide that thirty days prior to cancellation or material change in the policy, notices of same shall be given to the Director of Risk Management of the County of Westchester by registered mail, return receipt requested, for all of the following stated insurance policies. All notices shall name the Carrier and identify the Agreement. If at any time any of the polices required herein shall be or become unsatisfactory to the County, as to form or substance, or if a company issuing any such policy shall be or become unsatisfactory to the County, the Carrier shall upon notice to that effect from the County, promptly obtain a new policy, submit the same to the Department of Risk Management of the County of Westchester for approval and submit a certificate thereof. Upon failure of the Carrier to furnish, deliver and maintain such insurance, the Agreement, at the election of the County, may be declared suspended, discontinued or terminated. Failure of the Carrier to take out, maintain, or the taking out or maintenance of any required insurance, shall not relieve the Carrier from any liability under the Agreement, nor shall the insurance requirements be construed to conflict with or otherwise limit the contractual obligations of the Carrier concerning indemnification. All property losses shall be made payable to and adjusted with the County. In the event that claims, for which the County may be liable, in excess of the insured amounts provided herein are filed by reason of any operations under the Agreement, the amount of excess of such claims or any portion thereof, may be withheld from payment due or to become due the Carrier until such time as the Carrier shall furnish such additional security covering such claims in form satisfactory to the County of Westchester. 2. The Carrier shall provide proof of the following coverage (if additional coverage is required for a specific agreement, those requirements will be described in the "Special Conditions" of the contract specifications): (a) Workers' Compensation. Certificate form C-105.2 (9/07) or State Fund Insurance Company form U-26.3 is required for proof of compliance with the New York State Workers' Compensation Law. State Workers' Compensation Board form DB-120.1 is required for proof of compliance with the New York State Disability Benefits Law. Location of operation shall be "All locations in Westchester County, New York."

Where an applicant claims to not be required to carry either a Workers' Compensation Policy or Disability Benefits Policy, or both, the employer must complete NYS form CE-200, available to download at: www.wcb.state.ny.us (click on Employers/Businesses, then Business Permits/Licenses/Contracts to see instruction manual).

http://www.wcb.state.ny.us/�


If the employer is self-insured for Worker's Compensation, he/she should present a certificate from the New York State Worker's Compensation Board evidencing that fact (Either SI-12, Certificate of Workers’ Compensation Self-Insurance, or GSI-105.2, Certificate of Participation in Workers’ Compensation Group Self-Insurance). (b) Employer's Liability with minimum limit of $100,000.00. (c) Commercial General Liability Insurance with a minimum limit of liability per occurrence of $1,000,000.00 for bodily injury and $100,000.00 for property damage or a combined single limit of $1,000,000.00 (c.s.l.), naming the County of Westchester as an additional insured. This insurance shall in include the following coverages: (i) Premises - Operations. (ii) Broad Form Contractual. (iii) Independent Contractor and Sub-Contractor. (iv) Products and Completed Operations. (d) Automobile Liability Insurance with a minimum limit of liability per occurrence of $5,000,000.00 per occurrence for bodily injury and a minimum limit of $500,000.00 per occurrence for property damage or a combined single limit of $5,000,000.00 unless otherwise indicated in the contract specifications. This insurance shall include for bodily injury and property damage the following coverages: (i) Owned automobiles. (ii) Hired automobiles. (iii) Non-owned automobiles. 3. All policies of the Carrier shall be endorsed to contain the following clauses: (a) Insurers shall have no right to recovery or subrogation against the County of Westchester (including its employees and other agents and agencies), it being the intention of the parties that the insurance policies so effected shall protect both parties and be primary coverage for any and all losses covered by the above-described insurance. (b) The clause "other insurance provisions" in a policy in which the County of Westchester is named as an insured, shall not apply to the County of Westchester. (c) The insurance companies issuing the policy or policies shall have no recourse against the County of Westchester (including its agents and agencies as aforesaid) for payment of any premiums or for assessments under any form of policy. (d) Any and all deductibles in the above described insurance policies shall be assumed by and be for the account of, and at the sole risk of, the Carrier.


APPENDIX “C” SAMPLE OPERATING AGREEMENT FORM

THIS AGREEMENT made this ___ day of_____, 2011 by and between:

THE COUNTY OF WESTCHESTER, a municipal corporation of the State of New York, having an office and place of business in the Michaelian Office Building, 148 Martine Avenue, White Plains, New York, 10601 (hereinafter referred to as the “County”) acting by and through its Office For the Disabled having an office and place of business at 148 Martine Avenue, White Plains, New York 10601 (hereinafter referred to as the “WCOFD”)

(hereinafter referred to as the “Provider”)

W I T N E S S E T H:

WHEREAS, the County issued a Request For Proposals and desires to enter into an

agreement for the provision of curb to curb ParaTransit services within the County and selected

locations within Bronx County to disabled individuals (hereinafter “riders”) in accordance with

applicable federal, state and local laws, rules arid regulations; and

WHEREAS, the Provider, being the successful proposer, desires to provide such

ParaTransit services.

NOW, THEREFORE, the parties hereto in consideration of the terms, conditions and

covenants hereinafter set forth, the parties agree as follows:

1. SCOPE OF SERVICES: The Provider shall perform those services as described and

as more fully set forth in Schedule “A”, which is attached hereto and made a part hereof. The

items set forth in Schedule “A” shall provide the standard for determining whether the service

meets contract requirements.

2. TIME OF PERFORMANCE: The term of this Agreement shall be for a period of

three years commencing on January 1, 2012, with pricing for the second and third years subject


to a price adjustment which shall be based upon 100% of the increase in the Consumer Price

Index (“CPI”), defined below, in the month of July of the then current contract year over the

month of July of the preceding year.

At all times relevant herein, the adjustment shall be calculated in the County’s sole

discretion and the County’s good faith decision with respect thereto shall be accepted by the

Provider as final.

There shall be no adjustments to the pricing beyond those expressly provided for herein.

For the purposes of this paragraph, the CPI shall mean the statistics published by the U.S.

Department of Labor, Bureau of Labor Statistics, Washington, D.C. as CPI SERIES

CUURA101SAO, New York- Northern New Jersey-Long Island, NY-NJ-CT-PA, All Items,

Base Period 1982-1984=100, not seasonally adjusted) In the event that the Federal government

shall cease to publish such index, then the substitute index, published for such purpose, shall be

used to compute the adjustment hereunder.

3. PAYMENT: A. Subject to compliance with the terms and conditions of this Agreement, the County

agrees to pay the Provider at such rates of payment as are set forth in Schedule “B” attached

hereto and made a part hereof. The total cost to the County under this Agreement shall not

exceed $ _____________________. Fuel shall be provided by the County at no cost to the

Provider with RFP terms. All payments shall be made by electronic funds transfer and the

Provider shall comply with Schedule “E” attached hereto and made a part hereof.

B. It is understood by and between the parties hereto that this Agreement shall be deemed

executory to the extent of monies duly appropriated for ParaTransit services and that the County

shall not incur any liability on account thereof beyond monies duly appropriated therein and

available for the purposes hereof. Without limiting the foregoing, payments made hereunder are

subject to future appropriations. In the event funds are not appropriated, the County, in addition

to any other remedy or rights it may have, may terminate this Agreement upon forty-eight (48)

hours notice. In such event, the Provider shall be compensated and the County shall be liable


only-for the payment for services already rendered under this Agreement prior to the effective

date of termination. Such notice shall be effective upon mailing thereof.

The Provider hereby acknowledges that the County intends to seek Federal and State

funding for the services provided pursuant to this Agreement. Accordingly, the Provider shall not

act in any way whatsoever to jeopardize the County’s eligibility for such funding.

If at a time prior to or subsequent to execution of this Agreement applicable Federal

and/or State rules or regulations impose requirements of the County that affect ParaTransit

Services, which requirements are not provided for hereunder, the Provider shall promptly comply

with any such further requirements that the County may impose on the Provider for the purpose

of enabling the County to obtain continued Federal and/or State funding.

The Provider shall comply with all applicable federal, state and local laws, rules,

regulations, reporting requirements, ordinances and any amendments thereto, and standards

applicable to the services provided pursuant to this Agreement and to the Provider’s performance

hereunder.

C To obtain payment for services provided, the Provider must submit to the County

within fifteen (15) days following the end of each billing period, a requisition for payment for

the services rendered in the preceding billing period. In such requisition the Provider must, as a

condition of payment, submit all documentation including, but not limited to dispatcher sheets,

driver logs and all other documentation required by Schedule “A”.

D. In the event of a dispute between the County and the Provider over the value of

services rendered, the Provider shall be given notice and the Provider shall have ten (10) days to

reconcile the invoice in question and submit it to the County in writing. In this event, the County

shall be empowered to withhold approval for compensation for a sum equal to the full value of

the disputed charges. It is understood and agreed that the Commissioner of the Department of

Transportation (“Commissioner”) shall determine the value of such services rendered by the


Provider. Such reasonable and good faith determination shall be accepted by the Provider as

final.

E. Should a determination be made by the County that services rendered on a specific occasion failed to meet the level of service described in Schedule “A”, in addition to all other available remedies the County may have pursuant to this Agreement, the County shall have the-right to offset from moneys due and owing the Provider at any given time pursuant to this Agreement, the amount of damages suffered by the County due to the Provider’s failure to render services in compliance with the Agreement. Due to the nature of the services rendered hereunder and consequently the difficulty in estimating damages in the event the Provider fails to comply with the terms and conditions herein, the parties agree that the damages in the below listed situations shall be just compensation to the County as follows:

Failure to provide a scheduled trip due to Provider’s negligence.

$200.00 per occurrence.

Failure to have an adequate number of staff to provide service in

accordance with the specification.


Failure to report an accident/incident

$200.00 per day that the report is delayed.

Failure to adhere to the specifications.


Failure to submit required documentation in the manner outlined in

the specifications.

$ 200.00 per day that the documentation is delayed.

Transporting unauthorized individuals on equipment used to provide

services covered by this Agreement.


Failure to maintain vehicles in accordance with the maintenance

schedule contained in Schedule “A”.


The County shall give the Provider ten (10) days notice of its intention to assess damages

as provided for herein. The Provider shall submit its written opposition within such ten (10) day

period. The Provider may appeal the Department’s determination hereunder to the

Commissioner. The Commissioner’s reasonable and good faith determination in this regard shall

be accepted by the Provider as final.


F. In the event that an audit of records results in a determination that the Provider has

collected compensation in excess of that due under the terms of this Agreement, the County shall

offset such excess compensation from moneys due and owing Provider.

4. SUPERVISION AND MANAGEMENT:

The Provider hereby acknowledges that a material element of this Agreement is the

Provider’s representation that its business operations hereunder, including but not limited to staff

training, driver supervision, trip dispatching and vehicle maintenance, shall be conducted,

supervised and managed in accordance with the terms and conditions outlined in Schedule “A”.

Should the conduct, management and/or supervision of the Provider’s business operations

hereunder change in any way from the terms and conditions set forth in Schedule “A”, the

Provider shall notify the County in writing of same. The County shall, at its option, terminate

this Agreement in accordance with the terms and conditions herein provided.

5. AUDIT AND INSPECTION OF BOOKS AND RECORDS:

The Provider shall keep accurate books, records and other documents of its business

operations hereunder as specified in Schedule “A” in a form and manner acceptable to the

Commissioner. Business records shall be kept in accordance with generally accepted accounting

principles. Such records shall be maintained within Westchester County and be made available

during business hours to any authorized representative of the County as specified in Schedule

“A”.

6. SATISFACTORY PERFORMANCE: A. The County shall have the right to object to the Provider regarding the demeanor,

conduct, appearance or performance of the Provider’s employees whereupon the Provider

promptly shall take all necessary steps to cure the cause of the objection and to ensure that the

services provided by its employees comply with the service specifications outlined in Schedule

“A”.

B. If the Commissioner, after consultation with the Provider, in his sole judgment, shall

determine in good faith that the best interest of the County requires the re-assignment of a


member of the Provider’s staff from the provision of services covered by this contract, the

Commissioner shall so notify the Provider. Immediately upon receipt of the notice, the Provider

shall re-assign the staff member. The staff member may not be assigned to any service for which

the County contracts with the Provider that is provided to comply with Section 504 of the

Rehabilitation Act of 1973 or the Americans with Disabilities Act of 1990.

C. The Provider shall at all times comply with the performance standards specified in

Schedule “A”. If the Provider fails to satisfy such standards, the Provider’s service areas shall be

temporarily reduced as provided in Section 7 below.

7. Intentionally Omitted.

8. CONDITION OF VEHICLES:

A. The Provider agrees that in providing the Service pursuant to this Agreement it will

utilize vehicles that conform to the standards specified in Schedule “A”. Failure to use vehicles

that meet these standards shall be grounds, in the sole good faith discretion of the Commissioner,

for termination of the Agreement, or alternatively for a 100% reduction in payments for each

substandard trip for which compensation is requested under the terms of this Agreement.

B. The Provider agrees that upon request and without delay, it will permit the County to

make both scheduled and unscheduled inspections of the vehicles used by the Provider in

providing service under the terms of this Agreement.

9. UTILIZATION OF VEHICLES:

A. Vehicles shall not be used for service not covered by this Agreement while displaying

County identification markings.

B. The Provider will not use vehicles owned by the Provider to provide services covered

by this Agreement without prior approval of the County.


10. INSURANCE AND INDEMNIFICATION:

A. In addition to, and not in limitation of the insurance provisions contained in

Schedule “C” entitled “Standard Insurance Provisions”, attached hereto and made a part hereof,

the Provider agrees:

(i) that except for the amount, if any, of damage contributed to, caused by or resulting

from the negligence of the County, or damage covered by the County’s insurance policy

provided under the Lease Agreement, the Provider shall indemnify and hold harmless the

County, its officers, employees and agents from and against any and all liability, damage, claims,

demands, costs, judgments, fees, attorneys’ fees or loss arising directly or indirectly

out of the performance or failure to perform hereunder by the Provider or third parties under the

direction or control of the Provider; and

(ii) to provide defense for and defend, at its sole expense, any and all claims, demands or

causes of action directly or indirectly arising out of this Agreement and to bear all other costs

and expenses related thereto.

11. REMEDIES:

A. In the event that the Provider defaults in the performance of any terms, conditions or

covenants herein contained, the County at its option and in addition to any other remedy it may

have to seek damages, judicial enforcement or other lawful remedy, may terminate this

Agreement upon ten (10) days notice to the Provider provided, however, that the Provider may

defeat such termination notice by curing the default complained of within such notice period or,

if not within such reasonable notice period, by promptly commencing to correct the default and

diligently pursuing all necessary and appropriate action to affect such cure. Upon a second

default by the Provider, the County at its option and in addition to any other remedy it may have

to seek damages, judicial enforcement or any other lawful remedy, may terminate this

Agreement upon written notice to the Provider. The County, upon thirty (30) days notice to

the Provider may terminate this Agreement in whole or in part when the County deems it

to be in its best interest. In such event, the Provider shall be compensated and the County

shall be liable only for payment for services already rendered under this Agreement prior


to the effective date of termination. Such notice shall be effective immediately upon mailing

thereof.

B. The failure of the County to insist in any one or more instances upon strict

performance of any term or condition herein contained shall not be deemed a waiver or

relinquishment for the future of such term or condition but the same shall remain in full force

and effect. Payment by the County of any fee due hereunder with knowledge of a breach of any

tam or condition hereof shall not be deemed a waiver of any such breach and no waiver by the

County or any provision hereof shall be implied.

12. PERFORMANCE AND PAYMENT BOND/RETAINAGE REQUIREMENTS:

The Provider shall post a performance and payment bond for each year of the contract

term in the form attached hereto as Schedule “D” naming the County as the obligee, or a certified

check in a dollar amount equal to twenty-five percent (25%) of the estimated total contract

annual payment due the Provider. For the second and third years of the contract term, an updated

performance bond in the updated dollar amount shall be submitted 30 days prior to the

commencement of the subsequent contract year If a bond is issued, the Bond underwriter or

Surety shall appear on the U.S. Treasury listing of approved sureties (Department Circular 570)

and be licensed to transact business in New York as a surety company.

In the alternative, the County shall retain twenty-five percent (25%) of the payments due

the Provider (up to a maximum of 25% of the estimated annual payment due the Provider) until

the Provider has satisfactorily completed its obligations under the contract.

13. ASSIGNMENT OF RIGHTS/DELEGATION OF DUTIES:

A. The Provider shall not sell, assign, mortgage or transfer any interest in this Agreement

without obtaining the prior written consent of the County, it being the intention and purpose of

the County to grant this Agreement solely and exclusively to the Provider. The County shall not

be obligated to give its consent.

B. Any attempt by the Provider to make such assignment or delegation shall give the

County the right to terminate this Agreement with no further obligation to the Provider or anyone


to whom the Provider has attempted to assign, transfer or delegate rights or obligations under this

Agreement.

14. INDEPENDENT CONTRACTOR: This Agreement shall not be construed to make

either the County or the Provider an agent of or joint venturer with the other. Each of the parties

hereto expressly disclaims any intention to enter into such agency or joint venture and agrees that

it shall so conduct itself as not to act or purport to act on behalf of the other.

15. EQUAL EMPLOYMENT OPPORTUNITY: The Provider shall not discriminate

against any employee, applicant for employment, independent contractor or any other person

because of race, color, religion, creed, ancestry, national origin, age, sex, marital status, disability

or genetic predisposition or carrier status. The Provider shall take affirmative action to ensure

that applicants are employed, and that employees or agents are treated during employment,

without regard to their race, color, religion, creed, ancestry, national origin, age, sex, marital

status, disability or genetic predisposition or carrier status. Such affirmative action shall include,

but is not limited to, the following: employment, upgrading, demotion, transfer, recruitment,

rates -of pay or other forms of compensation and selection for training, including apprenticeship.

16. NOTICES:

A. All notices given by either party to the other shall be effective only if given in writing

and sent by prepaid certified mail, return receipt requested, to the following addresses of the

parties, or to such other addresses as may be designated by the parties in writing. Notice shall be

effective upon date of mailing.

To the County:

Director Office For the Disabled Michaelian Office Building 148 Martine Avenue White Plains, New York 10601


with a copy to:

County Attorney Michaelian Office Building, Room 600 148 Martine Avenue White Plains, New York 10601

To the Provider: _____________________________ _____________________________ _____________________________ B. Any reports, records, or other documents to be presented to the County in connection

with this Agreement shall be delivered to the Director of the Office For The Disabled, 148

Martine Avenue, White Plains, New York 10601.

17. AGREEMENT SUBJECT TO LAWS AND REGULATIONS:

A. The Provider, at its sole cost and expense, shall obtain and maintain in full force and

effect, for the term hereof, all permits, licenses, certificates and approvals from all governmental

authorities as are, or may be, from time to time required for the operations contemplated

hereunder.

B. The Provider assumes all risks in the operation of this Agreement and shall comply

with all federal, state and local laws, rules, regulations and filing requirements applicable thereto.

18. CONFLICT: The Provider agrees that it has no interest and will not acquire any

interest, direct or indirect, that would conflict in any manner or degree with the performance of

the services and duties hereunder. The Provider further agrees that, in the performance of this

Agreement, no person having such interest shall be employed by it.

The Provider represents and warrants that it has not employed or retained any person,

other than a bona fide full time salaried employee working solely for the Provider, to solicit or

secure this Agreement, and that it has not paid or agreed to pay any person (other than payments

of fixed salary to a bona fide full time salaried employee working solely for the Provider) any


fee, commission, percentage, gift or other consideration, contingent upon or resulting from the

award or making of this Agreement. For the breach or violation of this provision, without

limiting any other rights or remedies to which the County may be entitled or any civil or criminal

penalty to which any violator may be liable, the County shall have the right, in its discretion, to

terminate this Agreement without liability, and to deduct from the contract price, or otherwise to

recover, the full amount of such fee, commission percentage, gift or consideration.

19. INVALIDITY: In the event that any one or more of the provisions of this

Agreement is invalid or becomes unenforceable whether by statute, judicial decisions, or rulings,

the enforceability of the remaining provisions shall be impaired. If either party has notice of any

such statute, regulation, judicial decision or ruling (other than a decision or ruling issued in a

proceeding brought by or against either of the parties hereto), such party shall promptly notify

the other and the parties shall confer in good faith regarding adjustments to this Agreement

which may be required to effect compliance with such statutes, regulation, judicial decision or

ruling.

20. NON-APPROPRIATIONS/BUDGET FUNDING: This Agreement shall be

deemed executory only to the extent of money appropriated and allocated by the County for the

performance of the terms hereof, and no liability under this Agreement shall be incurred by the

County beyond the moneys available for the purposes hereof. This Agreement is also subject to

further financial analysis of the impact of any New York State Budget (the “State Budget”)

proposed and adopted during the term of this Agreement. The County shall retain the right, upon

the occurrence of any release by the Governor of a proposed State Budget and/or the adoption of

a State Budget or any amendments thereto, and for a reasonable period of time after such

release(s) or adoption(s), to conduct an analysis of the impacts of any such State Budget on

County finances. After such analysis, the County shall retain the right to either terminate this

Agreement or to renegotiate the amounts and rates approved herein. If the County subsequently

offers to pay a reduced amount to the Contractor, then the Contractor shall have the right to

terminate this Agreement upon reasonable prior written notice.


21. ENTIRE AGREEMENT:

A. This Agreement in its entirety, consists of these special provisions, consisting of

twenty-three (23) paragraphs, the entire RFP document pursuant to which this Agreement was

awarded, incorporated by reference herein, the Lease Agreement between the parties of even

date, and all Schedules attached hereto. The Provider also agrees to comply with the Criminal

Disclosure provisions attached hereto as Schedule “F”.

B. This Agreement expresses the entire understanding of the parties hereto with respect

to the subject matter hereof and there is no understanding, agreement, representation or warranty

expressed or implied, oral or written in any way limiting, extending or relating to the provisions

hereof. No subsequent amendment limiting, extending or relating to the provisions hereof shall

be valid unless in writing and signed by duly authorized representatives of the parties hereto.

22. APPROVAL: This Agreement shall not be enforceable until signed by the parties

and approved as to manner and form of execution by the Office of the County Attorney.


23. APPLICABLE LAW: This Agreement shall be construed and enforced in

accordance with the laws of the State of New York.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement in

triplicate.

THE COUNTY OF WESTCHESTER PROVIDER _________________________________ ____________________________________ Approved by the Board of Acquisition and Contract of the County of Westchester at a meeting duly held on the ____ of ______, 2011 Approved as to form and manner of execution: _________________________ Assistant County Attorney The County of Westchester d/cxx/RFPparaoperatingagt 6.1.11


To be attached to final form of Sample Operating Agreement SCHEDULE “A” – Scope of Service – RFP requirements SCHEDULE “B” – Payment Rates SCHEDULE “C” – Insurance Provisions SCHEDULE “D” – Performance and Payment Bond Form - attached SCHEDULE “E” – Vendor Direct Payment (see Appendix “F”) SCHEDULE “F” - Criminal Disclosure Attachment (see Appendix “E”)


SCHEDULE “D”

For Sample Operating Agreement Form PERFORMANCE AND PAYMENT BOND

KNOW ALL MEN BY THESE PRESENTS, that we (hereinafter called the "Principal"), and the a Corporation created and existing under the laws of the State of and having its principal office at in the City of _______________

lawful money of the United States of America, for the payment of which, well and truly to be made, the said Principal binds itself, (himself, themselves) and its (his, their) successors and assigns, and the said Surety binds itself and its successors and assigns, all jointly and severally, firmly by these presents. Said penal sum shall apply separately and independently, in its total amount, to the payment provision and the performance provision of this Bond shall not reduce or limit the right of the Obligee to recover under the other said provision.

(hereinafter called the "Surety"), are held and firmly bound unto The County of Westchester (hereinafter called the "Obligee") in the penal sum of-----------------------------------------------------------DOLLARS----------AND----------/100-----------[ $ ]

Signed, sealed and dated this _____ day of ____________________, 200__. WHEREAS, said Principal has entered into a certain written contract with said Obligee, dated this _____ day of ____________________, 200__, (hereinafter called the "Contract") For ----CONTRACT # a copy of which Contract is hereto annexed and hereby made a part of this bond as if herein set forth in full.


NOW THEREFORE, THE CONDITIONS OF THE ABOVE OBLIGATIONS ARE SUCH THAT, if the said Principal, and its (his, their) successors or assigns, or any or either of them shall, (1) well and truly and in good, sufficient and workmanlike manner, perform or cause to be performed such Contract, and any amendment or extension of or addition thereto, and each and every of the covenants, promises, agreements and provisions therein stipulated and contained to be performed by said Principal, and complete the same within the period therein mentioned, and in each and every respect, comply with the conditions therein mentioned to be complied with by said Principal, and fully indemnify and save harmless the Obligee from all costs and damages which it may suffer by reason of failure so to do and fully reimburse and repay the Obligee all outlay and expense which it may incur in making good any such default, and (2) also pay or cause to be paid the wages and compensation for labor performed and services rendered of all persons engaged in the prosecution of the work provided for therein, whether such persons by agents, servants or employees of the Principal, and of its (his, their) successors or assigns, or any Subcontractor or of any assignee thereof, including all persons so engaged who perform the work of laborers or of mechanics regardless of any contractual relationship between the Principal, or its (his, their) successors or assigns, or any Subcontractor or any designee thereof, and such laborers or mechanics, but not including office employees not regularly stationed at the site of the work, and further, shall pay or cause to be paid all lawful claims of Subcontractors and of materialmen and other third persons out of or in connection with said Contract and the work, labor, services, supplies and material furnished in and about the performance and completion thereof, then these obligations shall be null and void, otherwise they shall remain in full force and effect. PROVIDED, however, that this bond is subject to the following additional conditions and limitations:

(a) All persons who have performed labor or rendered services, as aforesaid, all Subcontractors, and all persons, firms, corporations, including materialmen and third persons, as aforesaid, furnishing work, labor, services, supplies and material under or in connection with said Contract or in or about the performance and completion thereof, shall have a direct right of action (subject to the prior right of the Obligee under any claim which it may assert against the Principal or its (his, their) successors and assigns, and/or the Surety and its successors and assigns) against the Principal and its (his, their) successors and assigns on this bond, which right of action shall be asserted in proceedings instituted in the State in which such work, labor, services, supplies or material was performed, rendered or furnished or where work, labor, services, supplies or material has been performed, rendered or furnished, as aforesaid, in more than one State, than in any such State. Insofar as permitted by the laws of such State, said right of action shall be asserted in a proceeding instituted in the name of Obligee to the use and benefit of the person, firm or corporation instituting such action and of all other persons, firms and corporations having claims hereunder, and any other person, firm or corporation having a claim hereunder shall have the right to be made a party to such proceedings (but not later than twelve months after the performance of said Contract and final settlement thereof)


and to have such claim adjudicated in such action and judgment rendered thereon. Prior to the institution of such a proceeding by a person, firm or corporation in the name of the Obligee, as aforesaid, such person, firm of corporation shall furnish the Obligee with a Bond of Indemnity for costs, which Bond shall be in an amount satisfactory to the Obligee.

(b) The Surety or its successors or assigns shall not be liable hereunder for any damages or compensation recoverable under any worker's compensation or employer's liability statute.

(c) In no event shall the Surety or its successors or assigns be liable under either the foregoing clause (1) or the foregoing clause (2) for a greater sum than the penalty of this Bond provided; however

The Principal, for itself (himself, themselves) and its (his, their) successors and assigns, and the Surety, for itself and its successors and assigns, do hereby expressly waive any objections that might be interposed as to the right of the Obligee to require a Bond containing the foregoing provisions, and they do hereby further expressly waive any defense which they or either of them might interpose to an action brought hereon by any person, firm or corporation, including Subcontractors, materialmen, and third persons, for work, labor, services, supplies or material performed, rendered or furnished as aforesaid, upon the ground that there is no law authorizing the said Obligee to require the foregoing provision to be placed in this Bond.

, that said penalty is separately applicable, in its total amount to each of the foregoing clauses (1) and (2), or subject to any suit, action or proceeding hereon that is instituted by any person, firm or corporation under the provisions of the above section (a) later than twelve months after the complete performance of said Contract and final settlement thereof.

And Surety, for value received, for itself and its successors and assigns, hereby stipulates and agrees that the obligations of said Surety and of its successors and assigns and this Bond shall in no way be impaired or affected by an extension of time, modification, omission, addition or change in or to the said Contract or the work to be performed thereunder, or by any payment thereunder, before the time required therein, or by any waiver of any provision thereof, or by an assignment, subletting or other transfer thereof, or of any part thereof, or of any work to be performed, or of any moneys due or to become due thereunder; and the said Surety, for itself and its successors and assigns, does hereby waive notice of any and all of such extensions, modifications, omissions, additions, changes, payments, waivers, assignments, subcontracts and transfers, and hereby stipulates and agrees that any and all things done and omitted to be done by and in relation to (executors, administrators), successors, assigns, Subcontractors, and other transferees, shall have the same effect as to said Surety and its successors and assigns, as though done or omitted to be done by and in relation to said Principal.


And Surety, for value received, hereby stipulates and agrees, if requested to do so by Obligee, to fully perform and complete the work to be performed under the Contract, pursuant to the terms, conditions and covenants thereof, if for any cause, the Principal fails or neglects to so fully perform and complete such Work. The Surety further agrees to commence such Work of Completion within twenty-five (25) calendar days after written notice thereof from the Obligee, and to complete such Work within twenty-five (25) calendar days from the expiration of the time allowed the Principal in the Contract for the completion of such Work.

WITNESSETH our hands and seals this _____ day of ____________________, 20__.

PRINCIPAL:

By: (Signature) (SEAL)

ATTEST:

(Surety)

By: (Signature)

(SEAL)

ATTEST:


If the Contractor (Principal) is a partnership, the Bond should be signed by each of the individuals who are partners.

If the Contractor (Principal) is a Corporation, the Bond should be signed in its correct corporate name by a duly authorized officer, agent, or attorney-in-fact.

There should be executed an appropriate number of counterparts of the Bond corresponding to the number of counterparts of the Contract.

Each executed Bond should be accompanied by: (a) appropriate acknowledgments of the respective parties;

(b) appropriate duly certified copy of Power of Attorney or other Certificate of Authority where Bond is executed by agent, officer or other representative of Principal or Surety;

(c) a duly certified extract from By-laws or resolutions of Surety under which Power of Attorney or other Certificate of Authority of its agent, officer or representative was issued, and

(d) duly certified copy of latest published financial statement of assets and liabilities of Surety.

CONTRACTOR’S ACKNOWLEDGMENT (If Corporation)

STATE OF NEW YORK ) ) ss.: COUNTY OF )

On this _____ day of ____________________, 20___, before me personally came ____________________________________________ to me known, and known to me to be the ____________________________ of _____________________________________________, the Corporation described in and which executed the within instrument, who being by me duly sworn did depose and say that the said ____________________________ resides at ____________________________________________________________ and that he/she is the ____________________________ of said Corporation and knows the Corporate Seal of the said Corporation; that the seal affixed to the within instrument is such Corporate Seal and that it was so affixed by order of the Board of Directors of said Corporation and that he/she signed his/her name thereto by like order.

Notary Public

CONTRACTOR’S ACKNOWLEDGMENT (If Individual)


On this _____ day of ____________________, 20___, before me personally came _____________________________________________ to me known, and known to me to be the same person described in and who executed the within instrument and he/she duly acknowledged to me that he/she executed the same for the purpose herein mentioned.

Notary Public

CONTRACTOR’S ACKNOWLEDGMENT (If Co-Partnership)


On this _____ day of ____________________, 20___, before me personally came _____________________________________________ to me known, and known to me to be a member of the firm of ________________________________________ and the person described in, and who executed the within instrument in behalf of said firm, and acknowledged to me that he/she executed the same in behalf of, and as the act of said firm for the purposes herein mentioned. Notary Public

ACKNOWLEDGMENT BY SURETY COMPANY (Signed by One Authorized Person)


On this _____ day of ____________________, 20___, before me personally came

________________________________________ to me known, and known to me to be the (Name) ____________________________ of _____________________________________________, (Title) (Name of Corporation)

the Corporation described in and which executed the within instrument, who being by me

duly

sworn did depose and say that he/she resides at

_______________ and that he/she is the ____________________________ of said Corporation (Title) and knows the Corporate Seal of the said Corporation; that the seal affixed to the within

instrument is such Corporate Seal and so affixed by order of the Board of Directors of

said Corporation and that he/she signed his/her name thereto by like order; and that the

said Corporation has received from the Superintendent of Insurance of the State of New

York a Certificate of Solvency, and of its sufficiency as Surety or Guarantor, pursuant to

Section 327 of the Insurance Law of the State of New York as amended, and that such

Certificate has not been revoked.

Notary Public


APPENDIX “D” SAMPLE LEASE AGREEMENT FORM

THIS AGREEMENT made this day of______, 2011 by and

THE COUNTY OF WESTCHESTER, a municipal corporation of the State of New York, having an office and place of business in the Michaelian Office Building, 148 Martine Avenue, White Plains, New York, 10601 (hereinafter referred to as the “County”) acting by and through its Department of Transportation having an office and place of business at 112 East Post Road, White Plains, New York 10601 (hereinafter referred to as the “Department”)

and (hereinafter referred to as the “Provider”)

WITNESSETH: WHEREAS, the County has entered into a Capital Grant Contract (hereinafter

“Grant Contract”) with the United States of America through Federal Transit

Administration (hereinafter “FTA”), which provides, in part, for federal financial

assistance in the acquisition of new vehicles by the County as authorized by the Federal

Urban Mass Transportation Act of 1964, as amended and supplemented, and for the lease

of said vehicles pursuant to the terms of this Agreement, in which FTA has concurred;

and


WHEREAS, the Grant Contract requires the Federal government to pay a

percentage of the total project cost, the State and local governments to pay the balance;

and

WHEREAS, the Provider, pursuant to an award by the County under an RFP

process, provides transportation services in Westchester County to qualified ParaTransit

riders under an agreement with the County of even date (“Operating Agreement”) using

vehicles leased from the County and/or its own vehicles and/or facilities; and

WHEREAS, the County and the Provider have entered into a contract to provide

ParaTransit services in Westchester County; and

WHEREAS, the County wishes to make vehicles acquired, in part, through the

aforementioned Grant Contract, available to the Provider in accordance with the terms

and conditions contained herein and the Provider is agreeable to utilizing such vehicles

upon said terms; and

WHEREAS, the County also wishes to make available to the Provider certain

computer hardware and software for use in connection with the provision of ParaTransit

services.

NOW, THEREFORE, in consideration of the mutual covenants and conditions

herein contained, the parties hereto covenant and agree as follows:

1. INTENT AND PURPOSE: This Agreement constitutes a lease and not a sale

of the vehicles (“Vehicles”) and computer hardware and software (“Computer

Equipment”) described in Paragraph 3 (collectively, the “Equipment”). The purpose of

this Agreement is to effectuate a lease of the Equipment by the County to the Provider for

use by the Provider in providing certain ParaTransit service in the County.

2. TITLE: The County shall cause the Vehicles to be tendered to the Provider

and will furnish to the Provider documentation of the County’s unqualified title to the


Vehicles. The Equipment shall be registered in the name of the County during the entire

term of the lease, and

the Certificate of Title shall likewise be in the name of the County. The County shall

cause to be placed upon the Equipment identification symbols denoting ownership by the

County which shall be affixed in accordance with the County’s directions and which shall

not be removed by the Provider.

The Provider shall execute, or cause to be executed, any documents deemed

necessary by the County including, but not limited to, Uniform Commercial Code and

release of lien forms to enable the County to file, register or record this lease or any other

document deemed desirable by the County to protect the County’s title to the Equipment.

The Provider shall keep the Equipment free and clear of all levies, liens and

encumbrances.

3. EQUIPMENT: The Equipment covered by this lease is set forth specifically

in Schedule “A” attached hereto and made a part hereof. The leased property subject to

this Agreement includes replacement, additions, substitutions and the like to the

Equipment.

The Provider shall, with due regard to maintenance and periodic inspections, use

the Equipment exclusively to provide services set forth in the Operating Agreement

between the County and the Provider.

The Vehicles shall be garaged in Westchester County and shall not be garaged at

premises outside of Westchester County without the prior written consent of the

Commissioner of the Department of Transportation (hereinafter “Commissioner”). The

Provider shall notify the County of the location or location(s) at which the Vehicles are

garaged.


The Provider shall not alter in any way the computer equipment and software

listed in Schedule “A”. The Provider shall be responsible for providing at its own cost

supplies for the computer equipment, including, but not limited to paper, ribbons, ink

supplies, etc.

The Provider shall use the Computer Equipment to operate only County provided

or approved software as part of the County’s ParaTransit service. Any movement of

hardware or installation or modification of software must be done by County personnel.

Due to the difficulty in estimating damages in the event the Provider damages the

Computer Equipment, the parties agree that $100.00 per hour in damages shall be just

compensation to the County for it to repair, restore or reestablish the Computer

Equipment. If the Computer Equipment is damaged beyond repair due, without limiting

any other rights or remedies the County may be entitled to, the Provider shall be liable to

the County for the cost to replace the Computer Equipment.

The County shall be responsible for providing maintenance on the computer

equipment at the Provider’s site(s). Data entered into the computer system shall become

the exclusive property of the County.

4. COUNTY WARRANTIES AND DISCLAIMERS: The County makes no

warranties, directly or indirectly, express or implied, as to the Equipment or any part

thereof, as to its durability, condition, merchantability or fitness for any particular

purpose and as to the quantity of available vehicles except that the County warrants that it

will have title to each item of Equipment at the time of delivery thereof and the County

assumes no responsibility for the condition of the Equipment.

5. LEASE: The County leases to the Provider the Equipment set forth in

Paragraph 3, the consideration to the County being the benefits of the provision of the

contracted service under the Operating Agreement, plus additional consideration in-the

amount of $1.00 per year per Vehicle, and the consideration to the Provider being the

utilization of the Equipment in ParaTransit services in the County.


6. TERM: The initial term of this Lease shall be for a period of three (3) years

commencing upon execution, unless terminated sooner or extended in accordance-with

the provisions hereinafter set forth.

Notwithstanding the above, termination of the Provider’s Operating Agreement

with the County to which this Lease is annexed shall be deemed termination of this

Agreement without the necessity of notice to any party hereto.

7. EMERGENCY USE BY COUNTY: The Equipment must be made

immediately available to the County in the event of emergencies. The existence of such

emergencies shall be determined by the Commissioner and shall include, but not be

limited to, riots, floods, and transportation strikes.

8. USE DURING SERVICE DISRUPTION: In the event of a service

disruption caused by the Provider or its employees, the County shall have the right to use

the Equipment during the term of the disruption. However, such Equipment may not be

operated by striking employees of the Provider during such period. If the County elects

to leave the Equipment with the Provider during a service disruption, the Provider shall

continue to be responsible for the safety of the Equipment.

9. REPAIRS AND MAINTENANCE DURING SERVICE DISRUPTION

OR EMERGENCIES: The County shall hold the Provider harmless for any repairs,

costs or damages incurred during the use of Equipment by the County or another Provider

under the provisions of Paragraphs “7” and “8” unless caused by the negligence of the

Provider.

10. EXTERIOR AND INTERIOR ADVERTISING: Exterior and interior

advertising shall not be placed upon the Vehicles


11. CHARGES, FEES AND EXPENSES: The Provider, except during County

use pursuant to Paragraphs “7” and “8”, shall be responsible for the payments for any

charges, inspection fees, or other costs, including gross receipts, taxes, highway use

taxes, or vehicle excise taxes imposed upon the Vehicles or the operation thereof,

whether such taxes, charges, fees or other costs are levied against the Provider or the

owner. In addition, the Provider shall pay all expenses, except titling, licensing and

registration, in connection with the use and operation of the Vehicles during the lease

term including, but not limited to oil, grease, repairs, maintenance, or other expenses

thereof. Fuel, to be provided at no cost to the Provider by the County, shall be used in all

County-owned Vehicles and shall be ultra low sulfur diesel (ULSD), unless otherwise

approved in writing by the County.

12. INSPECTION: Unless the Provider gives written notice to the County of

each defect or other proper objection to an item of Equipment within five (5) business

days after receipt thereof, it shall be conclusively presumed, as between the Provider and

the County, that the item of Equipment was delivered in good condition and repair, and

that the Provider is satisfied with and accepts it as an item of Equipment described in this

Agreement.

The County shall have the right to inspect the Equipment at any time or any place

during the lease period, and the results of such inspection shall be reported to the

Provider. The County shall make reasonable effort, however, not to unduly interfere with

the operations or maintenance schedules of the Provider. County inspectors shall be

allowed on the premises of the Provider without the necessity of written permission but

they shall not enter on the premises of the Provider without first identifying to the

Provider their status as County employees and that they are in no way acting for or on

behalf of the Provider. The making of any inspections shall-begin promptly upon

presentation of each unit of Equipment and be carried through to completion as

expeditiously as possible. In addition to the County, the Provider shall also permit the

Comptroller General of the United States, Secretary of the United States Department of

Transportation, FTA, or their authorized representatives or any authorized representative


of the State, Federal or other governmental agency to inspect all Equipment, purchased

by the County which are subject to this Lease, all transportation services rendered by the

Provider using such Equipment and all relevant data and records. The Provider shall also

permit the above named persons to audit the books, records and accounts of the Provider,

relating to services covered by the Operating Agreement, as maybe deemed necessary by

the aforementioned persons in connection with this Lease.

13. REPAIRS, PARTS AND REQUIREMENTS: The Provider, except during

County use pursuant to Paragraphs “7” and “8”, shall make all necessary repairs to each

Vehicle to ensure among other considerations the continuity of the services hereunder.

The Provider shall complete such work on schedule without interruption of contracted

services, subject to reasonable delays encountered in receipt of material and parts from

suppliers. The design, quality, and component part of repairs will conform to all

applicable requirements and to all applicable standards. Rebuilt parts or units must be

factory replacement parts, parts purchased from a reputable supply house which deals in

replacement parts or Provider rebuilt parts equal to or better than the original Vehicle.

14. MAINTENANCE: The Provider, except during County use pursuant to

Paragraphs “7” and “8”, shall maintain the Vehicles in good order and repair and in

accordance with the manufacturer’s manual and/or instructions and/or warranty

requirements and as directed by the Commissioner. In the event of a dispute regarding

maintenance, alteration, or repair of a Vehicle, the reasonable and good faith

determination of the Commissioner shall be final. The Provider shall maintain the

Vehicles in a manner whereby all Vehicles shall be kept clean and have exteriors free of

grime, cracks and breaks, dents and damaged paint that noticeably detract from the

overall appearance of the Vehicles. In addition, the passenger compartments must be

clean and free from torn upholstery or floor covering, damaged or broken seats and sharp

edges. The County shall have the right to inspect each unit and the Provider’s records

with respect thereto as shall be reasonably necessary to confirm the Provider’s proper

maintenance of the Vehicles. The Provider shall as promptly as possible correct any

unsatisfactory items reported by such inspections. The Commissioner may reasonably


order repairs to be made at any time to ensure continuity of service is not disrupted and

that each Vehicle is readily available for safe, efficient and dependable service in

accordance with the requirements of this Lease.

Should the Vehicle require repair attributable to such circumstances, including,

but not limited to motor vehicle accidents, fires or repair attributable to other

circumstances, the costs of which are otherwise covered by an insurance policy, the

Provider shall have a period of ten (10) days in which to get the Vehicle inspected by an

insurance adjuster. Once the Vehicle has been

so inspected, or if the cost of repair is not covered by an insurance policy, the Provider

shall immediately make all necessary repairs to ensure continuity of service and to make

the Vehicles safe and operable.

Due to the difficulty in estimating damages in the event the Provider fails to repair

the Vehicles as provided for in this Agreement, the parties agree that $100.00 per day, per

failure to repair a Vehicle shall be just compensation to the County for the Provider’s

failure to repair any of the Vehicles as provided for in this Agreement; provided however,

the County in its discretion may waive this damage amount if (i) the Provider provides a

written explanation to the satisfaction of the County for the cause of the delay and (ii) the

Provider continues to diligently work to repair the Vehicle. Any such waiver may by

revoked at any time by the County upon five (5) days written notice to the Provider in

which case the damage provision contained herein shall apply.

The Provider shall not perform any alteration to the Vehicles without the

County’s prior written consent. All repairs, additions and improvements -made to the

Vehicles in particular, such repairs, additions and improvements which are meant to be

permanently affixed to the Vehicles, shall belong to the County and shall become part of

the Vehicles. All such repairs, additions and improvements shall be reported to the

County.


Notwithstanding the above, the Provider shall be obligated, at its sole expense and

upon the direction of the Commissioner, to furnish, install and/or maintain such items

including, but not limited to, a map of the County, two-way radios or other acceptable

forms of two-way communications, fire extinguishers and first-aid equipment and

supplies in the Vehicles. Upon the expiration and/or termination of this Agreement, the

Provider shall, at its sole-expense, remove said items which have been so furnished by

the Provider and restore the Vehicles to their condition at the beginning of the initial

term. In the event the Provider fails to remove any of said items within five (5) days after

the expiration or termination of this Agreement, the County, in addition to any other

rights or remedies it may have, shall take possession of said items and shall be deemed

the owner thereof.

In the event the County does not wish to take possession of said items, the County

shall have the right to have the said items removed and the Provider shall reimburse the

County for any expenses incurred by said removal.

If the Equipment is in any manner improperly maintained, or if the Provider fails

to make necessary repairs as ordered by the County as heretofore provided, the County

may, in addition to any other rights or remedies it may have now or hereafter existing at

law or in equity, repossess the Vehicles with or without a court order or other process of

law, wherever they may be located, effectuate the necessary repairs, and deduct the cost

thereof from the payments due to Provider pursuant to the terms of the Operating

Agreement. The Provider waives any and all claims against the County with respect to

such taking of possession.

The Provider will be permitted to operate the Vehicles with rented tires and/or

batteries, but retreaded tires will not be permitted on the front wheels of the Equipment

under any conditions.

15. INSPECTIONS AND COMPLIANCE WITH LAW: The Provider shall maintain

each Vehicle so that it will pass all applicable inspections of the New York State

Department of Transportation and the Federal government or agencies authorized by


those governments to make such inspections. The Provider shall be responsible for all

costs incurred in enabling each Vehicle to successfully pass each inspection. The

Provider shall comply with all governmental laws, regulations and rules with respect to

the use, maintenance and operation of each Vehicle. In case any part of such unit shall be

required to be changed or replaced, or in a case any additional or other part is required to

be installed on such unit in order to comply with laws, regulations, requirements and

rules, the Provider agrees to make such changes, additions and replacements; and the

Provider agrees to maintain the Vehicles in full compliance with such laws, regulations,

requirements and rules during the term of this Agreement. The provisions of this

Agreement and all rights and obligations hereunder shall be governed by and construed in

accordance with the Laws of the State of New York and applicable Federal laws.

16. REPORTS:

(a) The Provider shall prepare and deliver to the Commissioner within a

reasonable time prior to the required date of filing any and all information which is

needed by the County to prepare reports required to be filed with any Federal, State or

other’ regulatory authority or agency by reason of the ownership by the County of the

Equipment or the leasing of the Equipment to the Provider or operation of the contracted

service.

(b) The Provider shall maintain reports of all maintenance and repairs of the

Equipment performed in accordance with Paragraph 14 hereof, and such reports shall be

available and subject to inspection by the County upon the County’s request.

17. INDEMNIFICATION AND INSURANCE:

A. In addition to and not in limitation of the insurance provisions contained in

Schedule “C” of the Operating Agreement, the Provider agrees:

(a) that except for the amount, if any, of damage contributed to, caused by or

resulting from the negligence of the County, the Provider shall indemnify and hold


harmless the County, its officers, employees and agents from and against any and all

liability, damage, claims, demands, costs, judgments, fees, attorneys’ fees or loss arising

directly or indirectly out of the performance or failure to perform hereunder by the

Provider or third parties under the direction or control of the Provider; and

(b) to provide defense for and defend, at its sole expense, any and all claims,

demands or causes of action directly or indirectly arising out of this Agreement and to

bear all other costs and expenses related thereto.

B. The County will obtain an insurance policy for the Vehicles in the amounts and

according to the terms it deems appropriate. The County will name the Provider as an

additional insured on the policy. In the event of an accident involving a Vehicle or if a

Vehicle is damaged

for any reason while it is in the Provider’s care, custody or control, the Provider shall pay

to the County the insurance deductible for that Vehicle. The deductible amount is

$2000.00, but that amount may change and, in such a case, the Provider shall be

responsible for the new deductible amount. The Provider shall pay the deductible at the

request of the County. Without limiting the insurance provisions in paragraph 17(A)

above, the Provider shall provide insurance on the Computer Equipment and its

equipment, buildings and facilities according to the provisions in Schedule “C”.

18. ASSIGNMENT: (a) The Provider shall not assign, transfer or encumber its leasehold interest under

this Agreement in the Equipment, without the previous written consent of the County

subject to terms and conditions of the Operating Agreement. The Provider shall not,

without the prior written consent of the County surrender possession or control of, or

suffer or allow to pass out of its possession or control any of the Equipment, except for

repairs and maintenance.

(b) The County may at any time assign with reasonable notice all ‘or part of its

right, title and interest in this Agreement including all monies and claims for monies due


and to become due from the Provider hereunder. T he payment of said money to the

assignee shall not be construed as a waiver of the Provider’s right to assert any claim or

maintain any cause of action arising under the lease prior to the assignment against the

County thereafter. Such assignment shall not operate to impair or limit the Provider’s

rights under this Agreement.

19. SALES, TRANSFER OR CONSOLIDATION OF COMPANY: If the

Provider shall be sold, transferred, merged or consolidated during the term of this

Agreement, the instrument of sale shall be filed with the County prior to the operation of

the Equipment by the new, merged or consolidated enterprise. Failure to file such

instrument by Provider shall give the County the right to terminate this Lease upon such

sale, transfer, merger or consolidation. The existence of this provision in no way limits

the County’s rights under Paragraph “22” hereof.

20. INSOLVENCY: This Lease shall terminate at the election of the County if

any proceeding in bankruptcy, receivership or insolvency shall be commenced by or

against the Provider or its property or if the Provider shall have made an assignment for

the benefit of creditors, or if the Provider shall have permitted or suffered any distress,

attachment, levy or execution to be made or levied against all or substantially all of the

property of the Provider and such attachment continues beyond thirty (30) days, or is not

secured within thirty (30) days. In the event this Lease shall have been terminated under

this Paragraph, the Provider shall not be thereby released of any liability for its failure to

make any payment required under this Agreement to be made by the Provider or for the

Provider’s failure or inability to perform the terms, covenants and conditions of this

Lease.

21. TERMINATION: In the event that the Provider defaults in the performance

of any term, condition or covenant herein contained, the County at its option and in

addition to any other remedy it may have to seek damages, judicial enforcement or other

lawful remedy, may terminate this Agreement upon ten (10) days written notice to the

Provider, provided however, that the Provider may defeat such termination notice by


curing the default complained of within such notice period or, if not within such

reasonable notice period, by promptly commencing to correct the default and diligently

pursuing all necessary and appropriate action to affect such cure. Upon a second default

by the Provider, the County at its option and in addition to any other remedy it may have

to seek damages, judicial enforcement or any other lawful remedy, may terminate this

Agreement upon written notice to the Provider. The County, upon thirty (30) days notice

to the Provider, may terminate this Agreement in whole or in part when the County

deems it to be in its best interest. In such event, the Provider shall be compensated and

the County shall be liable only for payment for services already rendered under this

Agreement prior to the effective date of termination. Such notice shall be effective

immediately upon delivery thereof.

Upon termination, all right of the Provider to the use of the Equipment shall

absolutely cease and terminate as though this Lease had never been made, but the

Provider shall remain liable as hereinafter provided; and thereupon the County may, by

its agents, enter upon the premises where any of the Equipment may be and take

possession of all or any such Equipment and thenceforth hold, possess and enjoy the

same free from any right of the Provider or its successors or assigns, to use the

Equipment for any purposes whatsoever; but the County shall,

nevertheless, have the right to recover from the Provider any damages and expenses in

addition thereto, including reasonable attorneys’ fees, which the County shall have

sustained by reason of the breach of any covenant of this Agreement. The County shall

take immediate possession of the Equipment leased hereunder wherever found, with or

without process of law, and the County shall not be responsible for any damage which

Provider sustains by virtue of said act. In the event of termination of this Lease by the

County, the termination provisions set forth herein shall govern.

The failure of the County to insist in any one or more instances upon strict

performance of any term or condition herein contained shall not be deemed a waiver or

relinquishment for the future of such term or condition but the same shall remain in full

force and effect. Payment by the County of any fee due hereunder with knowledge of a


breach of any term or condition hereof shall not be deemed a waiver of any breach and no

waiver by the County of any provision hereof shall be implied.

Notwithstanding the above, termination of the Provider’s Operating Agreement

with the County, to which this Lease is annexed, shall be deemed termination of this

Agreement without the necessity of notice to any party hereto.

22. REPOSSESSION: Immediately upon termination of this Lease with respect

to any unit of Equipment, the Provider will, at its own cost and expense, at the request of

the County, deliver possession of such unit to the County at any location within the

County as the County may designate whereupon the Provider shall affect such delivery

within twenty-four (24) hours of receipt of such designation in writing from the County

to the Provider. For the purpose of delivering possession of any of the Equipment to the

County as above required, the Provider shall, at its own expense and cost:

A. Forthwith deliver such Equipment to a location within the County as the

County may designate; and

B. The Provider is hereby obligated to deliver Equipment that is in complete and

operable condition as set forth in Paragraph “23’; and

C. If the Provider fails to deliver the Equipment, the County has the right to

repossess the vehicles without notice or demand, with or without a court order or other

process of law, wherever it may be located and Provider waives all claims against the

County with respect to such taking of possession. The cost of repossessing the Equipment

will be deducted from payments due the Provider under the Operating Agreement.

Upon the County taking possession of any or all items of Equipment, if the

Equipment is not removed from the Provider’s facilities, all use thereof by Provider shall

cease. Upon taking possession, the County may, without removing the Equipment,


render it unusable. The County may also dispose of the Equipment on the Provider’s

premises and shall not be liable for rent or costs thereof.

“Possession” in this paragraph is defined to include both the taking of Equipment

into the County’s physical custody, and/or the mailing and/or personal delivery to the

Provider of a notification in writing that County elects to take constructive possession of

Equipment wherever located.

23. WEAR AND TEAR: On expiration or termination of this Lease, the Provider shall deliver the Equipment in accordance with Paragraph “22”, complete and operable, excepting normal wear and tear. 24. LOSS, THEFT, DAMAGE OR DESTRUCTION AND SETTLEMENT:

The Provider shall bear all risks of damage, loss, theft, or destruction, partial or complete,

of the Equipment or any portion, thereof, including acts of its employees and servants.

Any resultant replacement, repairs, or substitution of parts of Equipment, shall be at the

cost and expense of the Provider. In the event of any loss, theft, or destruction of the

Equipment or damage thereof exceeding $400.00 excluding the damage which must be

reported pursuant to Paragraph “16” hereof, the Provider shall promptly notify the

Commissioner both by phone and in writing and

dispose of the Equipment and records in accordance with instructions from the County. In

all instances, the Provider shall either repair the Equipment to the same standard or

condition required under this Agreement or, subject to prior written approval of the

County, replace the entire unit of original Equipment with another unit of Equipment of

comparable condition and specifications which is acceptable to the Commissioner.

Replacement of the entire unit of Equipment shall be at the County’s sole

discretion. Should the County instruct the Provider to replace Equipment lost, damaged

or destroyed, the Provider shall do so at its sole expense. Upon acceptance and placing in

service of replaced Equipment by the Provider, title to said replacement unit shall be

vested in the County. Should the County elect not to have the entire unit of Equipment

replaced by the Provider, the County shall be entitled to any settlement proceeds that the


Provider may receive, including but not limited to insurance proceeds plus the Provider’s

insurance policy deductible amount and salvage value, if any. Said proceeds shall be

made payable to the County either by credit against any claims due and owing the

Provider or by a direct payment at the County’s option. The Provider shall not accept

such settlement proceeds without first giving the County an opportunity to have the

Equipment inspected by its own adjuster and without first obtaining the County’s prior

written consent to such settlement amount.

In addition to the insurance provisions contained in Paragraph “17” hereof, the

Provider shall obtain, pay for, and maintain comprehensive and collision insurance

against all risks or damage, loss, theft, or destruction, partial or complete of the Computer

Equipment and the Provider’s equipment, including, but not limited to, tow trucks,

maintenance vehicles, supervisory vehicles or any other vehicle the Provider may use in

the performance of this Agreement, or any portion thereof, including acts of its

employees and servants, for the duration of this Lease or any renewal thereof. The

Provider shall furnish the County with written evidence from its Insurer of the within

described insurance coverage satisfactory to the County which will include the County

and any other party in interest designated by the County as an additional insured, and no

cancellation or material change in any of the insurance required under the terms of this

Agreement shall be effective except upon thirty (30) days advance written

notice to the County from the Insurer. The Provider shall not take any action to cancel or

materially change any of the insurance required under this Agreement without the

County’s prior written approval of such cancellation or change. The maintenance of

insurance under this Paragraph shall not relieve the Provider of any liability under this

Paragraph where damage, loss or destruction is greater than the insurance coverage.

The County shall not be liable for any special, incidental or consequential

damages or for loss, damage or expense directly or indirectly arising from the Provider’s

use of or inability to use the Equipment either separately or in combination with other

Equipment, or for personal injury or loss or destruction of other property, or from any


other cause connected with this Lease, except that the County shall be liable for its own

negligence and that of its officers, agents and employees.

25. NO ABATEMENT OR SET-OFF: Sums payable by the Provider to the

County under any provisions of this Lease shall not be subject to any set-off,

counterclaim, or recoupment whatsoever, by reason of damage to or loss of destruction of

the Equipment or any part thereof, or by reason of any interruption from whatever cause

in the use, operation or possession of the Equipment or any part thereof.

26. NON-WAIVER: The remedies in this Lease provided in favor of the County

shall not be deemed exclusive, but shall be cumulative, and shall be in addition to all

other remedies in its favor provided by law. The Provider hereby waives any mandatory

requirements of law, presently or hereafter in effect, which might limit or modify any of

the remedies herein provided, to the extent that such waiver is permitted by law. The

failure of the County to exercise the rights granted it hereunder upon any occurrence of

any of the contingencies set forth herein shall not constitute a waiver of any such right

upon the continuation or recurrence of any such contingencies or similar contingencies.

27. NOTIFICATION: Any request, demand, authorization, direction, notice,

consent, waiver or other document provided or permitted by this Agreement to be made

upon, given,

furnished or filed with a party by another party shall be in writing and shall be delivered

by hand or sent by registered or certified mail postage prepaid, to the respective address

as set forth below, or to such other address as the respective parties hereto may designate

in writing:

To the County:

Director: Office For The Disabled Michaelian Office Building, Room 102 148 Martine Avenue White Plains, New York


with a copy to:

Office of the County Attorney Michaelian Office Building, Room 600 148 Martine Avenue White Plains, New York 10601

To the Provider: _____________________________ _____________________________ _____________________________ All notices shall be effective on the date of mailing.

Either party to the Agreement may redesignate the recipient or change the address

of the recipient of notification hereunder by written notification to the other party to this

Agreement of such change.

28. NON-DISCRIMINATION: The Provider shall not discriminate against any

employee, applicant for employment, independent contractor or any other person because

of race, color, religion, creed, ancestry, national origin, age, sex, marital status, disability

or genetic predisposition or carrier status. The Provider shall take affirmative action to

ensure that applicants are employed, and that employees or agents are treated during

employment, without

regard to their race, color, religion, creed, ancestry, national origin, age, sex, marital

status, disability or genetic predisposition or carrier status. Such affirmative action shall

include, but is not limited to, the following: employment, upgrading, demotion, transfer,

recruitment, rates of pay or other forms of compensation and selection for training,

including apprenticeship.

29. SEVERABILITY: This Lease embodies the entire agreement between the parties. It may not be modified or terminated except as provided herein or by other written agreement. If any provision herein is invalid, it shall be considered deleted herefrom and shall not invalidate the remaining provisions.


30. WARRANTY: The Provider shall report to the County, in writing, each and every defect in new Equipment to insure maximum benefit under the warranty. The Provider shall in no way jeopardize the warranty on the new Equipment and will make the Equipment available to representatives of the manufacturer upon request. With respect to all Vehicles, the Provider shall execute, if necessary and subject to approval by the Commissioner, an agreement with the vehicle manufacturer to qualify as an authorized provider of labor and/or parts for warranty service at the manufacturer’s expense. All forms for claims shall be completed by the Provider and forwarded to the County for processing. The Provider shall receive all monies allowed by the manufacturer for the warranty work performed. 31. NON-COLLUSIVE STATEMENT: The Provider agrees that it has no interest and will not acquire any interest, direct or indirect, that would conflict in any manner or degree with the performance of the services and duties hereunder. The Provider further agrees that, in the performance of this Agreement, no person having any such interest shall be employed by it. The Provider represents and warrants that it has not employed or retained any

person, other than a bona fide full time salaried employee working solely for the

Provider, to solicit or secure this Agreement, and that it has not paid or agreed to pay any

person (other than payments of fixed salary to a bona fide full time salaried employee

working solely for the Provider) any fee, commission, percentage, gift or other

consideration, contingent upon or resulting from the award or making of this Agreement.

For the breach or violation of this provision, without

limiting any other rights or remedies to which the County may be entitled or any civil or

criminal penalty to which any violator may be liable, the County shall have the right, in

its discretion, to terminate this Agreement without liability, and to deduct from the

contract price, or otherwise to recover, the full amount of such fee, commission,

percentage, gift or consideration.

32. ENFORCEMENT: This Agreement shall not be enforceable until signed by

the parties and approved by the Office of the County Attorney.

33. GOVERNING LAW: This Agreement shall be construed and enforced in

accordance with the law of the State of New York.


IN WITNESS WHEREOF, the parties hereto have executed this Agreement.

THE COUNTY OF WESTCHESTER PROVIDER Approved by the Board of Acquisition and Contract of the County of Westchester at a meeting duly held on the __ of _________, 2011 Approved as to form and manner of execution: Assistant County Attorney The County of Westchester d/cxx/rfp para lease agt 6.1.11


SCHEDULE FOR SAMPLE LEASE AGREEMENT -to be attached

Schedule “A” List of Leased Equipment


APPENDIX “E”

(to be completed by successful proposer(s) only at time of contract)

CRIMINAL BACKGROUND

CONTRACTOR

Criminal Background Information: Pursuant to Executive Order 1-2008 and

subject to the applicable provisions of New York Correction Law §§ 752 and 753, the

County shall have the right to bar the following “Persons Subject to Disclosure” (Persons

shall mean individuals or legal persons) from providing work or services to the County or

from being on County property:

(a) Consultants, Contractors, Licensees, Lessees of County owned real

property, their principals, agents, employees, volunteers or any other person acting on

behalf of said Contractor, Consultant, Licensee, or Lessee who is at least sixteen (16)

years old, including but not limited to Subconsultants, Subcontractors, Sublessees or

Sublicensees who are providing services to the County; and

(b) Any family member or other person, who is at least sixteen (16) years

old, residing in the household of a County employee who lives in housing provided by

the County located on County property.

If any of the above mentioned Persons Subject to Disclosure has either one of the

following:

(a) A conviction of a crime (all felonies and misdemeanors as defined

under the New York State Penal Law or the equivalent under Federal law or the laws of

any other State);

(b) A pending criminal proceeding for a crime(s) as defined above; or

(c) A refusal to answer such questions.

Where the following criteria apply:

(a) If any of the Persons Subject to Disclosure providing work or services

to the County in relation to a County Contract are not subject to constant monitoring by


County staff while performing tasks and/or while such persons are present on County

property pursuant to the County Contract; and

(b) If any of the Persons Subject to Disclosure providing work or services

to the County, in relation to a County Contract may, in the course of providing those

services, have access to sensitive data (for example, Social Security Numbers and other

personal/secure data); facilities (secure facilities and/or communication equipment);

and/or vulnerable populations (for example, children, seniors and the infirm).

Accordingly, the Contractor is required to review the Instructions found in

Schedule “F” and complete Schedule “F-1” as well as any other applicable criminal

disclosure forms (i.e., “Schedules F-2” through “F- 5” hereinafter referred to as

“Disclosure Forms”).

However, the following Persons Subject to Disclosure are exempt from Executive

Order 1-2008: (i) those persons for whom the County has already conducted a

background check and issued a security clearance that is in full force and effect; or (ii)

those persons for whom another state or federal agency having appropriate jurisdiction

has conducted a security and/or background clearance or has implemented other

protocols or criteria for this purpose that apply to the subject matter of this Contract that

is in full force and effect.

If a Person Subject to Disclosure is exempt from the disclosure described in

Executive Order 1-2008 because of either “i” or “ii” above, then the Contractor shall

notify the Procuring Officer1

1 “Procuring Officer” shall mean the head of the department or the individual(s) authorized by the head(s) of the department(s) undertaking the procurement and with respect to those matters delegated to the Bureau of Purchase and Supply pursuant to Section 161.11(a) of the Laws of Westchester County, the Purchasing Agent.

in the respective Department of its claim of exemption and

it shall be the responsibility of the Procuring Officer to verify each exemption. If the

Procuring Officer determines that the Contractor is exempt under sections “i” or “ii”

above, the Procuring Officer shall confirm same with the Contractor and maintain a


written record including all supporting details of the verification of and

acknowledgement of said exemption.

If the Procuring Officer determines that the Contractor is not exempt under

sections “i” or “ii” above, the Procuring Officer shall notify the Contractor in writing, and

the appropriate Disclosure Forms shall be required.

It shall be the Contractor’s duty to disclose and to inquire of each and every

Person Subject to Disclosure, whether they have been convicted of a crime or whether

they are currently subject to pending criminal charges. It shall be the duty of the

Contractor to submit a completed Certification Form annexed hereto as Schedule “F-1,”

which certifies that the Contractor and every Person Subject to Disclosure has been asked

whether they or their company have been convicted of a crime or are currently subject to

pending criminal charges.

Should the Contractor or any Person Subject to Disclosure affirmatively advise

that they have been convicted of a crime said person shall be identified in Schedule “F-2”

and shall complete Schedule “F-3,” entitled, “Criminal Background Disclosure Form For

Persons Who Have Been Convicted of A Crime.”

Should the Contractor or any Person Subject to Disclosure advise that they are

subject to pending criminal charges, said person shall be identified in Schedule “F-2” and

shall complete the form annexed hereto as Schedule “F-4,” entitled, “Criminal

Background Disclosure Form For Persons Who Are Subject to Pending Criminal

Charges.”

Should the Contractor or any Person Subject to Disclosure refuse to answer


pending criminal charges, the name and title of said person(s) shall be listed in Schedule

“F-5.”


It shall be the duty of the Contractor to submit to the County any of the attached

applicable Disclosure Forms prior to the commencement of this Contract. Under no

circumstances shall the existence of a language barrier serve as a basis for the waiver of

or an exception to this obligation. If the Contractor needs to obtain translation services to

fulfill this obligation, it shall be at the sole cost and expense of the Contractor.

The Contractor shall be required to make the same inquiry and forward updated

Disclosure Forms to the County regarding additional Persons Subject to Disclosure in

connection with this Contract during the term of this Contract. NO NEW PERSON

SUBJECT TO DISCLOSURE SHALL PERFORM WORK OR SERVICES OR ENTER

ONTO COUNTY PREMISES UNTIL THE UPDATED DISCLOSURE FORMS ARE

FILED WITH THE COUNTY. The Contractor shall have a continuing obligation to

maintain the accuracy of the disclosure forms for the duration of this Contract, including

any amendments or extensions thereto, and shall provide any updates to the information

provided to the County as necessary to comply with the disclosure required by Executive

Order 1-2008.

Any breach by the Contractor of this provision of the Contract shall be deemed a

material breach of the Contract. Absent proof of exemption satisfactory to the County

Procuring Officer, or any failure by the Contractor to comply with the disclosure required

by Executive Order 1–2008 shall be grounds for immediate termination of this

Agreement by the County without penalty.


CONTRACTOR

CRIMINAL BACKGROUND DISCLOSURE INSTRUCTIONS

Pursuant to Executive Order 1-2008 and subject to the applicable provisions of

New York Correction Law §§ 752 and 753, the County shall have the right to bar the

following “Persons Subject to Disclosure” (Persons shall mean individuals or legal

persons) from providing work or services to the County or from being on County

property:

(a) Consultants, Contractors, Licensees, Lessees of County owned real

property, their principals, agents, employees, volunteers or any other person acting on

behalf of said Contractor, Consultant, Licensee, or Lessee who is at least sixteen (16)

years old, including but not limited to Subconsultants, Subcontractors, Sublessees or

Sublicensees who are providing services to the County; and

(b) Any family member or other person, who is at least sixteen (16) years

old, residing in the household of a County employee who lives in housing provided by

the County located on County property.

If any of the above mentioned Persons Subject to Disclosure has either one of the

following:

(a) A conviction of a crime (all felonies and misdemeanors as defined

under the New York State Penal Law or the equivalent under Federal law or the laws of

any other State);

(b) A pending criminal proceeding for a crime(s) as defined above; or

(c) A refusal to answer such questions.

Where the following criteria apply:

(a) If any of the Persons Subject to Disclosure providing work or services

to the County in relation to a County Contract are not subject to constant monitoring by

County staff while performing tasks and/or while such persons are present on County

property pursuant to the County Contract; and


(b) If any of the Persons Subject to Disclosure providing work or services

to the County, in relation to a County Contract may, in the course of providing those

services, have access to sensitive data (for example, Social Security Numbers and other

personal/secure data); facilities (secure facilities and/or communication equipment);

and/or vulnerable populations (for example, children, seniors and the infirm).

Accordingly, the Contractor is required to review these Instructions and complete

Schedule “F-1” as well as any other applicable criminal disclosure forms (i.e., “Schedules

F-2” through “F- 5” hereinafter referred to as “Disclosure Forms”).

However, the following Persons Subject to Disclosure are exempt from Executive

Order 1-2008: (i) those persons for whom the County has already conducted a

background check and issued a security clearance that is in full force and effect; or (ii)

those persons for whom another state or federal agency having appropriate jurisdiction

has conducted a security and/or background clearance or has implemented other

protocols or criteria for this purpose that apply to the subject matter of this Contract that

is in full force and effect.

If a Person Subject to Disclosure is exempt from the disclosure described in

Executive Order 1-2008 because of either “i” or “ii” above, then the Contractor shall

notify the Procuring Officer2

in the respective Department of its claim of exemption and

it shall be the responsibility of the Procuring Officer to verify each exemption. If the

Procuring Officer determines that the Contractor is exempt under sections “i” or “ii”

above, the Procuring Officer shall confirm same with the Contractor and maintain a

written record including all supporting details of the verification of and

acknowledgement of said exemption.

2 “Procuring Officer” shall mean the head of the department or the individual(s) authorized by the head(s) of the department(s) undertaking the procurement and with respect to those matters delegated to the Bureau of Purchase and Supply pursuant to Section 161.11(a) of the Laws of Westchester County, the Purchasing Agent.


If the Procuring Officer determines that the Contractor is not exempt under

sections “i” or “ii” above, the Procuring Officer shall notify the Contractor in writing, and

the appropriate Disclosure Forms shall be required.

It shall be the Contractor’s duty to disclose and to inquire of each and every

Person Subject to Disclosure, whether they have been convicted of a crime or whether

they are currently subject to pending criminal charges. It shall be the duty of the

Contractor to submit a completed Certification Form annexed hereto as Schedule “F-1,”

which certifies that the Contractor and every Person Subject to Disclosure has been asked


pending criminal charges.

Should the Contractor or any Person Subject to Disclosure affirmatively advise

that they have been convicted of a crime said person shall be identified in Schedule “F-2”

and shall complete Schedule “F-3,” entitled, “Criminal Background Disclosure Form For

Persons Who Have Been Convicted of A Crime.”

Should the Contractor or any Person Subject to Disclosure advise that they are

subject to pending criminal charges, said person shall be identified in Schedule “F-2” and

shall complete the form annexed hereto as Schedule “F-4,” entitled, “Criminal

Background Disclosure Form For Persons Who Are Subject to Pending Criminal

Charges.”

Should the Contractor or any Person Subject to Disclosure refuse to answer


pending criminal charges, the name and title of said person(s) shall be listed in Schedule

“F-5.”

It shall be the duty of the Contractor to submit to the County any of the attached

applicable Disclosure Forms prior to the commencement of this Contract. Under no

circumstances shall the existence of a language barrier serve as a basis for the waiver of


or an exception to this obligation. If the Contractor needs to obtain translation services to

fulfill this obligation, it shall be at the sole cost and expense of the Contractor.

The Contractor shall be required to make the same inquiry and forward updated

Disclosure Forms to the County regarding additional Persons Subject to Disclosure in

connection with this Contract during the term of this Contract. NO NEW PERSON

SUBJECT TO DISCLOSURE SHALL PERFORM WORK OR SERVICES OR ENTER

ONTO COUNTY PREMISES UNTIL THE UPDATED DISCLOSURE FORMS ARE

FILED WITH THE COUNTY. The Contractor shall have a continuing obligation to

maintain the accuracy of the disclosure forms for the duration of this Contract, including

any amendments or extensions thereto, and shall provide any updates to the information

provided to the County as necessary to comply with the disclosure required by Executive

Order 1-2008.

Any breach by the Contractor of this provision of the Contract shall be deemed a

material breach of the Contract. Absent proof of exemption satisfactory to the County

Procuring Officer, or any failure by the Contractor to comply with the disclosure required

by Executive Order 1–2008 shall be grounds for immediate termination of this

Agreement by the County without penalty.


SCHEDULE “F-1”

CONTRACTOR AND ALL PERSONS SUBJECT TO DISCLOSURE3

CERTIFICATION FORM

I, ____________________________________________________________________, (Name of Person Signing Below) am (CIRCLE APPLICABLE ANSWER BELOW AND THEN COMPLETE APPLICABLE DISCLOSURE) a principal of the Contractor and authorized to execute this Certification Form, a representative of the Contractor and am authorized to execute this Certification Form; Principal Disclosure (CHECK APPROPRIATE RESPONSE BELOW) A. I am a principal or a representative of the Contractor authorized to execute this Certification Form and my answers to the questions below are as follows: 1) Have you or your company ever been convicted of a crime (all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State) including, but not limited to, conviction for commission of fraud, embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property?

_____Yes ____No

2) Are you subject to any pending criminal charges (all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State)? _____Yes ____No

3 Those Persons Subject to Disclosure are identified and defined in Schedule “F,” pursuant to Executive Order 1-2008.


Contractor Disclosure B. Based upon my own personal knowledge or having made all necessary efforts to obtain the facts, the answer to the questions below are as follows: 1) Has the Contractor ever been convicted of a crime (all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State) including, but not limited to, conviction for commission of fraud, embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property? _____Yes ____No

2) Is the Contractor subject to any pending criminal charges (all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State)? _____Yes _____No **If Contractor or its principal or authorized representative answers “yes,” to either question “1” or “2,” please list the names and titles of said persons on Schedule “F-2.” In addition, please complete Schedule “F-3” or “F-4.” Schedule “F-3” is provided for persons who have previously been convicted of a crime. Schedule “F-4” is provided for persons who are subject to pending criminal charges. If Contractor refuses to answer either questions “1” or “2,” the name and title of said person shall be listed in Schedule “F-5.” C. Persons Subject To Disclosure I hereby certify that all of the Persons Subject to Disclosure, as previously defined under this Contract that will or are intended to provide services, work or intended to be on County property under this Contract have been asked the following questions: 1) Have you or your company ever been convicted of a crime (all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State) including, but not limited to, conviction for commission of fraud, embezzlement, theft,

forgery, bribery, falsification or destruction of records, making false statements or receiving stolen property?

2) Are you subject to any pending criminal charges (all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State)?


**If the answer is “yes,” to either question “1” or “2,” please list the names and titles of all such persons on Schedule “F-2.” In addition, please have the individual complete Schedule “F-3” or “F-4.” Schedule “F-3” is provided for those individuals who have previously been convicted of a crime. Schedule “F-4” is provided for those individuals who are subject to pending criminal charges. If an individual refuses to answer either questions “1” or “2,” the name and title of said individual shall be listed in Schedule “F-5.”

CONTRACTOR CERTIFICATION I hereby certify that all of the information provided herein is true and accurate and that all additional required Disclosure Forms have been completed. It is understood and agreed that to the extent that new Persons Subject to Disclosure are proposed to be added after execution of this Certification Form, the Contractor shall not utilize such persons or permit said individual onto County property until the updated Disclosure Forms are filed with the County. ____________________________ Name: Title: Date: __________________________________ ___________________ Notary Public Date


SCHEDULE “F-2”

NAMES AND TITLES OF PERSONS SUBJECT TO DISCLOSURE THAT ANSWERED “YES” TO EITHER QUESTION 1 OR 2 IN SCHEDULE “F-1”

1. ________________________________________________________________ 2. ________________________________________________________________ 3. ________________________________________________________________ 4. ________________________________________________________________ 5. ________________________________________________________________ 6. ________________________________________________________________ 7. ________________________________________________________________ 8. ________________________________________________________________ 9. _________________________________________________________________ 10. _________________________________________________________________


SCHEDULE “F-3”

CRIMINAL BACKGROUND DISCLOSURE FORM FOR PERSONS WHO HAVE BEEN CONVICTED OF A CRIME

Pursuant to New York Correction Law §§ 752 and 753, the conviction of a crime will not automatically result in a denial of employment or presence on County property under a County contract or license. If you fail to list any part of your conviction history, including but not limited to omission, intentional falsification or any failure to disclose for any reason, you may be prohibited from working or being on County property. If it is later determined that you failed to disclose a criminal conviction for any reason, your employment or license under this Contract may be terminated at any time. I, ______________________________, am ________________________________ (Name of Person Signing Below) (Title Relevant to Contract) 1) Describe the reason for being on County property if applicable, identify the

specific duties and responsibilities on this project which you intend to perform for the County, including but not limited to, access to sensitive data and facilities and access to vulnerable populations.

2) Please list all criminal convictions along with a brief description of the crime(s) (including all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State). 3) Please provide the date and place of each conviction. 4) Please provide your age at the time of each crime for which you were convicted.


5) Please provide the legal disposition of each case. 6) Please provide any information either produced by yourself or someone on your behalf in regards to your rehabilitation and good conduct. I certify that this information is correct and complete. I understand that providing false or incomplete information or withholding by omission or intention pertinent information will be cause for refusing further consideration of my employment on this project. By my signature below I hereby affirm that all of the facts, statements and answers contained herein and all attachments are true and correct. ____________________________ Name: Title: Date: __________________________________ ___________________ Notary Public Date


SCHEDULE “F-4”

CRIMINAL BACKGROUND DISCLOSURE FORM FOR PERSONS WHO ARE SUBJECT TO PENDING CRIMINAL CHARGES

Pursuant to New York Correction Law §§ 752 and 753, being charged with a crime will not automatically result in a denial of employment or presence on County property under a County contract or license. If you fail to list any part of your conviction history, including but not limited to omission, intentional falsification or any failure to disclose for any reason, you may be prohibited from working or being on County property. If it is later determined that you failed to disclose a criminal conviction for any reason, your employment or license may be terminated at any time. I, ______________________________, am ________________________________ (Name of Person Signing Below) (Title Relevant to Contract) 1) Describe the reason for being on County property and if applicable, identify the

specific duties and responsibilities on this project which you intend to perform for the County, including but not limited to, access to sensitive data and facilities and access to vulnerable populations.

2) Please identify all pending criminal charges (all felonies and misdemeanors as defined under the New York State Penal Law or the equivalent under Federal law or the laws of any other State).


3) Please briefly describe the nature of the pending charges and the date upon which it is alleged that a crime was committed. I certify that this information is correct and complete. I understand that providing false or incomplete information or withholding by omission or intention pertinent information will be cause for refusing further consideration of my employment on this project. By my signature below I hereby affirm that all of the facts, statements and answers contained herein and all attachments are true and correct. ____________________________ Name: Title: Date: __________________________________ ___________________ Notary Public Date


SCHEDULE “F-5”

PERSONS THAT REFUSED TO ANSWER

Please list the names and titles of each person that refused to answer question “1” or “2” found in “Schedule F-1.” 1. _________________________________________________________________ 2. _________________________________________________________________ 3. _________________________________________________________________ 4. _________________________________________________________________ 5. _________________________________________________________________ 6. _________________________________________________________________ 7. _________________________________________________________________ 8. _________________________________________________________________ 9. _________________________________________________________________ 10. _________________________________________________________________

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APPENDIX “F”

VENDOR DIRECT PAYMENT: All payments made by the County to the Contractor will be made by electronic funds transfer (“EFT”) pursuant to the County’s Vendor Direct program. Contractors doing business with Westchester County, who are not already enrolled in the Vendor Direct Program, will be

required to fill out and submit an EFT Authorization Form prior to receiving an award or purchase order. The EFT Authorization Form, Instructions and related information are annexed hereto. Payments will

be automatically credited to the Contractor’s designated bank account at the Contractor’s financial institution. Payments are anticipated to be deposited two business days after the voucher/invoice is

processed for payment. Saturdays, Sundays, and legal holidays are not considered business days. Under the Vendor Direct program you will receive an e-mail notification two days prior to the day the payment

will be credited to your designated account. The e-mail notification will come in the form of a remittance advice with the same information that currently appears on County check stubs and will

contain the date that the funds will be credited to your account. All information received will be treated and handled as strictly confidential. The completed Authorization Form must be returned by the

Contractor to the County. In rare cases, a hardship waiver may be granted. For a Hardship Waiver Request Form, please contact the Finance Department.

Westchester County Vendor Direct Program Frequently Asked Questions

1. WHAT ARE THE BENEFITS OF THE ELECTRONIC FUNDS TRANSFER (EFT) ASSOCIATED WITH THE VENDOR DIRECT PROGRAM? There are several advantages to having your payments automatically deposited into your designated bank account via EFT: Payments are secure – Paper checks can be lost in the mail or stolen, but money deposited directly into your bank account is more secure. You save time – Money deposited into your bank account is automatic. You save the time of preparing and delivering the deposit to the bank. Additionally, the funds are immediately available to you.

2. ARE MY PAYMENTS GOING TO BE PROCESSED ON THE SAME SCHEDULE AS THEY WERE BEFORE VENDOR DIRECT? Yes. 3. HOW QUICKLY WILL A PAYMENT BE DEPOSITED INTO MY ACCOUNT? Payments are deposited two business days after the voucher/invoice is processed. Saturdays, Sundays, and legal holidays are not considered business days. 4. HOW WILL I KNOW WHEN THE PAYMENT IS IN MY BANK ACCOUNT AND WHAT IT IS FOR?

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Under the Vendor Direct program you will receive an e-mail notification two days prior to the day the payment will be credited to your designated account. The e-mail notification will come in the form of a remittance advice with the same information that currently appears on your check stub, and will contain the date that the funds will be credited to your account. 5. WHAT IF THERE IS A DISCREPANCY IN THE AMOUNT RECEIVED? Please contact your Westchester County representative as you would have in the past if there were a discrepancy on a check received. 6. WHAT IF I DO NOT RECEIVE THE MONEY IN MY DESIGNATED BANK ACCOUNT ON THE DATE INDICATED IN THE E-MAIL? In the unlikely event that this occurs, please contact the Westchester County Accounts Payable Department at 914-995-4708. 7. WHAT MUST I DO IF I CHANGE MY BANK OR MY ACCOUNT NUMBER? Whenever you change any information or close your account a new Vendor Direct Payment Authorization Form must be submitted. Please contact the Westchester County Accounts Payable Department at 914-995-4708 and we will e-mail you a new form. 8. WHEN COMPLETING THE PAYMENT AUTHORIZATION FORM, WHY MUST I HAVE IT SIGNED BY A BANK OFFICIAL IF I DON’T INCLUDE A VOIDED CHECK? This is to ensure the authenticity of the account being set up to receive your payments.

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APPENDIX “G”

REQUIRED MONTHLY PROVIDER REPORTS

• FORM G-1: Monthly Statistical and Reimbursement Report

• FORM G-2: Monthly ParaTransit Section 15 (NTD) Employee Report

• FORM G-3: Monthly Maintenance Performance Report

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FORM G-3: Monthly Maintenance Performance Report

MONTH ROAD CALLS (Major Mechanical

Failure, Loss of Service)

ROAD CALLS (All Other, Minor

Mechanical Failure, No Loss of

Service)

January

February

March

April

May

June

July

August

September

October

November

December

TOTAL

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APPENDIX “H”

Federal Transit Administration

Required Bid Contract Provisions

For Operations/Management

Table of Contents

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1 FEDERAL CONTRACTUAL OBLIGATIONS AND PROVISIONS ...................................... 1-1

1.1 PROTEST PROCEDURES ...................................................................................................... 1-11.1.1 SUBMISSION OF PROTEST .................................................................................................. 1-11.1.2 REVIEW AND DETERMINATION OF PROTESTS .............................................................. 1-11.1.3 SUBMISSION OF APPEAL .................................................................................................... 1-21.1.4 APPEAL TO FTA .................................................................................................................... 1-21.2 GENERAL CLAUSES ............................................................................................................. 1-21.2.1 FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS ................................................... 1-21.2.2 CHANGES .............................................................................................................................. 1-31.2.2.1 FEDERAL MASTER AGREEMENT CHANGES ............................................................... 1-31.2.2.2 PRICE ADJUSTMENT FOR REGULATORY CHANGES ................................................. 1-31.2.2.3 CONTRACTOR CHANGES ................................................................................................ 1-31.2.3 INTEREST OF MEMBERS OF, OR DELEGATES TO, CONGRESS ..................................... 1-31.2.4 NO OBLIGATION BY THE FEDERAL GOVERNMENT ...................................................... 1-31.2.5 PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS/RELATED ACTS .. 1-41.2.6 RESTRICTIONS ON LOBBYING .......................................................................................... 1-41.2.7 GOVERNMENT-WIDE DEBARMENT AND SUSPENSION CERTIFICATION .................. 1-51.2.8 TITLE VI: CIVIL RIGHTS ASSURANCE .............................................................................. 1-61.2.9 EQUAL EMPLOYMENT OPPORTUNITY AND AFFIRMATIVE ACTION ......................... 1-71.2.10 DISADVANTAGED BUSINESS ENTERPRISES (DBE) ..................................................... 1-71.2.11 CONTRACT WORK HOURS AND SAFETY STANDARDS ACT ...................................... 1-81.2.12 ACCESS TO RECORDS AND REPORTS ............................................................................ 1-91.2.13 TERMINATION ................................................................................................................. 1-101.2.13.1 Termination for Convenience (General Provision) ............................................................ 1-101.2.13.2 Termination for Default [Breach or Cause] (General Provision) ........................................ 1-101.2.13.3 Opportunity to Cure (General Provision) ........................................................................... 1-111.2.13.4 Waiver of Remedies for any Breach .................................................................................. 1-111.2.13.5 Termination for Default (Supplies and Services) ............................................................... 1-111.2.13.6 Termination for Default (Transportation Services) ............................................................ 1-111.2.13.7 Termination for Convenience or Default (Cost – Type Contracts) ..................................... 1-121.2.14 BREACHES AND DISPUTE RESOLUTION ..................................................................... 1-121.2.14.1 Disputes ............................................................................................................................ 1-121.2.14.2 Performance During Dispute ............................................................................................. 1-131.2.14.3 Claims for Damages .......................................................................................................... 1-131.2.14.4 Remedies .......................................................................................................................... 1-131.2.14.5 Rights and Remedies ......................................................................................................... 1-131.2.15 CLEAN WATER ................................................................................................................. 1-131.2.16 CLEAN AIR ........................................................................................................................ 1-141.2.17 FLY AMERICA .................................................................................................................. 1-141.2.18 ENERGY CONSERVATION .............................................................................................. 1-151.2.19 RECYCLED PRODUCTS ................................................................................................... 1-151.2.20 CHARTER SERVICE OPERATIONS ................................................................................. 1-151.2.21 TRANSIT EMPLOYEE PROTECTIVE ARRANGEMENTS .............................................. 1-151.2.22 SCHOOL BUS OPERATIONS ............................................................................................ 1-161.2.23 DRUG AND ALCOHOL TESTING .................................................................................... 1-16

2 ATTACHMENT ........................................................................................................................... 19

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1 FEDERAL CONTRACTUAL OBLIGATIONS AND PROVISIONS

1.1 PROTEST PROCEDURES

1.1.1 SUBMISSION OF PROTEST Any protest to the solicitation, contractual documents, technical specifications or to contract

award shall be submitted to the Board of Acquisition and Contract in Room 104, Michaelian Office Building, 148 Martine Ave., White Plains, New York 10601, with a copy to the Commissioner of the Department of Public Works and Transportation, Department of Public Works and Transportation, Michaelian Office Building, 148 Martine Ave., White Plains, New York 10601.

The protest must:

a) Be in writing; b) Identify the protestor by name (and if a corporation, partnership, or firm or individual doing

business under an assumed name, the name and title of individual submitting the protest), address and telephone number,

c) Identify the project and the bid or contract number;

d) Contain a statement of the basis for the protest, specifying all facts, technical data, test results

(together with supporting documentation), statutes, rules and regulations relied upon by the protestor; and

e) Be signed and acknowledged on behalf of the protestor by a duly authorized officer or individual.

Insufficiently documented protests will not be considered.

A protest alleging improprieties in the solicitation or technical specifications (such as restrictive specifications) must be filed no later than 5 days prior to the scheduled bid opening. Protests filed after this date will not be considered.

A protest alleging improprieties in contract award (such as the designation of the low bidder) must be filed no later than 5 days following the Notice of Award. Protests filed after this date will not be considered.

1.1.2 REVIEW AND DETERMINATION OF PROTESTS

Notice that a protest has been filed will be forwarded to all interested parties. A Protest Review Committee jointly designated by the Commissioner of the Department of Public Works and Transportation or his duly authorized representative will make an initial written determination on the protest. The Protest Review Committee will consist of the Department of Public Works and Transportation and County officials having specialized knowledge of the project and/or applicable procurement regulations. As deemed appropriate by the Commissioner of the Department of Public Works and Transportation or his duly authorized representative and other participants may be included in the Protest Review Committee. The Protest Review Committee shall submit a copy of its determination to the protestor and interested parties by telefax, telegram or overnight mail service.

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1.1.3 SUBMISSION OF APPEAL

Within 3 days of the receipt of the determination of the Protest Review Committee, the protestor may file an appeal from its determination with the Board of Acquisition and Contract. A copy shall be filed with the Commissioner of the Department of Public Works and Transportation. The appeal shall follow the format of the protest as set forth in Section 1.1.1. The protestor may not introduce new information or issues at the protest appeal.

The letter appealing the decision must specify the reason(s) why a review of the decision of the Protest Review Committee is being sought.

The County's determination on the protest appeal will be made in writing and copies will be forwarded by telefax, telegram or overnight mail to the protestor and interested parties.

The determination made by the Commissioner of the Department of Public Works and Transportation shall constitute the final decision of the County.

1.1.4 APPEAL TO FTA

A protestor may file a protest with FTA, with copies sent to the individuals named in Section 1.1,1 within 5 working days after a final decision is rendered by the County. The protest will be handled in the manner prescribed by applicable FTA regulations as detailed in FTA Circular C 4220.1F. Currently, any protest is limited by the FTA to a review of failure to follow the above described protest procedures. If the protestor files a protest appeal with FTA not less than five (5) days prior to the scheduled bid opening, the County will contact FTA to determine if the bid opening must be postponed. In the event that it is determined that the bid opening must be postponed, the County will notify all participating bidders by telefax, telegram or overnight mail. Following FTA's determination on the protest appeal, the County will issue an amendment to the contract documents rescheduling the bid opening.

1.2 GENERAL CLAUSES

This proposed procurement is to be funded in part by the United States and, accordingly, is subject to a number of federal statutes and regulations. Where applicable, forms relevant to these regulations have been provided. Bids shall be deemed incomplete if they do not include the required forms.

1.2.1 FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS

The following provisions include, in part, certain Standard Terms and Conditions required by the United States Department of Transportation (USDOT), whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by the USDOT, as set forth in the FTA Circular 4220.1F, dated November 1, 2008 as amended, are hereby incorporated by reference. Anything to the contrary herein not withstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement (unless the local provisions are more stringent than the Federal requirements). The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any County of Westchester requests which would cause the County of Westchester to be in violations of the FTA terms and conditions.

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1.2.2 CHANGES

1.2.2.1 FEDERAL MASTER AGREEMENT CHANGES

The Contractor shall at all times comply with all applicable FTA regulations, policies,

procedures and directives, including without limitation those listed directly or by reference in

the current Master Agreement (Form FTA MA (16) dated October 1, 2009) between the

County of Westchester of and the FTA, as they may be amended or promulgated from time to

time during the term of this contract. The Contractor’s failure to so comply shall constitute a

material breach of this contract.

1.2.2.2 PRICE ADJUSTMENT FOR REGULATORY CHANGES

If price adjustment is indicated, either upward or downward, it shall be negotiated between the

County of Westchester and the Contractor for changes that are mandatory as a result of

legislation or regulations that are promulgated and become effective between the date of bid

opening and the date of manufacture. Such price adjustments shall be limited to actual

incremental costs for time and materials and may be audited where required.

1.2.2.3 CONTRACTOR CHANGES

Any proposed change in this contract shall be submitted to the appropriate funding agencies for prior approval.

1.2.3 INTEREST OF MEMBERS OF, OR DELEGATES TO, CONGRESS

No member of, or delegate to, the Congress of the United States shall be admitted to share or part of

this contract or to any benefit arising therefrom.

1.2.4 NO OBLIGATION BY THE FEDERAL GOVERNMENT

a) The County of Westchester and the Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the County of Westchester, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. The

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contractor must complete the No Government Obligation to Third Parties Certification (see Form C-6)

b) The Contractor agrees to include the above clause in each subcontract financed in

whole or part with Federal assistance provided by the FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

1.2.5 PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS/RELATED ACTS

a) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §§3801 et seq. and USDOT regulations, “Program Fraud Civil Remedies,” 49 C.F.R. Part 31, apply to its actions pertaining to this Project. Upon execution of the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to the other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate.

b) The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or

fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by the FTA under the authority of 49 U.S.C. §5307, the Government reserves the right to impose the penalties of 18 U.S.C. § 1001 and 49 U.S.C. § 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate. The contractor is required to complete the Eligible Contractors Certificate (see Form C-5)

c) The Contractor agrees to include the above two clauses in each subcontract financed in

whole or in part with Federal assistance provided by the FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions.

1.2.6 RESTRICTIONS ON LOBBYING

Contractors who apply or bid for an award of $100,000 or more shall file the certification

required by 49 C.F.R part 20, "New Restrictions on Lobbying."

Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay

any person or organization for influencing or attempting to influence an officer or employee of any

agency, a member of Congress, officer or employee of Congress, or an employee of a member of

Congress in connection with obtaining any Federal contract, grant or any other award covered by 31

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U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure

Act of 1995 who has made lobbying contacts on its behalf with non-Federal funds with respect to

that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded

from tier to tier up to the recipient.(See Form C-1)

1.2.7 GOVERNMENT-WIDE DEBARMENT AND SUSPENSION CERTIFICATION

The following requirements apply to primary bidders, as well as their subcontractors, whose

covered contracts are greater than $25,000:

This contract is a covered transaction for the purposes of 49 CFR Part 29. As such, the contractor is

required to verify that none of the contractor, its principals, as defined at 49 CFR 29.995, or

affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and

29.945.

The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to

comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into.

By signing and submitting its bid and the certification (see Form C-7), the bidder certifies as

follows:

The certification in this clause is a material representation of fact relied upon by the County of

Westchester. If it is later determined that the bidder knowingly rendered an erroneous certification,

in addition to remedies available to the County of Westchester, the Federal Government may pursue

available remedies, including but not limited to suspension and/or debarment. The bidder agrees to

comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the

period of any contract that may arise from this offer. The bidder further agrees to include a

provision requiring such compliance in it lower tier covered transactions.

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1.2.8 TITLE VI: CIVIL RIGHTS ASSURANCE

During the performance of this contract, the Contractor, for itself, its assignees and successors in

interest (herein referred to as the “Contractor”) agrees to as follows

(1) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue.

(2) Equal Employment Opportunity - The following equal employment opportunity requirements apply to the underlying contract:

(a) Race, Color, Creed, National Origin, Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. § 2000e, and Federal transit laws at 49 U.S.C. § 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq ., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

(b) Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. § § 623 and Federal transit law at 49 U.S.C. § 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

(c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. § 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue.

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(3) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties.

1.2.9 EQUAL EMPLOYMENT OPPORTUNITY AND AFFIRMATIVE ACTION

In connection with the execution of this contract, the Contractor shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, handicapping condition or veteran status. The Contractor shall take affirmative action to insure that applicants are employed, and that employees are treated during their employment, without regard to race, religion, color, sex, national origin, handicapping condition or veteran status. Such actions shall include, but not limited to the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination, rates of pay or other forms of compensation, and selection for training, including apprenticeship. The provisions of this section shall be in addition to, and not in lieu of, the provisions of Title VI of the Civil Rights Act of 1964, as amended. All Contractors are required to have and to submit with their bid (if requested by the County of Westchester) a copy of their Affirmative Action Plan. This Plan will ensure that there is an equality of opportunity in the respective company’s employment practices. By submission of a bid the Contractor and all subcontractors and material suppliers will be deemed to have signed and agreed to the provisions of the “Certification of Non-Segregated Facilities” and further, that they will comply with all applicable Affirmative Action requirements.

1.2.10 DISADVANTAGED BUSINESS ENTERPRISES (DBE)

This contract is subject to the requirements of Title 49, Code of Federal Regulations, part 26 - Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The national goal for participation of Disadvantaged Business Enterprises (DBE) is 10%. The agency's overall goal for DBE participation is 3.48 %.

The contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of this DOT-assisted contract. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the County of Westchester deems appropriate. Each subcontract the contractor signs with a subcontractor must include the assurance in this paragraph (see 49 CFR 26.13(b)).

The successful bidder/offeror will be required sign the DBE certificate (see Form C-5) and to report its DBE participation obtained through race-neutral means throughout the period of performance.

The contractor is required to pay its subcontractors performing work related to this contract for satisfactory performance of that work no later than 30 days after the contractor's receipt of payment for that work from the County of Westchester. In addition, the contractor is required to return any retainage payments to those subcontractors within 30 days after incremental acceptance of the subcontractor's work

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by the County of Westchester and contractor's receipt of the partial retainage payment related to the subcontractor's work.

The contractor must promptly notify the County of Westchester, whenever a DBE subcontractor performing work related to this contract is terminated or fails to complete its work, and must make good faith efforts to engage another DBE subcontractor to perform at least the same amount of work. The contractor may not terminate any DBE subcontractor and perform that work through its own forces or those of an affiliate without prior written consent of the County of Westchester.

1.2.11 CONTRACT WORK HOURS AND SAFETY STANDARDS ACT

The following requirements apply to primary bidders, as well as their subcontractors, whose contracts are greater than $100,000:

1.2.11.1.1 Section 102 (Overtime) (1) Overtime requirements

No contractor or subcontractor contracting for any part of the contract work which may

require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek.

(1) Violation; liability for unpaid wages; liquidated damages

In the event of any violation of the clause set forth in paragraph (1) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (1) of this section, in the sum of $ 10 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (1) of this section.

(2) Withholding for unpaid wages and liquidated damages

The County of Westchester shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (2) of this section.

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(3) Subcontracts

The contractor or subcontractor shall insert in any subcontracts the clauses set forth in this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in this section.

1.2.11.1.2 Section 107 (OSHA)

Contract Work Hours and Safety Standards Act (i) The Contractor agrees to comply with section 107 of the Contract Work Hours and

Safety Standards Act, 40 U.S.C. section 333, and applicable DOL regulations, Safety and Health Regulations for Construction 29 C.F.R. Part 1926. Among other things, the Contractor agrees that it will not require any laborer or mechanic to work in unsanitary, hazardous, or dangerous surroundings or working conditions.

(ii)Subcontracts - The Contractor also agrees to include the requirements of this section in

each subcontract. The term "subcontract" under this section is considered to refer to a person who agrees to perform any part of the labor or material requirements of a contract for construction, alteration or repair. A person who undertakes to perform a portion of a contract involving the furnishing of supplies or materials will be considered a "subcontractor" under this section if the work in question involves the performance of construction work and is to be performed: (1) directly on or near the construction site, or (2) by the employer for the specific project on a customized basis. Thus, a supplier of materials which will become an integral part of the construction is a "subcontractor" if the supplier fabricates or assembles the goods or materials in question specifically for the construction project and the work involved may be said to be construction activity. If the goods or materials in question are ordinarily sold to other customers from regular inventory, the supplier is not a "subcontractor." The requirements of this section do not apply to contracts or subcontracts for the purchase of supplies or materials or articles normally available on the open market.

1.2.12 ACCESS TO RECORDS AND REPORTS

The Contractor agrees to provide the County of Westchester, the FTA Administrator, the

Comptroller General of the United States or any of their authorized representatives access to any

books, documents, papers and records of the Contractor which are directly pertinent to this contract

for the purposes of making audits, examinations, excerpts and transcriptions. Contractor also agrees,

pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives

including any PMO Contractor access to Contractor's records and construction sites pertaining to a

major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance

through the programs described at 49 U.S.C. 5307, 5309 or 5311.

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Where any Purchaser which is the FTA’s Recipient or a subgrantee of the FTA’s Recipient in accordance with 49 U.S.C. 5325(a) enters into a contract for a capital project or improvement (defined at 49 U.S.C. 5302(a)1) through other than competitive bidding, the Contractor shall make available records related to the contract to the Purchaser, the Secretary of Transportation and the Comptroller General or any authorized officer or employee of any of them for the purposes of conducting an audit and inspection. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than three years after the date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Contractor agrees to maintain same until the County of Westchester, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 C.F.R. 18.39(i)(11)

1.2.13 TERMINATION

1.2.13.1 Termination for Convenience (General Provision) The County of Westchester may terminate this contract, in whole or in part, at any time

by written notice to the Contractor when it is in the Government's best interest. The Contractor shall be paid its costs, including contract close-out costs, and profit on work performed up to the time of termination. The Contractor shall promptly submit its termination claim to the County of Westchester to be paid the Contractor. If the Contractor has any property in its possession belonging to the County of Westchester, the Contractor will account for the same, and dispose of it in the manner the County of Westchester directs.

1.2.13.2 Termination for Default [Breach or Cause] (General Provision) If the Contractor does not deliver supplies in accordance with the contract delivery

schedule, or, if the contract is for services, the Contractor fails to perform in the manner called for in the contract, or if the Contractor fails to comply with any other provisions of the contract, the County of Westchester, may terminate this contract for default. Termination shall be effected by serving a notice of termination on the contractor setting forth the manner in which the Contractor is in default. The contractor will only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner of performance set forth in the contract.

If it is later determined by the County of Westchester that the Contractor had an

excusable reason for not performing, such as a strike, fire, or flood, events which are not the fault of or are beyond the control of the Contractor, the County of Westchester, after setting up a new delivery of performance schedule, may allow the Contractor to continue work, or treat the termination as a termination for convenience.

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1.2.13.3 Opportunity to Cure (General Provision) The County of Westchester, in its sole discretion may, in the case of a termination for

breach or default, allow the Contractor [an appropriately short period of time] in which to cure the defect. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions.

If Contractor fails to remedy to the County of Westchester's satisfaction the breach or

default or any of the terms, covenants, or conditions of this Contract within [ten (10) days] after receipt by Contractor of written notice from the County of Westchester setting forth the nature of said breach or default, the County of Westchester shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude the County of Westchester from also pursuing all available remedies against Contractor and its sureties for said breach or default

1.2.13.4 Waiver of Remedies for any Breach

In the event that the County of Westchester elects to waive its remedies for any breach by Contractor of any covenant, term or condition of this Contract, such waiver by the County of Westchester shall not limit the County of Westchester's remedies for any succeeding breach of that or of any other term, covenant, or condition of this Contract.

1.2.13.5 Termination for Default (Supplies and Services) If the Contractor fails to deliver supplies or to perform the services within the time

specified in this contract or any extension or if the Contractor fails to comply with any other provisions of this contract, the County of Westchester may terminate this contract for default. The County of Westchester shall terminate by delivering to the Contractor a Notice of Termination specifying the nature of the default. The Contractor will only be paid the contract price for supplies delivered and accepted, or services performed in accordance with the manner or performance set forth in this contract.

If, after termination for failure to fulfill contract obligations, it is determined that the

Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the County of Westchester.

1.2.13.6 Termination for Default (Transportation Services) If the Contractor fails to pick up the commodities or to perform the services, including

delivery services, within the time specified in this contract or any extension or if the Contractor fails to comply with any other provisions of this contract, the County of Westchester may terminate this contract for default. The County of Westchester shall terminate by delivering to the Contractor a Notice of Termination specifying the nature of default. The Contractor will only be paid the contract price for services performed in accordance with the manner of performance set forth in this contract.

If this contract is terminated while the Contractor has possession of the County of

Westchester goods, the Contractor shall, upon direction of the County of Westchester, protect and preserve the goods until surrendered to the County of Westchester or its

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agent. The Contractor and the County of Westchester shall agree on payment for the preservation and protection of goods. Failure to agree on an amount will be resolved under the Dispute clause.

If, after termination for failure to fulfill contract obligations, it is determined that the

Contractor was not in default, the rights and obligations of the parties shall be the same as if the termination had been issued for the convenience of the County of Westchester.

1.2.13.7 Termination for Convenience or Default (Cost – Type Contracts) The County of Westchester may terminate this contract, or any portion of it, by serving a

notice of termination on the Contractor. The notice shall state whether the termination is for convenience of the County of Westchester or for the default of the Contractor. If the termination is for default, the notice shall state the manner in which the contractor has failed to perform the requirements of the contract. The Contractor shall account for any property in its possession paid for from funds received from the County of Westchester, or property supplied to the Contractor by the County of Westchester. If the termination is for default, the County of Westchester may fix the fee, if the contract provides for a fee, to be paid the contractor in proportion to the value, if any, of work performed up to the time of termination. The Contractor shall promptly submit its termination claim to the County of Westchester and the parties shall negotiate the termination settlement to be paid the Contractor.

If the termination is for the convenience of the County of Westchester, the Contractor

shall be paid its contract close-out costs, and a fee, if the contract provided for payment of a fee, in proportion to the work performed up to the time of termination.

If, after serving a notice of termination for default, the County of Westchester determines

that the Contractor has an excusable reason for not performing, such as strike, fire, flood, events which are not the fault of and are beyond the control of the contractor, the County of Westchester, after setting up a new work schedule, may allow the Contractor to continue work, or treat the termination as a termination for convenience.

1.2.14 BREACHES AND DISPUTE RESOLUTION


contracts are greater than $100,000:

1.2.14.1 Disputes Disputes arising in the performance of this Contract which are not resolved by agreement

of the parties shall be decided in writing by the authorized representative of the County of Westchester. This decision shall be final and conclusive unless within [ten (10)] days from the date of receipt of its copy, the Contractor mails or otherwise furnishes a written appeal to the authorized representative of the County of Westchester. In connection with

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any such appeal, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its position. The decision of the authorized representative of the County of Westchester shall be binding upon the Contractor and the Contractor shall abide by the decision.

1.2.14.2 Performance During Dispute Unless otherwise directed by the County of Westchester, the Contractor shall continue

performance under this Contract while matters in dispute are being resolved.

1.2.14.3 Claims for Damages Should either party to the Contract suffer injury or damage to person or property because

of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages therefor shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage.

1.2.14.4 Remedies Unless this contract provides otherwise, all claims, counterclaims, disputes and other

matters in question between the County of Westchester and the Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which the County of Westchester is located.

1.2.14.5 Rights and Remedies The duties and obligations imposed by the Contract Documents and the rights and

remedies available thereunder shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the County of Westchester, Architect or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach thereunder, except as may be specifically agreed in writing.

1.2.15 CLEAN WATER



a) The Contractor agrees to comply with all applicable standards, orders or regulations issued

pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq (See Form C-2). The Contractor agrees to report each violation to the County of Westchester and understands and agrees that the County of Westchester will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office.

b) The Contractor also agrees to include these requirements in each subcontract exceeding

$100,000 financed in whole or in part with Federal assistance provided by FTA.

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1.2.16 CLEAN AIR



a) The Contractor agrees to comply with all applicable standards, orders or regulations issued

pursuant to the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq (See Form C-2). The Contractor agrees to report each violation to the County of Westchester and understands and agrees that the County of Westchester will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office.

b) The Contractor also agrees to include these requirements in each subcontract exceeding

$100,000 financed in whole or in part with Federal assistance provided by FTA.

1.2.17 FLY AMERICA

The Contractor agrees to comply with 49 U.S.C. 40118 (the “Fly America” Act) in accordance with

the General Services Administration’s regulations at 41 C.F.R. Part 301-10, which provide that the

recipients and subrecipients of Federal funds and their contractors are required to use U.S. Flag air

carriers for U.S. Government-financed international air travel and transportation of their personal

effects or property, to the extent such service is available, unless travel by foreign air carrier is a

matter of necessity, as defined by the Fly America Act. The Contractor shall submit, if a foreign air

carrier was used, an appropriate certification or memorandum adequately explaining why service by

a U.S. flag air carrier was not available or why it was necessary to use a foreign air carrier and shall,

in any event, provide a certificate of compliance with the Fly America requirements.. The

Contractor agrees to include the requirements of this section in all subcontracts that may involve

international air transportation.

A bidder or offeror must submit to the FTA recipient the appropriate Fly America certification with

all bids or offers on FTA-funded contracts (See Form C-3).

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1.2.18 ENERGY CONSERVATION

The Contractor shall recognize mandatory standards and policies relating to energy efficiency which are contained in the applicable state energy conservation plan issued in compliance with the Energy Policy and Conservation Act as amended (42 U.S.C. 6321 et seq., 49 C.F.R. Part 18)

1.2.19 RECYCLED PRODUCTS

The contractor agrees to comply with all the requirements of Section 6002 of the Resource

Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to

the regulatory provisions of 40 C.F.R. Part 247, and Executive Order 12873, as they apply to the

procurement of the items designated in Subpart B of 40 C.F.R. Part 247.

1.2.20 CHARTER SERVICE OPERATIONS The contractor agrees to comply with 49 U.S.C. 5323(d) and 49 CFR Part 604, which provides that recipients and sub- recipients of FTA assistance are prohibited from providing charter service using federally funded equipment or facilities if there is at least one private charter operator willing and able to provide the service, except under one of the exceptions at 49 CFR 604.9. Any charter service provided under one of the exceptions must be "incidental," i.e., it must not interfere with or detract from the provision of mass transportation.

1.2.21 TRANSIT EMPLOYEE PROTECTIVE ARRANGEMENTS

Transit Employee Protective Provisions. (1) The Contractor agrees to the comply with applicable transit employee protective requirements as follows:

(a) General Transit Employee Protective Requirements - To the extent that FTA determines that transit operations are involved, the Contractor agrees to carry out the transit operations work on the underlying contract in compliance with terms and conditions determined by the U.S. Secretary of Labor to be fair and equitable to protect the interests of employees employed under this contract and to meet the employee protective requirements of 49 U.S.C. A 5333(b), and U.S. DOL guidelines at 29 C.F.R. Part 215, and any amendments thereto. These terms and conditions are identified in the letter of certification from the U.S. DOL to FTA applicable to the FTA Recipient's project from which Federal assistance is provided to support work on the underlying contract. The Contractor agrees to carry out that work in compliance with the conditions stated in that U.S. DOL letter. The requirements of this subsection (1), however, do not apply to any contract financed with Federal assistance provided by FTA either for projects for elderly individuals and individuals with disabilities authorized by 49 U.S.C. § 5310(a)(2), or for projects for non-urbanized areas authorized by 49 U.S.C. § 5311. Alternate provisions for those projects are set forth in subsections (b) and (c) of this clause.

(b) Transit Employee Protective Requirements for Projects Authorized by 49 U.S.C. § 5310(a)(2) for Elderly Individuals and Individuals with Disabilities - If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 U.S.C. § 5310(a)(2), and if the U.S. Secretary of Transportation has determined or determines in the

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future that the employee protective requirements of 49 U.S.C. § 5333(b) are necessary or appropriate for the state and the public body sub-recipient for which work is performed on the underlying contract, the Contractor agrees to carry out the Project in compliance with the terms and conditions determined by the U.S. Secretary of Labor to meet the requirements of 49 U.S.C. § 5333(b), U.S. DOL guidelines at 29 C.F.R. Part 215, and any amendments thereto. These terms and conditions are identified in the U.S. DOL's letter of certification to FTA, the date of which is set forth Grant Agreement or Cooperative Agreement with the state. The Contractor agrees to perform transit operations in connection with the underlying contract in compliance with the conditions stated in that U.S. DOL letter.

(c) Transit Employee Protective Requirements for Projects Authorized by 49 U.S.C. § 5311 in Non-urbanized Areas - If the contract involves transit operations financed in whole or in part with Federal assistance authorized by 49 U.S.C. § 5311, the Contractor agrees to comply with the terms and conditions of the Special Warranty for the Non-urbanized Area Program agreed to by the U.S. Secretaries of Transportation and Labor, dated May 31, 1979, and the procedures implemented by U.S. DOL or any revision thereto.

(2) The Contractor also agrees to include the any applicable requirements in each subcontract

involving transit operations financed in whole or in part with Federal assistance provided by FTA.

1.2.22 SCHOOL BUS OPERATIONS

School Bus Operations - Pursuant to 69 U.S.C. 5323(f) and 49 CFR Part 605, recipients and sub-recipients of FTA assistance may not engage in school bus operations exclusively for the transportation of students and school personnel in competition with private school bus operators unless qualified under specified exemptions. When operating exclusive school bus service under an allowable exemption, recipients and sub-recipients may not use federally funded equipment, vehicles, or facilities.

1.2.23 DRUG AND ALCOHOL TESTING

FTA's drug and alcohol rules, 49 CFR 653 and 654, respectively, are unique among the regulations issued by FTA. First, they require recipients to ensure that any entity performing a safety-sensitive function on the recipient's behalf (usually sub-recipients and/or contractors) implement a complex drug and alcohol testing program that complies with Parts 653 and 654. Second, the rules condition the receipt of certain kinds of FTA funding on the recipient's compliance with the rules; thus, the recipient is not in compliance with the rules unless every entity that performs a safety-sensitive function on the recipient's behalf is in compliance with the rules. Third, the rules do not specify how a recipient ensures that its sub-recipients and/or contractors comply with them.

How a recipient does so depends on several factors, including whether the contractor is covered independently by the drug and alcohol rules of another Department of Transportation operating administration, the nature of the relationship that the recipient has with the contractor, and the financial resources available to the recipient to oversee the contractor's drug and alcohol testing program. In short, there are a variety of ways a recipient can ensure that its sub-recipients and contractors comply with the rules.

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Therefore, FTA has developed three model contract provisions for recipients to use "as is" or to modify to fit their particular situations.

Explanation of Model Contract Clauses Under Option 1, the recipient ensures the contractor's compliance with the rules by requiring the contractor to participate in a drug and alcohol program administered by the recipient. The advantages of doing this are obvious: the recipient maintains total control over its compliance with 49 CFR 653 and 654. The disadvantage is that the recipient, which may not directly employ any safety-sensitive employees, has to implement a complex testing program. Therefore, this may be a practical option only for those recipients which have a testing program for their employees, and can add the contractor's safety-sensitive employees to that program.

Under Option 2, the recipient relies on the contractor to implement a drug and alcohol testing program that complies with 49 CFR 653 and 654, but retains the ability to monitor the contractor's testing program; thus, the recipient has less control over its compliance with the drug and alcohol testing rules than it does under option 1. The advantage of this approach is that it places the responsibility for complying with the rules on the entity that is actually performing the safety-sensitive function. Moreover, it reserves to the recipient the power to ensure that the contractor complies with the program. The disadvantage of Option 2 is that without adequate monitoring of the contractor's program, the recipient may find itself out of compliance with the rules.

Under option 3, the recipient specifies some or all of the specific features of a contractor's drug and alcohol compliance program. Thus, it requires the recipient to decide what it wants to do and how it wants to do it. The advantage of this option is that the recipient has more control over the contractor's drug and alcohol testing program, yet it is not actually administering the testing program. The disadvantage is that the recipient has to specify and understand clearly what it wants to do and why.

Drug and Alcohol Testing

Option 1

The contractor agrees to: (a) participate in (grantee's or recipient's) drug and alcohol program established in

compliance with 49 CFR 653 and 654.

Drug and Alcohol Testing Option 2

The contractor agrees to establish and implement a drug and alcohol testing program that complies with 49 CFR Parts 653 and 654, produce any documentation necessary to establish its compliance with Parts 653 and 654, and permit any authorized representative of the United States Department of Transportation or its operating administrations, the State Oversight Agency of (name of State), or the (insert name of grantee), to inspect the facilities and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR Parts 653 and 654 and review the testing process. The contractor agrees further to certify annually its compliance with Parts 653 and 654 before (insert date) and to submit the Management Information System (MIS) reports before (insert date before March 15) to (insert title and address of person responsible for receiving information). To certify compliance the contractor shall use the "Substance Abuse Certifications" in the "Annual List of Certifications and

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Assurances for Federal Transit Administration Grants and Cooperative Agreements," which is published annually in the Federal Register.

Drug and Alcohol Testing

Option 3

The contractor agrees to establish and implement a drug and alcohol testing program that complies with 49 CFR Parts 653 and 654, produce any documentation necessary to establish its compliance with Parts 653 and 654, and permit any authorized representative of the United States Department of Transportation or its operating administrations, the State Oversight Agency of (name of State), or the (insert name of grantee), to inspect the facilities and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR Parts 653 and 654 and review the testing process. The contractor agrees further to certify annually its compliance with Parts 653 and 654 before (insert date) and to submit the Management Information System (MIS) reports before (insert date before March 15) to (insert title and address of person responsible for receiving information). To certify compliance the contractor shall use the "Substance Abuse Certifications" in the "Annual List of Certifications and Assurances for Federal Transit Administration Grants and Cooperative Agreements," which is published annually in the Federal Register. The Contractor agrees further to [Select a, b, or c] (a) submit before (insert date or upon request) a copy of the Policy Statement developed to implement its drug and alcohol testing program; OR (b) adopt (insert title of the Policy Statement the recipient wishes the contractor to use) as its policy statement as required under 49 CFR 653 and 654; OR (c) submit for review and approval before (insert date or upon request) a copy of its Policy Statement developed to implement its drug and alcohol testing program. In addition, the contractor agrees to: (to be determined by the recipient, but may address areas such as: the selection of the certified laboratory, substance abuse professional, or Medical Review Officer, or the use of a consortium).

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2 Attachment DIRECTORY OF DEPARTMENT OF TRANSPORTATION AND

FEDERAL TRANSIT ADMINISTRATION OFFICES

Headquarters Departmental Director of Civil Rights Director, Office of Civil Rights Office of the Secretary Federal Transit Administration Department of Transportation 1200 New Jersey Avenue SE 1200 New Jersey Avenue SE Washington, D.C. 20590 Washington, D.C. 20590

AREA CIVIL RIGHTS OFFICES

Eastern Area (Regions 1 and 2)

Federal Transit Administration Federal Transit Administration Transportation Systems Center, Suite 920 One Bowling Green, Room 429 Kendall Square, 55 Broadway New York, New York 10004-1415 Cambridge, Massachusetts 02142

Southeastern Area (Regions 3 and 4)

Federal Transit Administration Federal Transit Administration 1760 Market Street, Suite 500 230 Peachtree NW, Suite 800 Philadelphia, Pennsylvania 19103-4124 Atlanta, Georgia 30303

Central/Mid-Western Area (Regions 5, 6, and 7)

Federal Transit Administration Federal Transit Administration 200 West Adams Street, Suite 320 819 Taylor Street, Room 8A36 Chicago, Illinois 60606 Fort Worth, Texas 76102

Western Area (Regions 8, 9, and 10)

Federal Transit Administration Federal Transit Administration Federal Office Building 915 Second Avenue, Suite 3142 12300 West Dakota Avenue, Suite 310 Seattle, Washington 98174 Lakewood, Colorado 80228-2583 Federal Transit Administration 201 Mission Street, Suite 1650 San Francisco, California 94105-1839