Request for Proposals


Jun 30, 2015 - RFP for Regional Bus and Ferry Passenger Survey . ...... and pay any and all cost and expenses related to the withholding of the Propos...

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Request for Proposals

RFP No. 2016-D-03 for

REGIONAL BUS AND FERRY PASSENGER SURVEY

TABLE OF CONTENTS

REQUEST FOR PROPOSALS (RFP) NO. 2016-D-03 REGIONAL BUS AND FERRY PASSENGER SURVEY ITEM 1. 2. 3. 4. 5. 6. 7. 8. 9. 10.

PAGES

Notice Inviting Proposals .................................................................................................... N 1 RFP for Regional Bus and Ferry Passenger Survey ................................................. RFP 1-20 Attachment A: Cost Proposal Form ........................................................................... CPF 1-3 Attachment B: Sample Certificate of Insurance ...............................................................CI 1 Attachment C: Sample Professional Services Agreement ......................................... SA 1-19 Attachment D: Acknowledgment of Addenda ................................................................ AA 1 Attachment E: Scope of Services .................................................................................. SS 1-9 Attachment F: Lobbying Certification ........................................................................ LC 1-4 Attachment G: Prime Consultant and Subcontractor/ Subconsultant/Supplier Report ............................................................ PC 1-2 Attachment H: Description of Selection Process of Subcontractors/ Subconsultants/Suppliers ..................................................................... SP 1-3

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NOTICE INVITING PROPOSALS NOTICE IS HEREBY GIVEN that sealed proposals will be received in the Office of the Secretary of the District, Golden Gate Bridge, Highway and Transportation District (District) either by U.S. Postal Service addressed to its mailing address, P.O. Box 9000, Presidio Station, San Francisco, CA 94129-0601; or by courier or personal delivery to the Administration Building, Golden Gate Bridge Toll Plaza, San Francisco, CA, by Tuesday, July 14, 2015, at 4:00 p.m., Pacific Time, for the following: REQUEST FOR PROPOSALS (RFP) NO. 2016-D-03 REGIONAL BUS AND FERRY PASSENGER SURVEY The District seeks proposals from qualified Consultants to provide design, implementation and analysis services for a Regional Bus and Ferry Passenger Survey. The District hereby notifies all Proposers that it is the policy of the District to ensure nondiscrimination on the basis of race, color, national origin or sex in the award and administration of contracts. Proposers are strongly encouraged to obtain Disadvantaged Business Enterprise (DBE) participation on this project, although there is no contractspecific DBE goal. For DBE assistance, please contact Artemise Davenport, DBE Program Analyst, at (415) 2574581. This RFP may be subject to financial assistance from the U.S. Department of Transportation. Proposers will be required to certify that they have not been suspended or debarred from participation in federally-funded contracts. Proposers must also disclose lobbying activities. Full compliance with all applicable Safety and Health Standards, DBE requirements, Equal Employment Opportunity, and Americans with Disabilities Act laws and regulations will be required of the successful Proposer. Requests for modifications or clarifications of any requirement must be submitted in writing to the Contracts Office by e-mail at [email protected] or by facsimile at (415) 923-2357 by Tuesday, June 30, 2015, at 4:30 p.m., Pacific Time. Proposals will be examined and reported to the District Board of Directors within one hundred twenty (120) calendar days after the proposals have been opened. The District reserves the right to reject any and all proposals; or to waive any irregularities or informalities in any proposal or in the proposal procedure; or to postpone the proposal opening for good cause. No Proposer may withdraw its proposal for a period of one hundred twenty (120) calendar days after the date of opening of the proposals. Each Proposer will be notified of award of contract, if award is made. The RFP Documents are available for download on the District’s website. To download the documents, go to the District’s website home page at http://www.goldengate.org, click on Contract Opportunities, scroll down to District Division and look for 2016-D-03. For those who wish to download the RFP Documents from the District’s website, your name will not appear on the District’s “List of Potential Proposers.” The District requests that all potential Proposers who download Documents complete Special Note No. 1, “Potential Bidder’s/Proposer’s Form” in Word format, posted with the RFP Documents, and return the form to [email protected] Ultimately, it is the responsibility of the Proposer to check the District’s website for any Addenda that may be issued relative to this RFP. To inspect and obtain the RFP Documents, please contact the Contracts Office by e-mail at [email protected] or by telephone at (415) 923-2318.

Aida Caputo, Contracts Officer Dated at San Francisco, this 23rd day of June 2015. N1

GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT REQUEST FOR PROPOSALS FOR REQUEST FOR PROPOSALS (RFP) NO. 2016-D-03 REGIONAL BUS AND FERRY PASSENGER SURVEY

1.

PROPOSAL REQUEST The Golden Gate Bridge, Highway and Transportation District (District) requests Proposals from qualified Consultants to provide design, implementation and analysis services for a Regional Bus and Ferry Passenger Survey. The District seeks a Consultant that is well-versed in the design and implementation of both transit and travel behavior studies, experienced in advising comparable public agencies, and works well with various levels of management.

2.

PROPOSAL TIME LINE Listed below is the Proposal Time Line that outlines pertinent dates of which Proposers should make themselves aware: Tuesday, June 30, 2015 @4:30 p.m. Tuesday, July 7, 2015 Tuesday, July 14, 2015 @4:00 p.m. Week of July 27, 2015 (tentative)

Written requests for modifications or clarifications are due Response to requests for modifications or clarifications Proposals due Proposer interviews, if held

These dates are subject to revision at the District’s discretion. 3.

SUBMITTAL OF PROPOSALS A.

Requests for Modifications or Clarifications of the Proposal Specifications Any requests for modifications or clarifications of the Proposal specifications shall be submitted in writing to the Contracts Office at [email protected] by Tuesday, June 30, 2015, at 4:30 p.m., Pacific Time. Any interpretation, change, or correction of said specifications will be made by Addenda only, duly issued by the Contracts Office no later than Tuesday, July 7, 2015. Proposers should check the District’s website at http://www.goldengate.org and click on Contract Opportunities for any Addenda that may be issued relative to this RFP. RFP 1

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Copies of such Addenda will be mailed or otherwise furnished to each firm receiving a set of specifications. All oral modifications of these conditions or specifications are void and ineffective. The District reserves the right to reject any Proposal that contains unauthorized conditions or exceptions. B.

Proposal Due Date Proposers are requested to submit one (1) original, six (6) hard copies, and one (1) CD, flash drive or thumb drive, containing an electronic PDF copy, of the Proposal to the District. In case of any discrepancies, the original will be considered by the District in evaluating the Proposal, and the electronic version is provided for the District's administrative convenience only. Proposals should be submitted in a sealed envelope marked, “REQUEST FOR PROPOSALS (RFP) NO. 2016-D-03, REGIONAL BUS AND FERRY PASSENGER SURVEY,” and plainly endorsed with Proposer’s name and address. Proposals shall be sent or delivered to the following address: Mail To: Golden Gate Bridge, Highway and Transportation District P.O. Box 9000, Presidio Station San Francisco, CA 94129-0601 Attention: Amorette M. Ko-Wong, Secretary of the District Hand Deliver To: Golden Gate Bridge, Highway and Transportation District Administration Building Golden Gate Bridge Toll Plaza San Francisco, CA Attention: Amorette M. Ko-Wong, Secretary of the District Proposals must be received no later than Tuesday, July 14, 2015, by 4:00 p.m., Pacific Time. Proposals received after the time and date specified will not be considered. The District is not responsible for deliveries delayed for any reason. The time received in the Office of the Secretary of the Distict shall determine the official time received. Submission of a Proposal shall constitute a firm offer to the District for one hundred twenty (120) calendar days from the submission deadline for Proposals. Each Proposal Form must be signed by one or more individuals with authority to bind the Proposer to the Proposal. All Proposals without the appropriate signature(s) may be deemed non-responsive and may result in the rejection of the Proposal. District staff will review all Proposals received and several finalists may be selected. These finalists may be invited to an oral interview. Please reserve the week of July 27, 2015, as the tentative week planned for finalist interviews, RFP 2

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should interviews be conducted. It is requested that the attendees be restricted to those individuals who will have direct involvement with the proposed services. C.

Proposal Forms and Sample Documents The following documents are included in this Request for Proposals (RFP). Attachments A, B, D and F-H must be completed and submitted with the Proposal. Attachment A

Cost Proposal Form

Attachment B

Sample Certificate of Insurance

Attachment C

Sample Professional Services Agreement

Attachment D

Acknowledgment of Addenda

Attachment E

Scope of Services

Attachment F Attachment G

Lobbying Certification Prime Consultant and Subcontractor/Subconsultant/Supplier Report Description of Selection Process of Subcontractors/Subconsultants/Suppliers

Attachment H

4.

DESCRIPTION OF DISTRICT The Golden Gate Bridge, Highway and Transportation District is a California Special District created by the Legislature in 1923 and subject to regulation under the Bridge and Highway District Act, as amended (see California Streets & Highways Code Section 27000 et seq.). The District is governed by a 19-member board composed of members representing the City and County of San Francisco, Marin County, Sonoma County, Napa County, Mendocino County and Del Norte County. The District is based in San Francisco and consists of three operating divisions, Bridge, Bus, and Ferry, as well as an administrative District Division. The District Division has no revenues and all its expenses are allocated to general and administrative expenses in the operating divisions. The District operates and maintains the Golden Gate Bridge and a fleet of buses and ferryboats. Golden Gate Ferry currently operates seven passenger ferries between Larkspur and San Francisco and between Sausalito and San Francisco. An active fleet of approximately 193 buses (approximately 160 of which are used in operating regional service, the remainder being reserved for providing contract service for the Marin County Transit District) operates in Marin, Sonoma, Contra Costa, and San Francisco counties. The District receives funds primarily from Bridge tolls, transit fares and federal, state and local grants. The District operates bus service nearly 24 hours per day, seven days a week, with an emphasis on peak commute service to and from San Francisco. On average, Golden Gate RFP 3

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Transit (GGT) carries 12,100 people per weekday, 5,200 on Saturdays, and 4,300 on Sundays and holidays. Golden Gate Ferry (GGF) operates two regularly scheduled ferry services: from Larkspur Landing to the San Francisco Ferry Terminal and from downtown Sausalito to the San Francisco Ferry Terminal. This service is geared toward commuters on weekdays, with an average of 8,000 passengers per day, and tourists on weekends and holidays, when an average of 4,450 passengers per day use the service. Currently the District operates: • 17 commute bus routes and four commute shuttles connecting Sonoma, Marin, and San Francisco Counties; • 5 basic bus routes, trunk routes operating in the Highway 101 corridor, including 2 routes connecting Marin and Contra Costa Counties; • 2 regularly scheduled ferry routes: Sausalito to San Francisco and Larkspur to San Francisco; • Paratransit service; and • Contract bus service operated on behalf of the Marin County Transit District. This service will not be surveyed as part of the project. 5.

SCOPE OF SERVICES See Attachment E, Scope of Services.

6.

PROPOSAL CONTENT To achieve a uniform review process and obtain the maximum degree of comparability, it is required that Proposals follow the following basic format. The successful Proposer is expected to provide services as outlined in this RFP, and Proposers shall prepare their response to fully address their ability to satisfy these components. Although the District is not specifying a page limit, clarity and conciseness are essential and will be considered during Proposal evaluation. A.

Cover Letter - The signed cover letter should be on company letterhead clearly stating the firm name of the Proposer, business address, telephone and facsimile numbers, and e-mail address. The following information should be provided: • Introduce the firm and summarize its qualifications. • Name(s) of authorized principals with authority to negotiate and contractually bind the firm. • A statement that binds the Proposer to the proposed Scope of Services and Cost Proposal for one hundred twenty (120) calendar days. • Confirm acceptance of or indicate exceptions to the Sample Agreement. See Subsection 9.B.

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• •

B.

Indicate whether there are any conflicts of interest that would limit the Proposer’s ability to provide the requested services. See Section 11. Provide any required disclosures pursuant to the Levine Act. See Section 12.

Approach to Scope of Services – A demonstration of the Proposer's understanding of the proposed Scope of Services (Attachment E) is required as part of the Proposal. With respect to each task and deliverable described in the Scope of Services, including the optional element described in Section 2, discuss your approach and methodology for performing the services. Describe how you would staff each task, the level of effort required for each task, and how your staff would coordinate with and respond to District staff. Propose a timeline for completion of each element of the design and implementation of the project, including options. Proposals must describe separately its approach and methodology for performing the option for recreational market survey, identified in Section 2 of the Scope of Services. The District reserves the right, in its sole discretion, to award a contract that includes the option for recreational market survey.

C.

Proposer’s Qualifications and Experience - The following information should be included in the Proposal: (1)

A brief description of the Proposer’s qualifications for this Scope of Services and previous experience on similar or related work performed for local governmental agencies, including transportation agencies, if any. This description must include a summary of work performed, the period over which the work was completed, for whom it was performed, the location where it was performed, and the size of the Proposer’s effort (i.e., cost and period of time).

(2)

The names of the lead individual and all key personnel who would be directly engaged in the performance of the Scope of Services. For each of these individuals, please submit: (a) A description of their qualifications and background, and number of years of experience in performing regional passenger surveys; (b) A list of references, including a brief description of the nature of the work performed by the individual for each reference; and (c) A description of their experience with public agency clients and transportation agencies, if any.

(3)

Provide contact information for three references for which the Proposer has provided similar services within the past three years. For each client submitted as a reference, Proposer shall supply a brief description of the work performed if not already detailed under Section 6.C(1) above. RFP 5

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D.

State the Size, Structure, and Location(s) of Firm - Provide an organization chart that identifies the proposed client management team. Identify the primary staff person who will oversee the District’s account and a listing of the names and titles of the staff who will support the District’s account and describe the manner in which direction and supervision shall be exercised over the team by the firm’s management and primary staff person.

E.

DBE Documentation Forms. This contract will be assisted by FTA funds. The District’s annual overall Disadvantaged Business Enterprise (DBE) goal for Fiscal Year 15/16 is is 5.9% for FTA-assisted contracts. Consultants are strongly encouraged to obtain DBE participation on this project, although there is no contract-specific DBE goal. Consultants are required to document their activities in the solicitation and selection of subcontractors to ensure that this process is carried out in a nondiscriminatory manner. Documentation must be submitted in the format shown on Attachment G, Prime Consultant and Subcontractor/Subconsultant/Supplier Report, and Attachment H, Description of the Selection Process of Subcontractors/Subconsultants/Suppliers. In addition, please be sure to submit proof of DBE certification for your firm, if applicable, and for any DBE subcontractors/subconsultants/suppliers proposed for this project. Submittals that fail to document the solicitation of DBE participation will not be considered. For DBE questions or assistance, contact Artemise Davenport, DBE Program Analyst, at (415) 257-4581.

F.

Financial Stability - Provide pertinent information to allow the District to reasonably formulate a determination about the financial stability and strength of the Proposer such as financial references, financial statements, or other relevant documentation. Describe any administrative proceedings, claims lawsuits, settlements, or other exposures pending against the Proposer.

G.

Acknowledgement of Addenda (Attachment D), if applicable

H.

Certificate of Insurance - Provide a completed sample Certificate of Insurance (Attachment B) evidencing the coverage types and the minimum limits required as described in Section 12 of the Professional Services Agreement (Attachment C). The District requires this information to facilitate completing contract formalities in a timely manner, if an award is made.

I.

Cost Proposal – The Proposer shall submit a cost proposal, attached herewith as Attachment A, based on a not-to-exceed Total Proposal Price, inclusive of all expenses, which is the sum of the total not-to-exceed prices for performing all tasks identified in Section 1, Regional Bus and Ferry Rider Survey and Section 2, Option for Recreational Market Survey. The Cost Proposal form shall also include a separate total not-to-exceed price for performing the tasks identified in RFP 6

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Section 1 and the optional Section 2. Additionally, a separate document must be attached that outlines the employees’ names, titles and unburdened hourly rates, and a cost breakdown for each Sections 1 and 2 of the Scope of Services to specify the cost associated with performing each task outlined in the Scope of Services. The hourly rates or unit prices quoted shall hold firm for the duration of this Agreement. The District will evaluate the Cost Proposal on the basis of the Total Proposal Price. J. 7.

Lobbying Certification (Attachment F)

WITHDRAWAL OF PROPOSAL Submission of a Proposal shall constitute a firm offer to the District for one hundred twenty (120) calendar days from the submission deadline for Proposals. A Proposer may withdraw its Proposal anytime before the date and time when Proposals are due, without prejudice, by submitting a written request for its withdrawal to the Contracts Office at [email protected] A telephone request is not acceptable.

8.

SELECTION CRITERIA The District intends to award a Contract to the most qualified, responsible firm submitting a responsive Proposal. Ranking will be based on a maximum of 100 points, weighted as indicated below. In determining the number of points a Proposal will receive in each category, the District will consider the Proposal material submitted, oral interviews (if applicable), additional information requested by the District, client references and any other relevant information about a given Proposer. The following criteria will be used by the District’s Evaluation Committee in the evaluation of the Proposals: A.

Proposal Understanding and Approach to the Scope of Services 0 - 35 Points Proposals will be evaluated to ensure that the Proposer has demonstrated an understanding of each of the following elements: (1) (2)

Knowledge of regional passenger survey as it relates to the District’s needs. Approach to the Scope of Services.

The Proposer’s overall approach to achieving the project purpose will be assessed for its effectiveness, feasibility, responsiveness to the Scope of Services, and thoroughness.

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B.

Proposer’s Qualifications and Experience

0 - 40 Points

The capabilities of each responding Proposer will be evaluated in these specific areas: (1) (2) (3)

(4) (5) C.

Experience in providing the specified services for similar operations and/or entities; The Proposer’s past regional passenger survey experience and performance on comparable government engagements, if any; Experience and qualifications of staff assigned to the account, including the proposed staff committed to the project (identified by name), the quality of such staff, and the proper balance of relevant skills; Work performed for recent clients and references; and Financial stability of the firm.

Cost Proposal

0 - 25 Points

This portion of the proposal will be evaluated based on the total not-to-exceed cost as submitted by the Proposer on Attachment A, Cost Proposal Form, which includes the optional recreational market survey. A Proposer’s failure to submit a completed Cost Proposal may result in the District’s determination that the proposal is non-responsive. The District may reject any Proposal in which the technical approach, qualifications, or costs are not deemed to be within an acceptable or competitive range. The District may seek clarifications or additional information from any or all Proposers regarding their Proposals and may request modified Proposals or best and final offers. Following the initial review and screening of the written Proposals, using the Selection Criteria described above, one or more companies may be invited to participate in the final selection process, which may include: A. B. C. D.

Participation in an oral interview. Submission of any additional information as requested by the District. Checking references of firm and key personnel. Checking the firm’s financial stability.

Upon completion of the final selection process, the District will rank each firm in the competitive range in accordance with the Selection Criteria above. The District may accept the highest-ranked Proposal or negotiate the terms and conditions of the Contract with the highest-ranked firm. If negotiations are unsuccessful, the District will terminate the negotiations with that firm and may open negotiations with the next highest-ranked firm. If negotiations with this firm are also not successful, the District may repeat the negotiations process with the

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next-highest-ranked firms, or, at its sole discretion, the District may reject all remaining Proposals. The District reserves the right to conduct pre-award negotiations with any or all Proposers, and the right to award the Contract without negotiations. The District reserves the right to award the Contract without conducting interviews. This RFP does not commit the District to awarding a Contract. Proposers shall bear all costs incurred in the preparation of the Proposal and participating in the Proposal process. The District reserves the right in its sole discretion to accept the Proposal it considers most favorable to the District's interest and the right to waive minor irregularities. The District further reserves the right to reject all Proposals and seek new Proposals when such procedure is reasonable and in the best interest of the District. 9.

CONTRACT AWARD A.

Recommendation for Contract Award The Evaluation Committee shall make a recommendation to the District Board of Directors. If an award of Contract is made, the District Board of Directors reserves the right to award the Contract to the responsive and responsible Proposer that it deems offers the most advantageous Proposal to the District and best meets the requirements of the District, including technical approach, qualifications, and cost.

B.

Form of Professional Services Agreement The firm selected by the District to perform the services outlined in this RFP will be required to execute a Professional Services Agreement, a sample of which is attached as Attachment C. If a Proposer desires any modifications to the agreement, they must be submitted for consideration with the Proposal. Otherwise, the Proposer will be deemed to have accepted the form of Agreement without modification. Attention is directed in particular, to the Indemnification and Insurance requirements set forth in Sections 11 and 12 of the Agreement, Exhibit C.

C.

Time for Execution of Contract The Proposer to whom award is made shall execute the Professional Services Agreement with the District within fifteen (15) calendar days after receiving it for execution. If the Proposer to whom award is made fails to enter into the Contract as provided, the award may be annulled and an award may, at the discretion of the District Board of Directors, be made to the Proposer whose Proposal is the next most acceptable in the opinion of the District Board of Directors. Such Proposer shall RFP 9

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fulfill every stipulation of the RFP as if it were the party to whom the first award was made. D.

Manner of Execution of Contract If the Proposer is an individual, the Contract shall be executed by the individual personally. If the Proposer is a co-partnership, it is desirable that the Contract be executed by all of the partners, but it may be executed by one (1) of them. If the Proposer is a corporation, this Agreement must be executed by two corporate officers, consisting of: (1) the president, vice president or chair of the board; and (2) the secretary, assistant secretary, chief financial officer or assistant treasurer. In the alternative, this Agreement may be executed by a single officer or a person other than an officer provided that evidence satisfactory to the District is provided demonstrating that such individual is authorized to bind the corporation (e.g. a copy of a certified resolution from the corporation’s board or a copy of the corporation’s bylaws). If the Proposer is a joint venture, the Agreement must be executed on behalf of each participating firm by officers or other authorized individuals. If the Proposer is an LLC, the Agreement must be executed by an officer or member who is authorized to bind the LLC.

E.

Documents Deemed Part of Contract The RFP, including all attachments, RFP Addenda, if any, the Consultant’s Proposal as accepted by the District, and approved Contract amendments, will be deemed a part of the Contract and will constitute the Contract Documents. The Contract Documents shall include the documents listed below, in the following order of precedence: (1) (2) (3) (4) (5)

10.

Contract Amendments Professional Services Agreement Addenda (if any) to RFP RFP Consultant's Proposal, as accepted by the District

PROTEST PROCEDURES The District maintains written procedures that must be followed for all Proposal protests. Protests based upon restrictive requirements or alleged improprieties in the RFP procedure shall be filed in writing with the Secretary of the District at [email protected] at least five (5) calendar days prior to Proposal opening. The protest must clearly specify in writing the grounds and evidence on which the protest is based. Protests based upon the District staff’s recommendation for award of the Contract shall be submitted in writing to the Secretary of the District within forty-eight (48) hours of

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receipt of notice of staff recommendation of award. The protest must clearly specify in writing the grounds and evidence on which the protest is based. Because this contract is federally funded, the District’s final determination of protests may also be appealed to the FTA in accordance with the procedures set forth in FTA Circular 4220.1F, as may be periodically updated. FTA’s review will be limited to protests alleging that the District failed to have or follow its written protest procedures, failed to review a complaint or protest, or violated a federal law or regulation. The protest must be received by the FTA within five working days of the date the protester learned or should have learned of an adverse decision by the District. Copies of the complete Proposal Protest Procedures are available at the Office of the Secretary of the District, Administration Building, Golden Gate Bridge Toll Plaza, San Francisco, California. Failure to comply with any of the requirements set forth in the District’s written Proposal Protest Procedures may result in rejection of the protest. 11.

CONFLICT OF INTEREST By submitting a Proposal, the Proposer represents and warrants that no director, officer or employee of the District is in any manner interested directly or indirectly in the Proposal or in the Contract which may be made under it or in any expected profits to arise there from, as set forth in Article 4, Division 4, Title I (commencing with Sec. 1090) of the Government Code of the State of California. The Proposer warrants and represents that it presently has no interest and agrees that it will not acquire any interest which would present a conflict of interest under California Government Code Sections 1090 et seq. or Sections 87100 et seq. during the performance of services under this Agreement. The Proposer further covenants that it will not knowingly employ any person having such an interest in the performance of this Agreement. Violation of this provision may result in this Agreement being deemed void and unenforceable. Depending on the nature of the work performed, the Proposer may be required to publicly disclose financial interests under the District’s Conflict of Interest Code. The Proposer agrees to promptly submit a Statement of Economic Interest on the form provided by the District upon receipt. No person previously in the position of director, officer, employee or agent of the District may act as an agent or attorney for, or otherwise represent, the Proposer by making any formal or informal appearance, or any oral or written communication, before the District, or any officer or employee of the District, for a period of twelve (12) months after leaving office or employment with the District if the appearance or communication is made for the purpose of influencing any action involving the issuance, amendment, awards or revocation of a permit, license, grant or Contract.

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The Proposer warrants that it has no organizational conflicts of interest at this time. Alternatively, the Proposer must disclose all known organizational conflicts of interest. An organizational conflict of interest occurs when, due to other activities, relationships, or contracts, a firm or person is unable, or potentially unable, to render impartial assistance or advice to the District; a firm or person’s objectivity in performing the contract work is or might be impaired; or a firm or person has an unfair competitive advantage in proposing for award of a contract as a result of information gained in performance of this or some other agreement. See Sample Agreement for additional conflict of interest provisions that will be in effect during the Contract term. 12.

LEVINE ACT The Levine Act (Government Code 84308) is part of the Fair Political Practices Act that applies to elected officials who serve on appointed Boards such as the District. The Levine Act prohibits any District Board Member from participating in or influencing the decision on awarding a Contract with the District to anyone who has contributed $250.00 or more to the Board Member within the previous twelve months. The Levine Act also requires a member of the District Board who has received such a contribution to disclose the contribution on the record of the proceeding. In addition, District Board Members are prohibited from soliciting or accepting a contribution from a party applying for a Contract while the matter of awarding the Contract is pending before the District or for three months following the date a final decision concerning the Contract has been made. Proposers must disclose on the record any contribution of $250.00 or more that they have made to a District Board Member within the twelve-month period preceding submission of its Proposal. This duty applies to the Proposer, any member of its team, any agents for the Proposer or other team members and to the major shareholders of any closed corporation that is part of the Proposer’s team. If the Proposer has made a contribution that needs to be disclosed, the Proposer must include this information with its Proposal.

13.

CONFIDENTIALITY The California Public Records Act (Cal. Govt. Code Sections 6250 et seq.) mandates public access to government records. Therefore, unless the information is exempt from disclosure by law, the content of any request for explanation, exception or substitution, response to these specifications, protest or any other written communication between the District and the Proposer shall be available to the public. If the Proposer believes any communication contains trade secrets or other proprietary information that the Proposer believes would cause substantial injury to the Proposer’s competitive position if disclosed, the Proposer shall request that the District withhold from disclosure the proprietary information by marking each page containing such proprietary information as confidential. Proposer may not designate its entire Proposal as confidential. Additionally, Proposer may not designate Proposal Forms as confidential. RFP 12

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If the Proposer requests that the District withhold from disclosure information identified as confidential, and the District complies with the Proposer’s request, the Proposer shall assume all responsibility for any challenges resulting from the non-disclosure, indemnify and hold harmless the District from and against all damages (including but not limited to attorneys’ fees that may be awarded to the party requesting the Proposer information), and pay any and all cost and expenses related to the withholding of the Proposer information. The Proposer shall not make a claim, sue or maintain any legal action against the District or its directors, officers, employees or agents in connection with the withholding from disclosure of Proposer information. If the Proposer does not request that the District withhold from disclosure information identified as confidential, the District shall have no obligation to withhold the information from disclosure and may release the information sought without liability to the District. 14.

EX PARTE COMMUNICATION Proposers and Proposers’ representatives may not communicate orally with an officer, director, employee, or agent of the District, with the exception of the Procurement staff, Secretary of the District or DBE Program Analyst regarding this RFP until after a Notice to Proceed has been issued by the District. Proposers and their representatives are not prohibited, however, from making oral statements or presentations in public to one or more representatives of the District during a public meeting. In the context of this RFP, an “ex parte communication” is any communication regarding this RFP between a Proposer (or the Proposer’s representative) and the District’s General Manager, Board Member, officer, employee or consultant, regardless of who initiates the communication, other than as part of the procurement process specified herein, before the District issues a Notice to Proceed, unless it is in writing and available for disclosure to the general public.

15.

WAIVER By submitting a Proposal, the Proposer represents and warrants that it has sufficiently informed itself in all matters affecting the performance of the work or the furnishing of the labor, supplies, material, or equipment called for in the Contract Documents; that Proposer has checked its Proposal for errors and omissions; that the prices stated in its Proposal are correct and as intended by it and are a complete and correct statement of its prices for performing the work or furnishing the labor, supplies, materials, or equipment required by the Contract Documents. The Proposer waives any claim against the District for costs incurred in preparing a Proposal and responding to this RFP.

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16.

FEDERAL REQUIREMENTS This Contract is subject to financial assistance from the U.S. Department of Transportation, Federal Transit Administration. The following provisions therefore apply. A.

The Fly America Requirements. The Consultant agrees to comply 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, which provide that 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 Consultant 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 Consultant agrees to include the requirements of this section in all subcontracts that may involve international air transportation.

B.

Energy Conservation. The Consultant agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Federal Energy Policy and Conservation Act, 49 U.S.C. §§ 6321 et seq.

C.

Clean Water and Air Requirements. The Consultant 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., and the Clean Air Act, as amended, 42 U.S.C. §§ 7401 et seq. The Consultant agrees to report each violation to the District and understands and agrees that the District will, in turn, report each violation as required to assure notification to the FTA and the appropriate EPA regional office. The Consultant also agrees to include these requirements in each subcontract exceeding $100,000 financed in part or in whole with federal assistance provided by the FTA.

D.

Recycled Products. The Consultant will comply with Section 6002 of the Resource Conservation and Recovery Act, 42 USC § 6962, as may be amended, including but not limited to the provisions of 40 CFR Part 247 and Executive Order 12873 as they apply to the procurement of recycled goods, specifically, those items enumerated in 40 CFR Part 247, Subpart B. The Consultant shall include this requirement in any subcontract under this Contract valued at over $10,000.

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Golden Gate Bridge, Highway and Transportation District RFP No. 2016-D-03, Regional Bus and Ferry Passenger Survey

E.

Lobbying. The Consultant shall file the certification required by 49 CFR part 20, “New Restrictions on Lobbying.” The Consultant shall certify that it will not and has not used Federally 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 U.S.C. § 1352. The Consultant 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 shall be forwarded to the District. The Consultant shall ensure that all of its subcontractors under this Contract shall certify the same. Prior to execution of this Agreement, the Consultant shall submit the “Certification for Federal Aid Contracts,” included in the Contract Documents. The District is responsible for keeping the certification of the Consultant, who is in turn responsible for keeping the certification forms of subcontractors.

F.

Certification Regarding Debarment and Suspension. This Contract is a covered transaction for purposes of 49 CFR Part 29. As such, the Consultant is required to verify that none of the consultant, 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 Consultant 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 submitting a proposal, the Consultant certifies as follows: “The certification in this clause is a material representation of fact relied upon by the District. If it is later determined that the Consultant knowingly rendered an erroneous certification, in addition to remedies available to the District, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The Consultant agrees to comply with the requirements of 49 CFR 29, Subpart C throughout the period of the Contract. The Consultant further agrees to include a provision requiring such compliance in its lower tier covered transactions.”

G.

Access to Records and Reports. The Consultant shall provide all authorized representatives of the District, the FTA, and the Comptroller General of the United States access to any books, documents, papers and records of the Consultant which are directly pertinent to this Contract for the purposes of making audits, copies, examinations, excerpts and transcriptions. The Consultant also 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 RFP 15

Golden Gate Bridge, Highway and Transportation District RFP No. 2016-D-03, Regional Bus and Ferry Passenger Survey

performance of this Contract, in which case, the Consultant agrees to maintain the same until the District, the FTA, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. H.

Federal Changes. The Consultant 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 agreement (Form FTA MA (21) dated October, 2014) between the District and the FTA, as they may be amended or promulgated from time to time during the term of this Contract. The Consultant's failure to comply shall constitute a material breach of this Contract.

I.

No Government Obligation to Third Parties (1) The District and the Consultant 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 District, the Consultant, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. (2) The Consultant agrees to include the above clause in each subcontract financed in whole or in part with federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions.

J.

Program Fraud and False or Fraudulent Statements and Related Acts (1) The Consultant acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. § 3801 et seq. and U.S. DOT 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 Consultant 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 other penalties that may be applicable, the Consultant 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 Consultant to the extent the Federal Government deems appropriate. (2) The Consultant 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 RFP 16

Golden Gate Bridge, Highway and Transportation District RFP No. 2016-D-03, Regional Bus and Ferry Passenger Survey

financed in whole or in part with federal assistance originally awarded by 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 Consultant, to the extent the Federal Government deems appropriate. (3) The Consultant agrees to include the above two clauses in each subcontract financed in whole or in part with federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. K.

Privacy Act The following requirements apply to the Consultant and any of its employees that may administer any system of records on behalf of the Federal Government under any Contract: (1)

The Consultant agrees to comply with, and assures the compliance of its employees with, the information restrictions and other applicable requirements of the Privacy Act of 1974, U.S.C. §552(a). Among other things, the Consultant agrees to obtain the express consent of the Federal Government before the Consultant or its employees operate a system of records on behalf of the Federal Government. The Consultant understands that the requirements of the Privacy Act, including the civil and criminal penalties for violation of that Act, apply to those individuals involved, and that failure to comply with the terms of the Privacy Act may result in termination of the underlying Contract.

(2)

The Consultant also agrees to include these requirements in each subcontract to administer any system of records on behalf of the Federal Government financed in whole or in part with Federal assistance provided by FTA.

L.

Patent Rights. If any invention, improvement, or discovery of the Consultant is conceived or first actually reduced to practice in the course of or under this Agreement, which invention, improvement, or discovery may be patentable under the Patent Laws of the United States or any foreign country, the Consultant shall immediately notify the District and provide a detailed report. The rights and responsibilities of the District, the Consultant and the federal government with respect to such invention will be determined in accordance with applicable federal laws, regulations, policies and any waivers thereof.

M.

Civil Rights Requirements (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 RFP 17

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with Disabilities Act of 1990, 42 U.S.C. § 12132, and federal transit law at 49 U.S.C. § 5332, the Consultant 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 Consultant 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 Consultant 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 Consultant 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 Consultant 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 Consultant agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Consultant 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 Consultant 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

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disabilities. In addition, the Consultant agrees to comply with any implementing requirements FTA may issue. (3)

N.

The Consultant 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.

Diversity Program for Contracts. The District, a recipient of federal financial assistance from the Federal Transit Administration (FTA), and the Federal Highway Administration (FHWA), is committed to and has adopted a Diversity Program for Contracts in accordance with Federal Regulation 49 CFR, Part 26, issued by the U.S. Department of Transportation (U.S. DOT). It is the policy of the District to ensure nondiscrimination in the award and administration of all Contracts and to create a level playing field on which DBEs can compete fairly for Contracts and subcontracts relating to the District’s construction, procurement and professional services activities. To this end, the District has developed procedures to remove barriers to DBE participation in the bidding and award process and to assist DBEs to develop and compete successfully outside the DBE Program. In connection with the performance of this Contract, the Consultant will cooperate with the District in meeting these commitments and objectives. The District reserves the right to require that the Consultant provide additional DBE information. Pursuant to 49 CFR §26.13 and as a material term of any agreement with the District, the Consultant hereby makes the following assurance and agrees to include this assurance in any agreements it makes with subconsultants in the performance of this Contract. The Consultant or Subconsultant shall not discriminate on the basis of race, color, national origin or sex in the performance of this Contract. The Consultant shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of U.S. DOTassisted contracts. Further, the Consultant agrees to comply with all provisions prohibiting discrimination on the basis of race, color, or national origin of Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. §§ 2000d et seq., and with U.S. DOT regulations, "Nondiscrimination in Federally-Assisted Programs of the Department of Transportation – Effectuation of Title VI of the Civil Rights Act," 49 C.F.R. Part 21. The Consultant shall obtain the same assurances from its joint venture partners, subcontractors, and subconsultants by including this assurance in all subcontracts entered into under this Contract. Failure by the Consultant 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 District deems appropriate, which may include, but is not limited to withholding monthly progress payments, assessing

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sanctions, liquidated damages, and/or disqualifying the contractor from future bidding as non-responsible. By submitting a Proposal, the Consultant is deemed to have made the foregoing assurance and to be bound by its terms. For DBE questions or assistance, contact Artemise Davenport, DBE Program Analyst, at (415) 257-4581. O.

Incorporation of Federal Transit Administration (FTA) Terms. The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding Contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1F, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Consultant shall not perform any act, fail to perform any act, or refuse to comply with any District requests which would cause the District to be in violation of the FTA terms and conditions.

ATTACHMENTS: Attachment A: Cost Proposal Form Attachment B: Sample Certificate of Insurance Attachment C: Sample Professional Services Agreement Attachment D: Acknowledgment of Addenda Attachment E: Scope of Services Attachment F: Lobbying Certification Attachment G: Prime Consultant and Subcontractor/Subconsultant/Supplier Report Attachment H: Description of Selection Process of Subcontractors/ Subconsultants/Suppliers

RFP 20

ATTACHMENT A COST PROPOSAL FORM

GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT RFP NO. 2016-D-03 REGIONAL BUS AND FERRY PASSENGER SURVEY COST PROPOSAL FORM TO:

GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT SAN FRANCISCO, CALIFORNIA

Pursuant to the Notice Inviting Proposals, the undersigned Proposer herewith submits a Proposal on the Proposal Form or Forms attached hereto and made a part hereof, and binds itself on award by the Golden Gate Bridge, Highway and Transportation District under this Proposal to execute a Contract in accordance with its Proposal, the Proposal Documents, and the award. The attached Notice Inviting Proposals and Addenda, if any, are made a part of this Proposal and all provisions thereof are accepted, and all representations and warranties required thereby are hereby affirmed. THE PROPOSAL BELOW INCLUDES ANY AND ALL LABOR, MATERIALS, APPLICABLE TAXES, INSURANCE, SUBCONTRACTOR COSTS, TRAVEL EXPENSES, TELEPHONE COSTS, COPYING COSTS, PROFIT, ADMINISTRATIVE AND OVERHEAD FEES, AND ALL OTHER COSTS NECESSARY FOR THE PERFORMANCE OF ALL THE SERVICES CALLED FOR UNDER THE FOLLOWING CONTRACT.

ITEM

PROPOSED FEE

DESCRIPTION

1

All Base Tasks Under Section 1: Regional Bus and Ferry Rider Survey

$

2

All Optional Tasks Under Section 2: Option for Recreational Market Survey GRAND TOTAL, NOT-TOEXCEED, PROPOSED PRICE (Add Items 1 and 2)

$

$

Attach as separate document(s) a list of expenses; employees’ names, titles and unburdened hourly rates; and a cost breakdown by Section and Task for the work included in this Proposal for both Sections 1 and 2 of the Scope of Services.

The Cost Proposal Form must be signed on the next page (page CPF 2). Proposals submitted in any other form will be considered non-responsive and may be rejected.

CPF 1

NAME UNDER WHICH BUSINESS IS CONDUCTED



Check here if entity is a Disadvantaged Business Enterprise and include a copy of the firm’s DBE Certification with Bid/Proposal.

CONTACT INFORMATION OF PERSON AUTHORIZED TO EXECUTE CONTRACT Name: Business Address: City/State/Zip: Telephone Number:

Facsimile Number:

E-Mail Address:

MANDATORY SIGNATURE(S) IF SOLE OWNER, sign here: I sign as sole owner of the business named above.

IF PARTNERSHIP, one or more partners sign here: The undersigned certify that we are partners in the business named above and that we sign this Contract Proposal with full authority to do so.

IF CORPORATION OR LLC, sign here*: The undersigned certify that they sign this Contract Proposal with full and proper authorization to do so. Entity Name: By:

Title:

By:

Title:

Incorporated under the laws of the State * If the Proposer is a corporation, this Cost Proposal Form must be executed by two corporate officers, consisting of: (1) the president, vice president or chair of the board; and (2) the secretary, assistant secretary, chief financial officer or assistant treasurer. In the alternative, this Cost Proposal Form may be executed by a single officer or a person other than an officer provided that evidence satisfactory to the District is provided demonstrating that such individual is authorized to bind the corporation or LLC (e.g. a copy of a certified resolution from the corporation’s board or LLC’s board or a copy of the corporation’s bylaws or LLC’s operating agreement.)

CPF 2

IF JOINT VENTURE, officers of each participating firm sign here: The undersigned certify that they sign this Contract Proposal with full and proper authorization to do so. Joint Venture Name: By:

Title:

By:

Title:

DOCUMENTS TO ACCOMPANY COST PROPOSAL: Items 6 A-J of the Request for Proposal Documents must accompany the Cost Proposal for a Proposal to be deemed responsive.

CPF 3

ATTACHMENT B SAMPLE CERTIFICATE OF INSURANCE

Sample Certificate of Insurance

Aida Caputo, Contracts Officer Golden Gate Bridge, Highway & Transportation District P.O. Box 9000, Presidio Station San Francisco, CA 94129-0601

CI 1

ATTACHMENT C SAMPLE PROFESSIONAL SERVICES AGREEMENT

SAMPLE PROFESSIONAL SERVICES AGREEMENT PROFESSIONAL SERVICES AGREEMENT RELATIVE TO REQUEST FOR PROPOSALS (RFP) NO. 2016-D-03, REGIONAL BUS AND FERRY PASSENGER SURVEY

THIS AGREEMENT is made as of the ________ day of ____________________, 2015, by and between the GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT (hereinafter referred to as “District”) and ____________________________________ (hereinafter referred to as “Consultant”). WHEREAS, the District desires to obtain professional services in connection with regional passenger survey relative to Request for Proposals (RFP) No. 2016-D-03, Regional Bus and Ferry Passenger Survey; and WHEREAS, the District has issued an RFP dated ________________, 2015, a copy of which is attached and incorporated as Exhibit A; and WHEREAS, the Consultant desires to provide such services and has represented that it is experienced and qualified to perform such services. It has submitted a written proposal, dated ______________________, 2015, a copy of which is attached and incorporated as Exhibit B. WHEREAS, on ___________________, 2015, the District’s Board of Directors authorized award of the Agreement to the Consultant. NOW, THEREFORE, THE PARTIES AGREE AS FOLLOWS: 1.

RENDITION OF SERVICES The Consultant agrees to provide professional services to the District in accordance with the terms and conditions of this Agreement. In the performance of its work, the Consultant represents that it (1) has and will exercise the degree of professional care, skill, efficiency, and judgment of consultants with special expertise in providing such services; (2) carries all applicable licenses, certificates, and registrations in current and good standing that may be required to perform the work; and (3) will retain all such licenses, certificates, and registrations in active status throughout the duration of this engagement.

2.

SCOPE OF SERVICES The scope of the Consultant’s services shall consist of the services set forth in Exhibit A, as supplemented by Exhibit B, except when inconsistent with Exhibit A.

3.

SCHEDULE AND TIME OF COMPLETION The Consultant shall commence work upon the District’s issuance of a written notice to proceed and, unless the Agreement is terminated sooner pursuant to Section 19, shall complete all work within __________________ (_______) calendar days thereafter. All on-board survey assignments must be completed by Friday, November 13, 2015. SA 1

4.

KEY PERSONNEL It is understood and agreed by the parties that at all times during the term of this Agreement that ___________________ shall serve as the primary staff person of the Consultant to undertake, render and oversee all of the services under this Agreement. Upon written notice by the Consultant and approval by the District, which will not be unreasonably withheld, the Consultant may substitute this person with another person, who shall possess similar qualifications and experience for this position.

5.

COMPENSATION The Consultant agrees to perform all of the tasks under Section 1: Regional Bus and Ferry Rider Survey, for a total all inclusive not-to-exceed fee of _________________________________________ ($__________), in accordance with Exhibits A and B. The total all inclusive sum shall include labor, materials, taxes, insurance, subcontractor costs, travel expenses, telephone costs, copying costs, profit, administrative and overhead fees, and all other costs and expenses incurred by the Consultant. In the event the District exercises its option for the Consultant to perform all of the tasks under Section 2: Option for Recreational Market Survey, the total all inclusive not-to-exceed fee for performance of both Sections 1 and 2 will be $__________________. The hourly rate by personnel category shall be as set forth in Exhibit B and shall remain firm for the entire length of the Agreement. The District will pay the Consultant in accordance with Section 13.

6.

NOTICES All communications relating to the day-to-day activities of the project shall be exchanged between the District’s ____________________ and the Consultant’s ____________________. All other notices and communications regarding interpretation of the terms of this Agreement and changes thereto shall be given to the other party in writing and may be given by personal delivery to a representative of the parties or by mailing the same postage prepaid, addressed as follows: If to the District:

Golden Gate Bridge, Highway and Transportation District Administration Building Golden Gate Bridge Toll Plaza P.O. Box 9000, Presidio Station San Francisco, CA 94129-0601 Attention: Aida Caputo, Contracts Officer

If to the Consultant:

____________________________ ____________________________ ____________________________ Attention: ___________________

The address to which mailings may be made may be changed from time to time by notice mailed as described above. Any notice given by mail shall be deemed given on the day after that on which it is deposited in the United States Mail as provided above.

SA 2

7.

OWNERSHIP OF WORK All reports, designs, drawings, plans, photographic images, video and sound recording, specifications, analyses, charts, tables, schedules and all other materials prepared, or in the process of being prepared, for the services to be performed by the Consultant shall be and are the property of the District. The District shall be entitled access to and copies of these materials during the progress of the work. Any such materials remaining in the hands of the Consultant or in the hands of any subcontractor upon completion or termination of the work shall be immediately delivered to the District. If any materials are lost, damaged or destroyed before final delivery to the District, the Consultant shall replace them at its own expense, and the Consultant assumes all risks of loss, damage or destruction of or to such materials. The Consultant may retain a copy of all material produced under this Agreement for its use in its general business activities. Any and all rights, title, and interest (including without limitation. patent rights, copyright and any other intellectual-property or proprietary right) to materials prepared under this Agreement are hereby assigned to the District. The Consultant agrees to execute any additional documents which may be necessary to evidence such assignment. The Consultant represents and warrants that all materials prepared under this Agreement are original or developed from materials in the public domain (or both) and that all materials prepared under and services provided under this Agreement do not infringe or violate any copyright, trademark, patent, trade secret, or other intellectual-property or proprietary right of any third party.

8.

CONFIDENTIALITY Any District materials to which the Consultant has access or materials prepared by the Consultant during the course of this Agreement ("confidential information") shall be held in confidence by the Consultant, who shall exercise all reasonable precautions to prevent the disclosure of confidential information to anyone except the officers, employees and agents of the Consultant as necessary to accomplish the rendition of services set forth in Section 2 of this Agreement. The Consultant, its employees, subcontractors, and agents shall not release any reports, information or other materials prepared in connection with this Agreement, whether deemed confidential or not, to any third party without the approval of the District.

9.

USE OF SUBCONTRACTORS The Consultant shall not subcontract any services to be performed by it under this Agreement without the prior written approval of the District, except for service firms engaged in drawing, reproduction, typing, and printing. Any subcontractors must be engaged under written contract with the Consultant with provisions allowing the Consultant to comply with all requirements of this Agreement, including without limitation the “Ownership of Work” provisions in Section 7. The Consultant shall be solely responsible for reimbursing any subcontractors, and the District shall have no obligation to them.

SA 3

10.

CHANGES The District may, at any time, by written order, make changes within the scope of work and services described in this Agreement. If such changes cause an increase in the budgeted cost of or the time required for performance of the agreed upon work, an equitable adjustment as mutually agreed shall be made in the limit on compensation as set forth in Section 5 or in the time of required performance as set forth in Section 3, or both. In the event that the Consultant encounters any unanticipated conditions or contingencies that may affect the scope of work or services, schedule, or the amount of compensation specified herein, the Consultant shall so advise the District immediately upon notice of such condition or contingency. The written notice shall explain the circumstances giving rise to the unforeseen condition or contingency and shall set forth the proposed adjustment in schedule or compensation. This notice shall be given to the District prior to the time that the Consultant performs work or services related to any proposed adjustment. The pertinent changes shall be expressed in a written supplement to this Agreement prior to implementation of such changes.

11.

RESPONSIBILITY; INDEMNIFICATION The Consultant shall indemnify, keep and save harmless the District and its directors, officers, agents and employees against any and all suits, claims or actions arising out of any of the following: A. Any injury to persons or property that may occur, or that may be alleged to have occurred, arising from the performance of this Agreement by the Consultant caused by a negligent act or omission or willful misconduct of the Consultant or its employees, subcontractors or agents; or B. Any allegation that materials or services provided by the Consultant under this Agreement infringe or violate any copyright, trademark, patent, trade secret, or any other intellectual-property or proprietary right of any third party. The Consultant further agrees to defend any and all such actions, suits or claims, with counsel acceptable to the District in its sole discretion, and pay all charges of attorneys and all other costs and expenses of defenses as they are incurred. If any judgment is rendered, or settlement reached, against the District, or any of the other individuals enumerated above in any such action, the Consultant shall, at its expense, satisfy and discharge the same. This indemnification shall survive termination or expiration of the Agreement.

12.

INSURANCE A.

Types of Insurance The Consultant shall not commence work until proper evidence of insurance coverage of the types and amounts specified in this section has been provided to the District. The Consultant shall not violate or permit to be violated any conditions or provisions of said policies of insurance, and at all times shall satisfy the requirements of the insurer for the purpose of maintaining said insurance in effect. SA 4

If any claim is made by any third person against the Consultant on account of any incident connected to the Agreement, the Consultant shall promptly report the fact in writing to the District, giving full details of the claim. Any person, firm, or corporation that the Consultant authorizes to work upon the District’s property, including any subcontractor, shall be deemed to be the Consultant’s agent and shall be subject to all applicable terms of this Agreement. Prior to the Consultant’s start of the work or entry onto the District’s property, the Consultant agrees to require its subconsultants to procure and maintain, at the Consultant’s (or its subconsultant(s)’) sole cost and expense (and to prove to the District’s reasonable satisfaction that it remains in effect throughout the performance of the work under this Agreement), the kinds of insurance described below. Such insurance must remain in effect throughout the term of this Agreement and will be at the sole cost and expense of the Consultant (or its subconsultant(s)). 1)

Commercial General Liability Insurance The Consultant shall, at its own expense, procure and maintain Commercial General Liability insurance providing bodily injury and property damage coverage with a combined limit of at least One Million Dollars ($1,000,000) each occurrence and a general aggregate limit of at least Two Million Dollars ($2,000,000). This insurance shall include, but not be limited to, premises and operations, contractual liability covering the indemnity provisions contained in this Agreement, personal injury, products and completed operations, and broad form property damage, and include a Cross Liability endorsement. Said Policy shall protect the Consultant and the District in the same manner as though a separate policy had been issued to each, but nothing in said policy shall operate to increase the insurance company’s liability as set forth in its policy beyond the amount or amounts shown or to which the insurance company would have been liable if only one interest had been named as an insured.

2)

Business Automobile Liability The Consultant shall, at its own cost and expense, procure and maintain Business Automobile Liability insurance providing bodily injury and property damage with a combined single limit of at least One Million Dollars ($1,000,000) per occurrence for all owned, non-owned and hired automobiles. This insurance shall provide contractual liability covering all motor vehicles and mobile equipment to the extent coverage may be excluded from general liability insurance.

3)

Workers’ Compensation and Employers’ Liability Insurance If the Consultant employs any person to perform work in connection with this Agreement, the Consultant shall procure and maintain at all times during the performance of such work Workers’ Compensation Insurance SA 5

in conformance with the laws of the State of California, and federal laws where applicable. Employers’ Liability Insurance shall not be less than One Million Dollars ($1,000,000) for each accident and One Million Dollars ($1,000,000) for each disease, with a policy limit of One Million Dollars ($1,000,000). The policy shall contain a waiver of subrogation in favor of the District and its officers, directors, employees, volunteers, and agents, while acting in such capacity, and their successors and assignees, as they now or as they may hereafter be constituted, singly, jointly, or severally. 4)

Professional Liability Insurance The Consultant shall also maintain Professional Liability Insurance covering the Consultant’s performance under this Agreement with a limit of liability of One Million Dollars ($1,000,000) for any one claim. This insurance shall be applicable to claims arising from the work performed under this Agreement. Prior to commencing work under this Agreement, the Consultant shall furnish to the District a Certificate of Insurance or certified copy of the insurance policy if requested, indicating compliance with the requirements of this paragraph. This certificate or policy shall further stipulate that thirty (30) days’ advance written notice of cancellation, non-renewal or reduction in limits shall be given to the District.

B.

General Insurance Requirements 1)

Acceptable Insurance All policies will be issued by insurers acceptable to the District. This insurance shall be issued by an insurance company or companies authorized to do business in the State of California with minimum “Best’s” rating of B+ and with minimum policyholder surplus of TwentyFive Million Dollars ($25,000,000) or a company acceptable to the District in its sole discretion. All policies shall be issued in a form satisfactory to the General Manager of the District and shall be issued specifically as primary insurance. Workers’ Compensation coverage requirements may be met with the California State Compensation Fund.

2)

Procure and Maintain Insurance The Consultant must, at its own cost and expense, procure and maintain at all times during the performance of this Agreement, all of the required policies specified above. The failure to procure or maintain the required insurance policies and/or an adequately funded self-insurance program acceptable to the District will constitute a material breach of the Agreement.

SA 6

3)

Terms of Policies All insurance specified above shall remain in force until all work to be performed is satisfactorily completed. If the insurance is provided on a claims-made basis, it must remain in force for the entire term of the Agreement and a minimum of three (3) years thereafter.

4)

Self-Insurance Upon evidence of financial capacity satisfactory to the District and Consultant’s agreement to waive subrogation against the District respecting any and all claims that may arise, the Consultant's obligations hereunder may be satisfied in whole or in part by adequately funded self-insurance.

5)

Deductibles and Retentions The Consultant shall be responsible for payment of any deductible or retention on the Consultant’s policies without right of contribution from the District. Deductible and retention provisions shall not contain any restrictions as to how or by whom the deductible or retention is paid. Any deductible or retention provision limiting payment to the Named Insured is unacceptable. In the event that the policy of the Consultant or any subcontractor contains a deductible or self-insured retention, and in the event that the District seeks coverage under such policy as an additional insured, the Consultant shall satisfy such deductible or self-insured retention to the extent of loss covered by such policy for a lawsuit arising from or connected with any alleged act or omission of the Consultant, subcontractor, or any of their officers, directors, employees, agents, or suppliers, even if the Consultant or subcontractor is not a named defendant in the lawsuit.

C.

Evidence of Insurance and Endorsements Prior to commencing work or entering onto the District’s property, the Consultant shall file a Certificate of Insurance with the District evidencing the foregoing coverages, including the following endorsements: 1)

The insurance company(ies) issuing such policy(ies) will provide at least thirty (30) days’ notice to the District of cancellation or non-renewal.

2)

That the policy(ies) is primary insurance and the insurance company(ies) providing such policy(ies) shall be liable thereunder for the full amount of any loss or claim that the Consultant is liable for under this section, up to and including the total limit of liability, without right of contribution from any other insurance maintained or which may be maintained by the District.

SA 7

D.

3)

Such insurance shall include as additional insureds the District, and its respective directors, officers, employees, and agents while acting in such capacity, and their successors or assignees, as they now or as they may hereafter be constituted, singly, jointly, or severally.

4)

The policy must also contain either a Cross Liability endorsement or Severability of Interests Clause and stipulate that inclusion of the District as an additional insured will not in any way affect the District’s rights as respects to any claim, demand, suit or judgment made, brought, or recovered against the Consultant. Said policy shall protect the Consultant and the District in the same manner as though a separate policy had been issued to each, but nothing in said policy shall operate to increase the insurance company’s liability as set forth in its policy beyond the amount or amounts shown or to which the insurance company would have been liable if only one interest had been named as an insured.

Consequence of Lapse Should any required insurance not be procured or lapse during the term of this Agreement, requests for payment originating after such lapse will not be processed until the District receives satisfactory evidence of reinstated coverage as required by the Agreement. If insurance is not reinstated, the District, may, at its sole option, terminate this Agreement effective on the date of such lapse of insurance.

13.

MANNER OF PAYMENT The Consultant shall submit progress billings, at the end of each month. Charges will be based upon services performed during the billing period. The billing statement will describe the charges related to the component work performed, as specified in Exhibit B. The District shall endeavor to pay approved invoices within thirty (30) days of their receipt.

14.

CONSULTANT'S STATUS Neither the Consultant nor any party contracting with the Consultant shall be deemed to be an agent or employee of the District. The Consultant is and shall be an independent Contractor, and the legal relationship of any person performing services for the Consultant shall be one solely between that person and the Consultant.

15.

ASSIGNMENT The Consultant shall not assign any of its rights nor transfer any of its obligations under this Agreement without the prior written consent of the District.

16.

DISTRICT WARRANTIES The District makes no warranties, representations or agreements, either express or implied, beyond such as are explicitly stated in this Agreement.

SA 8

17.

DISTRICT REPRESENTATIVE Except when approval or other action is required to be given or taken by the Board of Directors of the District, the General Manager of the District, or such person or persons as she shall designate in writing from time to time, shall represent and act for the District.

18.

DISPUTE RESOLUTION The District and Consultant agree to attempt in good faith to resolve all disputes informally. If agreed to by both parties, alternate methods of dispute resolution, such as mediation, may be utilized. Unless otherwise directed by the District, the Consultant shall continue performance under this Agreement while matters in dispute are being resolved.

19.

TERMINATION The District shall have the right to terminate this Agreement at any time for cause or for convenience by giving written notice to the Consultant. Upon receipt of such notice, the Consultant shall not commit itself to any further expenditure of time or resources. If the Agreement is terminated for any reason other than a breach or default by the Consultant, the District shall pay to the Consultant in accordance with the provisions of Sections 5 and 13 all sums actually due and owing from the District for all services performed and all expenses incurred up to the day written notice of termination is given, plus any costs reasonably and necessary incurred by the Consultant to effect such termination. If the Agreement is terminated for breach or default, the District shall remit final payment to the Consultant in an amount to cover only those services performed and expenses incurred in full accordance with the terms and conditions of this Agreement up to the effective date of termination. The District shall not in any manner be liable for the Consultant's actual or projected lost profits had the Consultant completed the services required by this Agreement.

20.

MAINTENANCE, AUDIT AND INSPECTION OF RECORDS All Consultant and subconsultant costs incurred in the performance of this Agreement will be subject to audit. The Consultant and its subconsultants shall permit the District or its authorized representatives to inspect, examine, make excerpts from, transcribe, and copy the Consultant’s books, work, documents, papers, materials, payrolls records, accounts, and any and all data relevant to the Agreement at any reasonable time, and to audit and verify statements, invoices or bills submitted by the Consultant pursuant to this Agreement. The Consultant shall also provide such assistance as may be required in the course of such audit. The Consultant shall retain these records and make them available for inspection hereunder for a period of four (4) years after expiration or termination of the Agreement. If, as a result of the audit, it is determined by the District’s auditor or staff that reimbursement of any costs including profit or fee under this Agreement was in excess of that represented and relied upon during price negotiations or represented as a basis for payment, the Consultant agrees to reimburse the District for those costs within sixty (60) days of written notification by the District. SA 9

21.

EQUAL EMPLOYMENT OPPORTUNITY In connection with the performance of this Agreement, the Consultant shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, disability or national origin. The Consultant shall take affirmative actions to ensure that applicants are employed, and that employees are treated during their employment, without regard to their race, religion, color, sex, disability or national origin. Such actions 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 Consultant further agrees to insert a similar provision in all subcontracts, except subcontracts for standard commercial supplies or raw materials.

22.

NON-DISCRIMINATION ASSURANCE The Consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Agreement. The Consultant shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of U.S. DOT-assisted contracts. Further, the Consultant agrees to comply with all provisions prohibiting discrimination on the basis of race, color, or national origin of Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. §§ 2000d et seq., and with U.S. DOT regulations, "Nondiscrimination in Federally-Assisted Programs of the Department of Transportation – Effectuation of Title VI of the Civil Rights Act," 49 C.F.R. Part 21. The Consultant shall obtain the same assurances from its joint venture partners, subcontractors, and subconsultants by including this assurance in all subcontracts entered into under this Agreement. Failure by the Consultant to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the District deems appropriate. During the performance of this Contract, Consultant and its subconsultant shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave. Consultant and subconsultants shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Consultant and subconsultants shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 (a-f) et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Contract by reference and made a part hereof as if set forth in full. Consultant and its subconsultants shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement. Consultant shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Contract.

SA 10

23.

DIVERSITY PROGRAM FOR CONTRACTS The District, recipient of federal financial assistance from the Federal Transit Administration (FTA) and the Federal Highway Administration (FHWA), is committed to and has adopted a Diversity Program for Contracts in accordance with federal regulations 49 CFR Part 26, issued by the U. S. Department of Transportation (U.S. DOT). It is the policy of the District to ensure nondiscrimination in the award and administration of all contracts and to create a level playing field on which Disadvantaged Business Enterprises (DBEs) can compete fairly for contracts and subcontracts relating to the District's construction, procurement and professional services activities. To this end, the District has developed procedures to remove barriers to DBE participation in the bidding and award process and to assist DBEs to develop and compete successfully outside of the DBE Program. In connection with the performance of this contract, the Consultant will cooperate with the District in meeting these commitments and objectives. The District reserves the right to require the Consultant to provide additional DBE information. Pursuant to 49 CFR §26.13, and as a material term of any agreement with the District, the Consultant hereby makes the following assurance and agrees to include this assurance in any agreements it makes with Subconsultants in the performance of this contract: The Consultant shall not discriminate on the basis of race, color, national origin, or sex in the performance of this Agreement. The Consultant shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of U.S. DOT-assisted contracts. Further, the Consultant agrees to comply with all provisions prohibiting discrimination on the basis of race, color, or national origin of Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. §§ 2000d et seq., and with U.S. DOT regulations, "Nondiscrimination in Federally-Assisted Programs of the Department of Transportation – Effectuation of Title VI of the Civil Rights Act," 49 C.F.R. Part 21. The Consultant shall obtain the same assurances from its joint venture partners, subcontractors, and subconsultants by including this assurance in all subcontracts entered into under this Agreement. Failure by the Consultant to carry out these requirements is a material breach of this Agreement, which may result in the termination of this Agreement or such other remedy as the District deems appropriate, which may include, but is not limited to withholding monthly progress payments, assessing sanctions, liquidated damages, and/or disqualifying the contractor from future bidding as nonresponsible.

23.1

DBE Eligibility A small business concern must be certified as a DBE by any recipient of U.S. DOT funds acceptable to the District in accordance with 49 CFR Part 26. It is the Consultant’s responsibility to verify that DBEs are certified.

SA 11

A.

Disadvantaged Business Enterprise. A DBE is a for-profit, small business concern: 1.

That is at least fifty-one percent (51%) owned by one or more individuals who are both socially and economically disadvantaged, or, in the case of a corporation, in which fifty-one percent (51%) of the stock is owned by one or more such individuals; and

2.

Whose management and small business operations are controlled by one or more of the socially and economically disadvantaged individuals who own it.

B.

Small Business Concern. A small business concern shall meet the definition and size standards of an existing small business as required by the Small Business Administration pursuant to 13 CFR Part 121, and the firm's annual average gross receipts for the previous three years cannot exceed $23.98 million.

C.

Socially and Economically Disadvantaged Individuals. There is a rebuttable presumption that socially and economically disadvantaged individuals are persons who are citizens or lawful permanent residents of the United States and who are: Black Americans, Hispanic Americans, Native Americans, Asian-Pacific Americans, Subcontinent-Asian Americans, Women, or a member of any additional group that is designated as socially and economically disadvantaged by the Small Business Administration. Additionally, any individual may demonstrate to the certifying agency by a preponderance of evidence, that s/he is socially and economically disadvantaged on a case-by-case basis. An individual cannot be presumed or determined to be economically disadvantaged if s/he has a personal net worth that exceeds $1.31 Million, excluding the individual's equity in her/his primary residence. Additionally, if an individual is able to accumulate substantial wealth, as defined in 49 CFR 26.67(b)(ii)(A), the individual’s presumption of economic disadvantage can be rebutted.

23.2

DBE Participation Goal A.

Annual and Project Overall Goals for DBE Participation. Annual and project overall goals for DBE participation in District FTA-assisted contracts are established by the District's Board of Directors on a fiscal year basis. These overall goals reflect the availability of ready, willing and able DBEs that would be expected to participate in District contracts absent the effects of discrimination. The overall goals are calculated as a percentage of the total amount of FTA funds that the District expects expend on contracts that will be awarded during the fiscal year or for an entire project. The District intends to meet these overall goals through a combination of measures including, but not limited to, implementing procedures in the bidding and award process to remove barriers to DBE participation, providing outreach to DBEs, providing technical assistance and, in some cases, establishing contract-specific DBE goals for particular contracts with subcontracting opportunities. SA 12

This contract will be assisted by FTA funds. The District’s annual overall DBE goal for Fiscal Year 15/16 is 5.9% for FTA-assisted contracts. B.

DBE Participation Goal for the Performance of this Contract. Proposers are strongly encouraged to obtain Disadvantaged Business Enterprise (DBE) participation on this project, although there is no contract-specific DBE goal.

C.

Available DBE Resources. Listings of certified DBEs are available from the California Unified Certification Program DBE Directory, which may be obtained by visiting the California Department of Transportation website at www.dot.ca.gov/hq/bep/find_certified.htm. Assistance can be provided by contacting the DBE Program Office (Office) at (415) 257-4581. The DBE Directory does not in any way prequalify the certified firms with respect to licensing, bondability, competence or financial responsibility. The Office also maintains a DBE resource list of organizations that promote DBE participation in contracts, which will be provided upon request. Consultants are encouraged to use services offered by financial institutions owned and controlled by socially and economically disadvantaged individuals. To obtain a list of these financial institutions, please contact the Office.

23.3

Determining the Amount of DBE Participation Pursuant to 49 CFR §26.55, DBE participation includes that portion of the contract work actually performed by a certified DBE with its own forces. A DBE may participate as a prime consultant, subconsultant, joint venture partner, or vendor or supplier of materials or services required by the contract. A DBE's participation can only be counted if it performs a commercially useful function on the contract as defined in 49 CFR §26.55(c). A DBE performs a commercially useful function when it actually performs, manages and supervises a portion of the work involved. There is a rebuttable presumption that if the DBE is not responsible for at least 30% of the work with its own forces, or subcontracts a greater portion of the work than the normal industry standard, it is not performing a commercially useful function.

23.4

Contract Compliance A.

Substitution of Subconsultants/Subcontractors/Suppliers. A Consultant may not terminate a DBE subconsultant (or an approved substitute DBE firm) without prior written District consent. This includes, but is not limited to, instances in which a Consultant seeks to perform work originally designated for a DBE subconsultant with its own forces or those of an affiliate, a non-DBE firm, or with another DBE firm. The District may provide such written consent only if it agrees, for reasons stated in District’s concurrence document, that the Consultant has good cause to terminate the DBE firm. For purposes of this paragraph, good cause includes the following circumstances: SA 13

• •

• • • • • • • •

The listed DBE subconsultant fails or refuses to execute a written contract; The listed DBE subconsultant fails or refuses to perform the work of its subcontract in a way consistent with normal industry standards. Provided, however, that good cause does not exist if the failure or refusal of the DBE subconsultant to perform its work on the subcontract results from the bad faith or discriminatory action of the Consultant; The listed DBE subconsultant fails or refuses to meet the Consultant's reasonable, nondiscriminatory bond requirements. The listed DBE subconsultant becomes bankrupt, insolvent, or exhibits credit unworthiness; The listed DBE subconsultant is ineligible to work on public works projects because of suspension and debarment proceedings pursuant 2 CFR Parts 180, 215 and 1200 or applicable state law; Consultant has determined that the listed DBE subconsultant is not a responsible subconsultant; The listed DBE subconsultant voluntarily withdraws from the project and provides to Consultant written notice of its withdrawal; The listed DBE is ineligible to receive DBE credit for the type of work required; A DBE owner dies or becomes disabled with the result that the listed DBE subconsultant is unable to complete its work on the contract; Other documented good cause that you determine compels the termination of the DBE subconsultant. Provided, that good cause does not exist if the Consultant seeks to terminate a DBE it relied upon to obtain the contract so that the Consultant can self-perform the work for which the DBE subconsulant was engaged or so that the Consultant can substitute another DBE or non-DBE subconsultant after contract award.

Before transmitting to District Consultant’s request to terminate and/or substitute a DBE subconsultant, the Consultant must give notice in writing to the DBE subconsultant, with a copy to District, of intent to request to terminate and/or substitute, and the reason for the request. The Consultant must give the DBE five days to respond to the Consultant's notice and advise District and the Consultant of the reasons, if any, why DBE objects to the proposed termination of its subcontract and why District should not approve the Consultant's action. If required in a particular case as a matter of public necessity (e.g., safety), Consultant may provide a response period shorter than five days. In addition to post-award terminations, the provisions of this section apply to preaward deletions of or substitutions for DBE firms put forward by offerors in negotiated procurements. The Consultant must make efforts to substitute an original DBE subconsultant with a small business concern. B.

DBE Certification Status. If a DBE Subconsultant is decertified during the life of the project, the decertified Subconsultant shall notify the Consultant in writing SA 14

with the date of decertification. If a Subconsultant becomes a certified DBE during the life of the project, the Subconsultant shall notify the Consultant in writing with the date of certification. The Consultant shall furnish the written documentation to the Project Manager. C.

Prompt Payment to Subconsultants. The Consultant shall pay any Subconsultant approved by the District for work that has been satisfactorily performed no later than ten (30) days from the date of the Consultant's receipt of progress payments by the District.

D.

Reporting Requirements. The Consultant shall maintain records of all DBE participation in the performance of the contract, including subcontracts entered into with certified DBEs and all materials purchased from certified DBEs. The Consultant shall complete and submit the Monthly Prompt Payment Report and, if applicable, the Monthly DBE Trucking Verification, in forms to be provided by the District, within fifteen (15) days from the date of Consultant’s receipt of progress payments. The completed Monthly Prompt Payment Report shall provide the name, address, date of payment, and the total dollar amount actually paid to each Subconsultant performing work on the contract. The completed Monthly Prompt Payment Report shall provide the name, address, date of payment, and the total dollar amount actually paid to each Subconsultant performing work on the contract. If the Contractor fails to submit the Monthly Prompt Payment Report or the Monthly DBE Trucking Verification (if applicable) within the time period required in this section and has not received written approval for an extension, the Contractor will be assessed an administrative deduction of fifty dollars ($50) each day the report is late. Upon completion of the contract, the Contractor shall complete and submit the Final Report – Utilization of Disadvantaged Business Enterprises (DBE), in a form to be provided by the District. Final payment will not be processed until the Final Report is submitted and approved by the District.

E.

24.

Administrative Remedies. In the event the Contractor fails to comply with the DBE requirements of this contract in any way, the District reserves the right to implement administrative remedies which may include, but are not limited to, withholding of progress payments and contract retentions, imposition of liquidated damages, and termination of the contract in whole or in part.

CONFLICT OF INTEREST The Consultant warrants and represents that it presently has no interest and agrees that it will not acquire any interest that would present a conflict of interest under California Government Code §§ 1090 et seq. or §§ 87100 et seq. during the performance of services under this Agreement. The Consultant further covenants that it will not knowingly SA 15

employ any person having such an interest in the performance of this Agreement. Violation of this provision may result in this Agreement being deemed void and unenforceable. Depending on the nature of the work performed, a Consultant of the District is subject to the same conflict of interest prohibitions that govern District employees and officials (Cal. Govt. Code Section 1090 et seq. and Cal. Govt. Code Section 87100 et seq. as well as all applicable federal regulations and laws). During the proposal process or the term of the Agreement, Consultant and its employees may be required to disclose financial interests. Depending on the nature of the work performed, the Consultant may be required to publicly disclose financial interests under the District’s Conflict of Interest Code. Upon receipt, the Consultant agrees to promptly submit a Statement of Economic Interest on the form provided by the District. No person previously in the position of director, officer, employee or agent of the District may act as an agent or attorney for, or otherwise represent, the Consultant by making any formal or informal appearance, or any oral or written communication, before the District, or any officer or employee of the District, for a period of twelve (12) months after leaving office or employment with the District if the appearance or communication is made for the purpose of influencing any action involving the issuance, amendment, award or revocation of a permit, license, grant or contract. The Consultant shall take all reasonable measures to preclude the existence or development of an organizational conflict of interest in connection with work performed under this Agreement and other solicitations. An organizational conflict of interest occurs when, due to other activities, relationships, or contracts, a firm or person is unable, or potentially unable, to render impartial assistance or advice to the District; a firm or person’s objectivity in performing the contract work is or might be impaired; or a firm or person has an unfair competitive advantage in proposing for award of a contract as a result of information gained in performance of this or some other Agreement. The Consultant shall not engage the services of any subcontractor or independent Consultant on any work related to this Agreement if the subcontractor or independent Consultant, or any employee of the subcontractor or independent Consultant, has an actual or apparent organizational conflict of interest related to work or services contemplated under this Agreement. If at any time during the term of this Agreement, the Consultant becomes aware of an organizational conflict of interest in connection with the work performed hereunder, the Consultant immediately shall provide the District with written notice of the facts and circumstances giving rise to this organizational conflict of interest. The Consultant's written notice will also propose alternatives for addressing or eliminating the organizational conflict of interest. If at any time during the term of this Agreement, the District becomes aware of an organizational conflict of interest in connection with the Consultant's performance of the work hereunder, the District shall similarly notify the Consultant. In the event a conflict is presented, whether disclosed by the Consultant or discovered by the District, the District will consider the conflict presented and any alternatives proposed and meet with the Consultant to determine an SA 16

appropriate course of action. The District's determination as to the manner in which to address the conflict shall be final. During the term of this Agreement, the Consultant must maintain lists of its employees, and the subcontractors and independent Consultant used and their employees. The Consultant must provide this information to the District upon request. However, submittal of such lists does not relieve the Consultant of its obligation to assure that no organizational conflicts of interest exist. The Consultant shall retain this record for five (5) years after the District makes final payment under this Agreement. Such lists may be published as part of future District solicitations. The Consultant shall maintain written policies prohibiting organizational conflicts of interest and shall ensure that its employees are fully familiar with these policies. The Consultant shall monitor and enforce these policies and shall require any subcontractors and affiliates to maintain, monitor and enforce policies prohibiting organizational conflicts of interest. Failure to comply with this section may subject the Consultant to damages incurred by the District in addressing organizational conflicts that arise out of work performed by the Consultant, or to termination of this Agreement for breach. 25.

PUBLICITY The Consultant, its employees, subcontractors, and agents shall not refer to the District, or use any logos, images, or photographs of the District for any commercial purpose, including, but not limited to, advertising, promotion, or public relations, without the District's prior written consent. Such written consent shall not be required for the inclusion of the District's name on a customer list.

26.

ATTORNEYS' FEES If any legal proceeding should be instituted by either of the parties to enforce the terms of this Agreement or to determine the rights of the parties under this Agreement, the prevailing party in said proceeding shall recover, in addition to all court costs, reasonable legal fees.

27.

WAIVER Any waiver of any breach or covenant of this Agreement must be in a writing executed by a duly authorized representative of the party waiving the breach. A waiver by any of the parties of a breach or covenant of this Agreement shall not be construed to be a waiver of any succeeding breach or any other covenant unless specifically and explicitly stated in such waiver.

28.

SEVERABILITY If any provision of this Agreement shall be deemed invalid or unenforceable, that provision shall be reformed and/or construed consistently with applicable law as nearly as possible to reflect the original intentions of this Agreement, and in any event, the remaining provisions of this Agreement shall remain in full force and effect.

SA 17

29.

NO THIRD PARTY BENEFICIARIES This Agreement is not for the benefit of any person or entity other than the parties.

30.

APPLICABLE LAW This Agreement, its interpretation and all work performed under it shall be governed by the laws of the State of California.

31.

BINDING ON SUCCESSORS All of the terms, provisions and conditions of this Agreement shall be binding upon and inure to the benefit of the parties and their respective successors, assigns and legal representatives.

32.

ENTIRE AGREEMENT; MODIFICATION This Agreement, including any attachments, constitutes the entire Agreement between the parties with respect to the subject matter hereof and may not be amended except by a written amendment executed by authorized representatives of both parties. In the event of a conflict between the terms and conditions of this Agreement and the attachments, the terms of this Agreement will prevail.

SA 18

IN WITNESS WHEREOF, the parties hereto have executed this Agreement by their duly authorized officers as of the day and year first above written. FOR THE GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT:

FOR THE CONSULTANT*:

By:

By:

Dick Grosboll Title: President, Board of Directors

Title:

ATTEST: By:

By:

Amorette M. Ko-Wong Title: Secretary of the District

Title:

APPROVED AS TO FORM: By: Attorney for the District

* If the Consultant is a corporation, this Agreement must be executed by two corporate officers, consisting of: (1) the president, vice president or chair of the board; and (2) the secretary, assistant secretary, chief financial officer or assistant treasurer. In the alternative, this Agreement may be executed by a single officer or a person other than an officer provided that evidence satisfactory to the District is provided demonstrating that such individual is authorized to bind the corporation or LLC (e.g. a copy of a certified resolution from the corporation’s or LLC’s board or a copy of the corporation’s bylaws or LLC’s operating agreement.)

SA 19

ATTACHMENT D ACKNOWLEDGMENT OF ADDENDA

GOLDEN GATE BRIDGE, HIGHWAY AND TRANSPORTATION DISTRICT

ACKNOWLEDGMENT OF ADDENDA

The undersigned Proposer acknowledges receipt of the following addenda, if issued, to the RFP Documents. If none received, write “None Received.” Addendum No.

, dated

.

Addendum No.

, dated

.

Date: Firm: Print Name: Signature: Title:

AA 1

ATTACHMENT E SCOPE OF SERVICES

REQUEST FOR PROPOSALS (RFP) NO. 2016-D-03 REGIONAL BUS AND FERRY PASSENGER SURVEY

SCOPE OF SERVICES Background The goal of the District in undertaking this survey is to gather information about the travel patterns, perceptions of its service, unmet travel needs and demographic characteristics of riders in order to improve existing regional transit service, increase market share of intercounty travelers in its service area, and monitor the District’s compliance with Title VI of the Civil Rights Act of 1964. Although the District has conducted both bus and ferry surveys at the trip and route level on an as-needed basis, its last comprehensive system-wide transit survey was performed in 2008. An additional survey was conducted in 2012 in conjunction with the Metropolitan Transportation Commission’s regionwide survey, aimed at gathering data for the regional travel model and assisting agencies with their needs for demographic data to satisfy Title VI. Results of this survey will benefit District Planning, Marketing, and Operating departments and will enhance understanding of travel needs in the Golden Gate corridor. Presently, the District obtains passenger data through various sources: bus passenger on-off counts, daily bus and ferry operator counts of ridership (as input to the TranStat bus and ferry ridership reporting system), ferry surveys, Clipper reports, and various MTC or other agency reports. In the very near future, the District will also have access to ridership data from automated passenger counters that have been installed in 87 of the 193 buses. Recent changes include: May 2013 September 2013 December 2013 February 2014 June 2014 December 2014

Strategic Vision for Golden Golden Gate Ferry Larkspur Service adopted Route 25 Ferry Shuttle “The Wave” pilot project launched Strategic Vision for Golden Gate Transit Regional Bus Service adopted Parking charge implemented at Larkspur Ferry Terminal Route 25 Ferry Shuttle “The Wave” added as permanent service Improvements to Route 101 and regional service from Sonoma County to San Francisco; Route 37 Terra Linda Ferry Shuttle pilot project begins

The District seeks to learn more about the people it serves and to develop means of attracting new riders. “Who are our riders? How are they using our service? Are our informational materials meeting their needs? What can we do to serve their transportation needs better?” To answer these questions, the District envisions a system-wide transit survey that will gather details about their travel habits and demographics, and their opinions about Golden Gate Transit ("GGT") and Golden Gate Ferry ("GGF") (collectively "GGT/F") services and informational materials, as well as a research effort to determine how the District can more effectively serve San Francisco’s ever-strong tourist market.

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The Scope of Services will include a regional survey of bus and ferry riders, described below as Section 1. In addition, the Scope of Services may, at the District’s sole discretion, include the optional element described in Section 2 below. Proposers must submit all required information concerning both Section 1 and Section 2.

Section 1: Regional Bus and Ferry Rider Survey Task I – Kick-off Meeting Consultant will establish an effective system of communication with the District Project Manager, including regular meetings and phone conferences. Meetings will be required to discuss survey goals, data needs, development of the survey instruments, analysis and report methods, and overall progress of the effort. Before starting work, Consultant will initiate a kick-off meeting with District Project Manager and appropriate District staff. At this meeting, Consultant will be expected to establish an understanding of Golden Gate Bus and Ferry systems, to determine available data sources, and to assess data needs and how data will be used, in order to develop survey instruments that will result in usable data and define the end products of the survey. Within 14 days of the kick-off meeting, Consultant will provide a work program and project schedule encompassing all project tasks; all on-board survey work must be completed by Friday, November 13, 2015. Deliverables: • Work program with detail on all project tasks as described in this document • Project schedule • Roles and responsibilities • Project staff roster: contact names and responsibilities Task II – Sampling Plan and Methodology Working with District Project Manager and staff, Consultant will develop a sampling plan to gather data from the District’s bus and ferry riders. The sample size must be adequate for the purposes the District intends for the survey data. All bus routes must be covered adequately with the bus passenger survey sample, and this sample should reflect GGT and GGF ridership patterns in terms of time period and route, as well as consider the characteristics of different customer markets by service type. All time periods that a particular route is in operation should be covered: weekday peak, weekday off-peak, and weekends. The statistical validity of the sampling plan must be demonstrated to the satisfaction of the District Project Manager and staff, with the goal in mind of providing route level data by day type (weekday and weekend) for both bus and ferry. The sampling plan methodology must be approved by the District Project Manager. During this task, the District Project Manager will provide: • Bus and ferry service information Deliverables: • Sampling plans for bus and ferry surveys SS 2

Task III – Survey Instrument and Methodology for Administering Survey During this task, the Consultant will develop survey instruments for the bus and ferry passenger surveys. The District will entertain whatever approach the Consultant believes will deliver the most reliable data. The questionnaires should be structured so as to request only the information necessary to meet the survey’s objectives and should be straightforward and easy to understand. If paper surveys are used, the layout of the questionnaires should be designed to reduce errors and omissions. Visual elements can be used to make it easy for passengers or telephone surveyors to navigate through the form. Questionnaires will be developed both in English and in Spanish. Task IIIa – Survey Instrument Design The passenger survey could be an on-board survey or a combined on-board and telephone survey with appropriate sample sizes, using a bilingual (English/Spanish) questionnaire. Data required from the passenger survey will focus on travel behavior and demographic characteristics of riders. Travel behavior questions will include elements such as origin and destination, trip purpose, access and egress modes (including park-and-ride use), time and day of travel, available transportation options, frequency of transit use, years of transit patronage, and demographic data (age, gender, ethnicity, income, automobile availability, years of residence). Another group of questions will focus on how customers get their information on District transit services and whether the District’s informational materials meet their needs. Additional customer attitude and opinion questions and questions regarding new service may be included after consultation with the District Project Manager. The specific question topics may be modified as part of the work plan as the survey format evolves in consultation with the District Project Manager. Alternative methods of survey administration should be reviewed with the District Project Manager for possible inclusion. Task IIIb – Survey Administration Methodology Consultant will prepare a complete plan that details how the surveys will be executed. Building upon the sampling plan, the survey administration plan will incorporate survey assignments and logistics for their deployment, supervision of survey personnel, quality assurance, and data management. This plan is subject to District Project Manager oversight and approval. Consultant will be responsible for recruiting and training survey staff, dispatching staff to assignment locations, and supervising survey staff. Consultant will ensure an adequate staffing level to cover absences or other unforeseen circumstances. During this task, the District Project Manager will provide: • Staff input and participation on survey instruments • Available Bus and Ferry ridership data • Past Bus and Ferry passenger surveys and results • Service maps SS 3

• •

Bus and Ferry service information Recent studies (2012 passenger survey, District Short Range Transit Plan, Marin County Transit District SRTP, Marin Transit Market Assessment)

Consultant will review: • Various recent studies (2012 passenger survey, District Short Range Transit Plan, Marin County Transit District SRTP, Marin Transit Market Assessment) • Current Bus and Ferry service and available rider data • MTC demand forecasts for service area • Current industry trends • Specific needs from the District, such as data, access, contacts Consultant will produce: • Evaluation of existing conditions • Research on methodologies, available data and needed data • Identification of market segments Deliverables: • Draft and final survey instruments • Final survey methodology • Survey administration plan Task IV – Data Collection For this task, Consultant will administer the bus and ferry surveys based on the sampling plan, survey instruments, and methodology established in the previous tasks. Consultant will hire, train, and supervise staff and ensure the quality and completeness of the data collected. Consultant with also be responsible for the conduct of survey personnel when interacting with customers, potential customers, and District personnel. Regular meetings, frequency to be agreed upon between the District Project Manager and the Consultant at the time of the kick-off meeting, will be conducted with the District Project Manager to give updates on progress of the survey. As noted above in Task I, all on-board survey assignments must be complete by Friday, November 13, 2015. The District will require the Consultant to reach out to GGT/F operations staff who will come into contact with survey personnel so that GGT/F staff are informed and prepared for the survey. In particular, dispatchers, bus operators, road supervisors, ferry terminal supervisors, and attendants should all know that the survey is occurring, what to expect, and what kind of assistance survey personnel may require. GGT/F operations staff will not be involved in the administration of the survey but will cooperate with survey staff by allowing access to GGT/F services and by giving necessary information. District Project Manager will provide: • Access to buses and ferries • Route information • Schedule information

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• • •

Passenger load information Service area, target audience Notification to key Bus and Ferry division staff that the Consultant’s personnel will be on-board buses or ferries distributing survey questionnaires

Consultant will provide: • Survey personnel • Training of survey personnel • Survey administration plan for bus and ferry surveys • Survey and necessary copies in both English and Spanish • Telephone survey script (if required) • Plan and resources for data storage and maintenance Deliverables: • Survey schedule for bus and ferry surveys • Outreach materials for District staff • Roster of survey personnel Task V – Analysis and Interpretation The Consultant will tabulate survey responses and provide analysis of ridership patterns and demographic composition by route and day type. A draft report of findings should be developed for review by District Project Manager and staff, with opportunity to incorporate comments in a final draft. District seeks recommendations for increasing market share and customer satisfaction, for alternative methods of service delivery, and for tailoring service to patron needs. Reporting Provide a draft written report, including the survey results and system analysis. Attachments shall include survey instrument, data, GIS maps, etc. Data will also be made available in electronic format. The draft report should be submitted within 60 days of the completion of the survey process for review by District staff. The Consultant should allow for a minimum of a 30-day review period by District staff. Upon receipt of final comments from the District Project Manager, a final report should be prepared within 45 days. Internal Response – Educate staff on results so they can better understand the steps needed to improve services and propose immediate changes, short-term changes, and long-term changes. A presentation to the District’s Board of Directors will be required. External Response – Provide public education materials for passengers and the public explaining study results, peer responses, and proposals for improvement. Provide information to public information and communications departments to allow them to better target potential riders. Deliverables: • Survey results • Analysis • Recommendations

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• •

Final report Supporting data in electronic form, including raw data and cross tabs

Section 2: Option for Recreational Market Survey If this optional element is selected by the District, the Consultant will also conduct market research aimed at gaining an understanding of the new tourist and recreational market that the District has begun serving. In June 2014, Golden Gate Transit started operating midday and reverse commute service on two of its commute routes, 4 and 27. One of the goals of this new service was to tap into the market for tourists and recreational travelers who want to visit the Golden Gate Bridge and/or sights in Marin County. Previously, only Golden Gate Ferry service to Sausalito targeted this rider market. This research effort will help District staff determine whether the existing service is serving this market well and whether different or additional service would be successful in both serving new customers and increasing ridership on GGT. Questions of interest are: How do customers currently use the all-day Financial District/Fisherman’s Wharf service? What other destinations might we serve in order to attract more riders? Would Sausalito service from Fisherman’s Wharf be a good addition or a replacement for one of the existing routes? The research will also help District staff determine how tourist-focused service should be priced; i.e., whether the existing fare structure is adequate or whether the District should pursue a different fare structure for service aimed at the tourist market. In this optional piece, the District is looking for a cost-effective approach that is not expected to be a major component of the survey. Task I – Kick-off Meeting If this option is selected, data needs and sources will be discussed at the kick-off meeting described in Section 1 for this research effort. Updates on progress of development of questionnaires, other instruments, and other progress will be expected in subsequent meetings. Within 14 days of the kick-off meeting, Consultant will provide a work program and project schedule encompassing all project tasks related to the recreational market survey. Deliverables: • Work program with detail on all project tasks as described in this document • Project schedule

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Task II – Sampling Plan and Methodology Working with District Project Manager and staff, Consultant will develop a methodology and sampling plan aimed at gaining the information needed to perform an analysis of the subject of this study. Deliverables: • Sampling Plan • Methodology Task IIa – Research Instrument Design The market survey could be an on-board survey, in-person survey, telephone survey, or another type of research chosen by the consultant in consultation with the District Project Manager. Questionnaires and scripts will be bilingual (English/Spanish). Data required from the market survey will focus on tourist, recreational, and commute travel behavior between San Francisco and Marin Counties, specifically but not exclusively from the downtown and Fisherman’s Wharf areas of San Francisco. Travel behavior questions will focus on desired destinations, access mode to bus stops, contributing factors to transit use, and response to price points, as well as demographic data (age, gender, ethnicity, income, automobile availability). Other questions may be included after consultation with the District Project Manager. The specific question topics may be modified as part of the work plan as the survey format evolves in consultation with the District Project Manager. Task IIb – Research Methodology and Administration Consultant will prepare a complete plan that details how the surveys or other informationgathering techniques will be executed. Building upon the sampling plan, the survey administration plan will incorporate assignments and logistics for their deployment, supervision of personnel, quality assurance, and data management. This plan is subject to District Project Manager oversight and approval. Consultant will be responsible for recruiting and training staff, dispatching to assignment locations, and supervising staff. Consultant will ensure an adequate staffing level to cover absences or other unforeseen circumstances. During this task, the District Project Manager will provide: • Staff input and participation on survey instruments or scripts • Available Bus and Ferry ridership data • Past Bus and Ferry passenger surveys and results • Service maps • Bus and Ferry service information • Recent studies (2012 passenger survey, District Short Range Transit Plan) Consultant will review: • Various recent studies (2012 passenger survey, District Short Range Transit Plan, Survey of Routes 4 and 27) • Current Bus and Ferry service and available rider data SS 7

• • •

MTC demand forecasts for service area San Francisco and Marin County tourism data, including usage data of Marin County sights of interest Specific needs from the District, such as data, access, contacts

Consultant will produce: • Evaluation of existing conditions • Research on methodologies, available data, and needed data • Identification of market segments Deliverables: • Draft and final survey instruments or scripts • Final methodology • Survey administration plan Task III—Conducting Research For this task, Consultant shall administer the surveys or other inquiries based on the scripts and methodology established in the previous tasks. Consultant will hire, train, and supervise staff and ensure the quality of the data collected. Updates on research efforts will be an integral part of regular meetings with the District Project Manager. Consultant with also be responsible for the conduct of survey personnel when interacting with customer, potential customers, and District personnel. Consultant will provide: • Survey staff • Training and supervision of staff Deliverables: • Survey schedule and schedule of related research activities • Roster of staff engaged in surveys and other activities Task IV – Analysis and Interpretation The Consultant will tabulate data acquired and provide analysis of which San Francisco destinations GGT can serve with reasonable expectation of success as well as significant factors that contribute to mode choice for tourists and recreational travelers traveling between San Francisco, the Golden Gate Bridge, and Marin County. Recommendations on pricing are also desirable. A draft report of findings should be developed for review by District Project Manager and staff, with the opportunity to incorporate comments into a final draft. District seeks recommendations for increasing market share and customer satisfaction, for alternative methods of service delivery, and for tailoring service to patron needs. Reporting Consultant shall provide a draft written report summarizing research results and recommendations. Discussions of the success of the current service, recommendations for improvement of the existing service, and for any new service should be included along with a

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discussion of pricing for service aimed at the tourist and recreational traveler markets. Data will also be made available in electronic format. The draft report should be submitted along with reports from the Regional Bus and Ferry Rider Survey for review by District staff. The Consultant should allow for a minimum 30-day review by District staff. Upon receipt of final comments from the District Project Manager, a final report should be prepared within 45 days. Deliverables: • Research Results • Analysis • Recommendations • Final report • Supporting data in electronic format

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ATTACHMENT F LOBBYING CERTIFICATION

LOBBYING CERTIFICATION FOR CONTRACTS GRANTS, LOANS AND COOPERATIVE AGREEMENTS (Pursuant to 49 CFR Part 20, Appendix A)

The undersigned certifies, to the best of his or her knowledge and belief, 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 an 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 and as amended by “Governmentwide Guidance for New Restrictions on Lobbying,” 61 Fed. Reg. 1412 (1/19/96).

3.

The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and Contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly.

This certification is a material representation of fact upon which reliance was 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 USC § 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than Ten Thousand Dollars ($10,000) and not more than One Hundred Thousand Dollars ($100,000) for each such failure. The Proposer, ___________________________, certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Proposer understands and agrees that the provisions of 31 USC A 3801, et. seq. apply to this certification and disclosure, if any.

Signature of Authorized Official

Name and Title of Authorized Official

Date

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DISCLOSURE OF LOBBYING ACTIVITIES Complete this form to disclose lobbying activities pursuant to Title 31 USC Section 1352 1.

Type of Federal Action: a. b. c. d. e. f.

4.

2.

Contract Grant Cooperative Agreement Loan Loan Guarantee Loan Insurance

Status of Federal Action: a. Proposal/Offer/Application b. Initial Award c. Post-Award

a. Initial Filing b. Material Change For Material Change Only: Year Quarter Date of Last Report:

Name and Address of Reporting Entity:  Prime 

3. Report Type:

5.

If Reporting Entity in No. 4 is Subawardee, Enter Name and Address of Prime:

 Subawardee Tier, if known: Congressional District, if known:

Congressional District, if known: 6.

Federal Department/Agency:

7.

Federal Program Name/Description: CFDA Number, if applicable:

8.

Federal Action Number, if known:

10.a.

9.

Name and Address of Lobbying Entity (if individual, last name, first name, MI):

Award Amount, if known: $

10.b.

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

(Attach Continuation Sheet(s), if necessary) 11. Amount of Payment (check all that apply): $

 Actual

13.

 Planned

12. Form of Payment (check all that apply):  a. Cash  b. In-Kind; specify: Nature Value

Type of Payment (check all that apply):  a. Retainer  b. One-Time Fee  c. Commission  d. Contingent Fee  e. Deferred  f. Other; specify

14. Brief description of services performed or to be performed and date(s) of service, including officer(s), employee(s), or member(s) contacted, for payment indicated in Item 11:

(Attach Continuation Sheet(s), if necessary) 15. Continuation Sheet(s) SF-LLL-A attached:  Yes

 No

16. Information requested through this form is authorized by Title 31 USC Section 1352. This disclosure of lobbying activities is a material representation of fact upon which reference was placed by the user above when this transaction was made or entered into. This disclosure is required pursuant to 31 USC Section 1352. This information will be reported to the Congress semiannually 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 Ten Thousand Dollars ($10,000) and not more than One Hundred Thousand Dollars ($100,000) for each failure.

Signature: Print Name: Title: Telephone No.

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Date:

DISCLOSURE OF LOBBYING ACTIVITIES CONTINUATION SHEET

Reporting Entity:

Page

of

Authorized for Local Reproduction Standard Form – LLL-A Billing Codes 3410-01-C; 6450-01-C; 6690-01-C; 8025-01C; 7510-01-C; 3510-FE-C; 120-01-C; 4710-24-C; 6116-01-C; 6051-01-C; 8230-01-C; 3210-01-C; 4210-32-C; 4410-18-C; 4510-23-C; 4810-25-C; 3001-01-C; 4000-01-C; 3820-01-C; 6560-50-C; 6820-61-C; 4310-RF-C; 6718-01-C; 4150-04-C; 7555-01-C; 7537-01-C; 7536-01-C; 6050-28-C; 4910-62-C

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

This disclosure form shall be completed by the reporting entity, whether subawardee 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 subaward recipient. Identify the tier of the subawardee, e.g., the first subawardee of the prime is the first tier. Subawards include but are not limited to subcontracts, subgrants 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 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., "RFPDE-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). (c) 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.

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.

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ATTACHMENT G PRIME CONSULTANT AND SUBCONTRACTOR/SUBCONSULTANT/SUPPLIER REPORT

GOLDEN GATE BRIDGE, HIGHWAY & TRANSPORTATION DISTRICT Prime Consultant and Subcontractor/Subconsultant/Supplier Report Proposer's Name: Address: Owner or Contact Person: Instructions:

Contract # and Name: Is your firm a Disadvantaged Business Enterprise: Phone: ( ) Fax:

(

Yes )

No

Proposer is required to provide the following information on ALL subcontractors/subconsultants/suppliers that provided Proposer a bid, quote, or proposal for work, services or supplies associated with this contract. This information should be provided for all sub-bidders regardless of tier for both DBEs and non-DBEs alike. Include all bid acceptance(s) AND rejection(s). In the event that incomplete information is provided, the District will contact the Proposer to obtain the information. Signature is required on page two of this form.

Subcontractor/Subconsultant/Supplier Firm Name/Address/Contact Information

Contractor's License No. (if applicable)

DBE (Yes*/No)

Portion of Work or Type of Materials/Supplies

Name: Address:

1 Contact Person: Phone & Fax: Name: Address:

2 Contact Person: Phone & Fax: Name: Address:

3 Contact Person: Phone & Fax: Name: Address:

4 Contact Person: Phone & Fax:

PC 1

Dollar Amount of Work/ Materials/Supplies

Bid/Quote Accepted (Yes**/No)

DBE Amount***

Prime Consultant and Subcontractor/Subconsultant/Supplier Report (Continued) Contractor's License No. (if applicable)

Subcontractor/Subconsultant/Supplier Firm Name/Address/Contact Information

DBE (Yes*/No)

Portion of Work or Type of Materials/Supplies

Dollar Amount of Work/ Materials/Supplies

Bid/Quote Accepted (Yes**/No)

DBE Amount***

Name: Address:

5 Contact Person: Phone & Fax: Name: Address:

6 Contact Person: Phone & Fax: Name: Address:

7 Contact Person: Phone & Fax:

Attach additional sheets as necessary. DBE Amount: Total Bid Amount:

$ $

=

% Proposer's DBE Achievement

*

If Yes, please also provide Unified Certification Program certification number in box. Proposers need to be aware that state and local governments may have other types of certifications with different requirements. ** Do not indicate more than one “Yes” for alternative subcontractors for the same work. *** DBE participation includes that portion of the work actually performed by a certified DBE with its own forces. For example, for DBE supplier, count 60% of the costs of materials and supplies. The undersigned agrees that if it is the successful Proposer and is awarded the contract with Golden Gate Bridge, Highway & Transportation District, it will enter into a formal agreement with the subcontractor(s), subconsultant(s) and/or supplier(s) whose bid/quote was accepted for the work as indicated above. I certify that the information included on this form is accurate and true.

Signature of Owner or Authorized Representative

Title

PC 2

Date

ATTACHMENT H DESCRIPTION OF THE SELECTION PROCESS OF SUBCONTRACTORS/SUBCONSULTANTS/SUPPLIERS

Description of the Selection Process of Subcontractors/Subconsultants/Suppliers RFP # and Name: Proposer's Name: Address: Phone: Owner or Contact Person:

Fax: Title:

Provide a narrative description of how the proposer selected its subcontractors/subconsultants/ suppliers, including the following elements: (Please attach additional sheets as necessary.) 1. Soliciting small businesses, including DBEs, to participate through all reasonable and available means. Example: Include attendance at pre-bid meeting, advertisements, written notices and agencies, organizations or groups contacted to provide assistance in contacting, recruiting and using small business concerns.

Continued SP 1

Description of the Selection Process of Subcontractors/Subconsultants/Suppliers Page 2 of 3

2. Selecting portions of the work that are economically feasible for small businesses, including DBEs. Example: List items of work which the proposer made available to small business concerns, including, where appropriate, any breaking down of the contract work items (including those items normally performed by the proposer with its own forces) into economically feasible units to facilitate small business participation.

3. Providing adequate information about plans, specifications and requirements in a timely manner to small businesses, including DBEs. Example: List dates of written notices soliciting bids from small businesses and the dates and methods used for following up initial solicitations to determine with certainty whether the small businesses were interested.

4. Negotiating in good faith with small business concerns, including DBEs.

Continued SP 2

Description of the Selection Process of Subcontractors/Subconsultants/Suppliers Page 3 of 3

5. Not rejecting small business concerns, including DBEs, as unqualified without sound business reasons. Example: Explain reasons for rejecting bids from small business concerns and accepting sub-proposals from selected firms.

6. Making efforts to assist small business concerns, including DBEs, in obtaining required bonding, lines of credit, or insurance.

7. Making efforts to assist small business concerns, including DBEs, in obtaining necessary equipment, supplies or materials.

8.

Describe any other steps that the proposer used to select its subcontractors/subconsultants/ suppliers.

The undersigned certifies that the above narrative description is true and accurate, and may be relied upon by the District in evaluating the proposer's compliance with the proposal requirements.

Signature of Owner or Authorized Representative

Title

SP 3

Date