CHICAGO TRANSIT AUTHORITY Advertisement for Professional Services

Proposals will be received for the following by Chicago Transit Authority at the Bid Office – 2nd Floor, 567 West Lake Street, Chicago, Illinois 60661, no later than 3:30 P.M. on Tuesday, June 19, 2018:

Req. C18FT102164819 Letters of Interest and Qualifications (LIQ) for Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project.

Pre-Proposal Meeting: Tuesday, May 22, 2018 at 10:00 a.m. nd (CST) Chicago Transit Authority, Board Room – 2 Floor, 567 West Lake Street, Chicago, Illinois 60661.

Mitigating Potential Conflicts: Immediately following Pre-Proposal Meeting.

DBE Outreach Event: 11:00 A.M. – 12:00 P.M. nd Conference Room 2B – 2 Floor.

Questions regarding this LIQ must be submitted in writing no later than 3:30 p.m. (CST) Friday, June 1, 2018 via e-mail to: [email protected]. Vendors must submit their written questions in a Word document. Questions will not be accepted after this date and time.

For additional information, please contact Antonio Willingham, Sr. Procurement Administrator, 312/681-2670.

Any contract resulting from this solicitation is subject to a financial assistance between the Chicago Transit Authority, the United States Department of Transportation and the Illinois Department of Transportation.

The contractor will be required to furnish certified copies of any and all Insurance Policies required in relation to this contract prior to CTA's execution.

Contractor will be required to comply with all applicable Equal Employment Opportunity laws and regulations and Affirmative Action requirements of the Federal Transit Administration and the Illinois Human Rights Commission.

Contractor will be required to certify that their firm is not on the Comptroller General's list of ineligible contractors.

Chicago Transit Authority hereby gives notice that it will affirmatively ensure that in regard to any contract entered into pursuant to this advertisement, Disadvantaged Business Enterprise will be afforded full opportunity to submit responses to this invitation and will not be discriminated against on the grounds of race, color or national origin in consideration for an award.

This contract shall be subject to the Federal Construction Safety and Health Standards Clause.

(2)

PLEASE NOTE: Where proposals are sent by mail, delivery service or delivered in-person to the CTA Bid Office, the bidders shall be responsible for their delivery only to the Bid Office before the advertised due date and hour for the proposals. The Bid Office hours are Monday through Friday from 8:00 a.m. to 4:30 p.m. Chicago time, except holidays.

The right is reserved to accept any proposal or to reject any and all proposals. Acceptance of any proposal is subject to concurrence by the Illinois Department of Transportation and the United States Department of Transportation.

All inquiries should be directed to and copies of the documents obtained from the Bid Office – 2nd Floor, 567 West Lake Street, Chicago, Illinois 60661. CHICAGO TRANSIT AUTHORITY

By: Ellen McCormack Vice President Purchasing & Supply Chain

May 8, 2018

CHICAGO TRANSIT AUTHORITY

Letters of Interest and Qualifications (LIQ)

FOR

OWNER’S REPRESENTATIVE RED AND PURPLE MODERNIZATION (RPM) PHASE ONE PROJECT

REQUISITION NO. C18FT102164819

All proposals must be submitted to:

DELIVERY SERVICE, MAIL OR DROP OFF: Chicago Transit Authority Bid Office – 2nd Floor 567 West Lake Street Chicago, IL 60661-1498

Confidentiality and Non-Disclosure: Firms requiring additional assistance shall only contact Antonio Willingham, Sr. Procurement Administrator at (312) 681-2670. Firms, including all team sub-consultants, who contact any other CTA personnel either verbally or in writing, concerning this solicitation package, are in violation of the procedures for this procurement and any submitted proposals may be disqualified.

ISSUED BY: Chicago Transit Authority, Purchasing Department 567 W. Lake Street, Chicago, IL 60661-1498 Ellen McCormack, Vice President, Purchasing & Supply Chain Dorval R. Carter Jr., President Terry Peterson, Chairman

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

Table of Contents I. INTRODUCTION ...... 3

II. PROJECT BACKGROUND ...... 3

III. PROJECT SCHEDULE ...... 6

IV. SCOPE OF SERVICES ...... 6

V. SUBMITTAL FORMAT ...... 71

VI. SUBMITTAL REQUIREMENTS ...... 71

VII. SELECTION PROCESS ...... 82

VIII. EVALUATION CRITERIA...... 83

IX. CONFLICT OF INTEREST ...... 83

X. AUTHORITY’S BID PROTEST PROCEDURE...... 84

APPENDICES

Appendix A Model Agreement Appendix B Special Conditions Disadvantage Business Enterprise (DBE) Requirements Appendix C Freedom of Information Act Notice Appendix D Brief History of Company (Prime Only) Appendix E Disclosure of Ownership (Prime & Sub-Consultant) Appendix F Certifications and Submission Forms 1. Debarment – Primary Participant (Prime Only) 2. Debarment – Lower Tier Participant (Sub-Consultant Only) 3. Lobbying (Prime & Sub-Consultant) 4. Drug Free Workplace (Prime Only) 5. Non-Disclosure Statement (Prime) 6. Non-Disclosure Statement (Sub-Consultant) 7. Freedom of Information Declaration Form (Prime Only) 8. Affidavit of Minimum Wage Payment (Prime Only) 9. Affidavit of Prompt Payment (Prime Only) 10. Table of Exceptions (Prime) Appendix G Insurance Requirements

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I. INTRODUCTION

The Chicago Transit Authority (CTA) is seeking professional Owner’s Representative (OR) services for the duration of the Red Purple Modernization (RPM) Phase One design- build project. The selected OR will provide direct oversight of the RPM Phase One Design- Build Contractor (DBC), specifically providing design and construction management services, field support services (including surveying and testing/commissioning oversight services), project controls services, Safety and Security Certification oversight, system safety and security oversight, quality assurance services, and closeout services to the CTA Infrastructure Department from Notice to Proceed (NTP) through construction closeout of the RPM Phase One project.

II. PROJECT BACKGROUND

The RPM Phase One project is the largest capital project in the CTA’s history, and is greatly needed in order to expand capacity on its most utilized rail lines.

The RPM Program is proposed as a massive, multistage program to be completed in phases, allowing the CTA to make the greatest number of improvements while meeting the public’s expectations for timely delivery of the improvements. The first phase of this program is called RPM Phase One. The RPM Phase One project will expand capacity along CTA’s Red and Purple heavy rail lines in the 5.6-mile segment between approximately Belmont and Howard stations on the north side of Chicago (see Figure 1).

The project consists of the following elements that will allow CTA to expand service in the corridor:

 Broadway Substation: Upgrading will increase traction power capacity and reliability to support expanded service. Construction NTP for this work was issued on August 29, 2017, and substantial completion is anticipated by August 30, 2019. Construction management services for this work have been previously procured. The OR will not be responsible for oversight of this portion of the project.

 Pre-Stage Work: Upgrading the signal system and infrastructure to accommodate the proposed train operation during construction.

 Lawrence to Bryn Mawr Modernization: Modernization, expansion, and addition of ADA accessibility at four Red Line stations (Lawrence, Argyle, Berwyn, and Bryn Mawr) and reconstruction and expansion of approximately 1.3 miles of track,

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structures, and viaducts to accommodate expanded stations and platforms from Leland Avenue on the south to near Ardmore Avenue on the north.

 Red-Purple Bypass: Construction of a grade-separated bypass for the Brown Line at Clark Junction, just north of the Belmont station, removing the largest physical capacity constraint in the RPM corridor, where three separate services on six tracks merge onto four tracks. This work will also realign and replace approximately 0.3 miles of associated mainline (Red and Purple line) tracks from Belmont station on the south to the stretch of track between Newport and Cornelia Avenues on the north, increasing speed, reliability, and capacity in the project corridor.

 Corridor Signal Improvements: Installation of a new higher-capacity signal system from approximately Belmont Avenue to Howard Street allowing for increased throughput of trains and increasing reliability of operation.

The RPM Phase One design-build contract is currently in procurement. It will be a lump- sum contract. CTA announced the selection of the qualified Shortlisted Respondents on December 7, 2017. CTA issued a Draft Request for Proposals (RFP) to the shortlist on December 29, 2017. The Final RFP was issued to the shortlist on April 30, 2018. Final recommendation and award is expected to be made by the end of 2018, with NTP in early 2019.

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Figure 1. RPM Phase One Project Map

The Project will occur in a densely populated and established urban area with a complete transportation network that includes transit routes, sidewalks and pedestrian crossings, bicycle facilities, and both regional and local roadway. Additional information regarding the Project is available at http://transitchicago.com/rpmproject/.

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III. PROJECT SCHEDULE

The scope contained herein focuses solely on RPM Phase One for the base contract. The term of the contract is a seven (7) year base contract from Notice to Proceed and three (3) one-year options. The exercise of any or all option(s) shall be at the sole discretion of the CTA and is subject to funding availability. CTA reserves the right to exercise option years and to negotiate future phases of work related to the project. The OR contract is currently expected to be awarded in the fourth quarter of 2018 and end in the fourth quarter of 2028.

IV. SCOPE OF SERVICES

1.0 OR Objectives and Organizational Structure

The OR will assist the CTA Infrastructure Department with managing the RPM Phase One design-build project as outlined in this Scope of Services and in accordance with the guidelines included in the CTA Construction Manager Manual (included as Exhibit 1 of this Scope of Services). The OR will provide a competent, dedicated staff to provide administrative, management, technical, and support-related services as required to coordinate work between all applicable parties, including but not limited to, CTA Departments, CTA’s Program Manager, the DBC, other design consultants and contractors, community groups, governing agencies (CDOT, IDOT, etc.), and to monitor and report the project’s status relative to the cost, schedule, safety, security, and quality objectives. In order to meet these objectives, the OR will employ a multi-disciplinary staff to address the following key needs:

(1) Project Initiation (2) Project Management (3) Field Support (4) Risk and Contingency Management (5) Project Controls (6) Safety and Security Certification Oversight (7) System Safety and Security Oversight (8) Quality Management (9) Project Closeout

The OR will be expected to have full-time staff members dedicated to supporting the RPM Phase One project, as well as some part-time staff members who support the project on an as-needed basis. In some cases, part-time staff will be needed for the full duration of the

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project, while in other cases a part-time position may be a full-time position that is only filled during a certain period of time during the contract.

In addition to the base services described herein, the OR may also be asked to provide Task Order professional consulting services on an “as-needed” basis.

Additional details on the requirements for the OR’s consulting services are included in the following sections. Specific deliverables associated with scope items (along with the frequencies at which they are expected to be submitted) have been specified where applicable.

2.0 Project Initiation Services

The OR will assist CTA with setting up proper controls at the beginning of the design- build contract to ensure that the project is managed effectively, efficiently, and in compliance with CTA standards, guidelines, and specifications. Specific project initiation services needed are detailed below.

2.1 Owner’s Representative’s Management Plan (ORMP)

The OR will develop and submit a comprehensive ORMP to the CTA for approval within eight (8) weeks of NTP. The ORMP must include an effective system for monitoring the DBC’s work activities and adherence to the contract requirements. The ORMP will provide detailed procedures addressing each of the OR’s staff roles and responsibilities and will establish written procedures for communication and coordination among the OR, CTA, and the DBC throughout the duration of the project. CTA uses a web-based project management system, hereafter referred to as the Project Website, as the primary tool to facilitate project communications and house project records. CTA’s Project Website is e-Builder. CTA will provide licenses to the OR for the Project Website. The ORMP will incorporate the Project Website as the primary tool to facilitate project communications and house project records. At a minimum, the ORMP will include:

a. Organizational chart defining reporting structure and a roles/responsibilities matrix identifying how the scope of services will be delegated among OR team members.

b. Notification Plan to advise CTA of all unusual occurrences on site, e.g. accidents, community activities or any item which may impact work, CTA rail or bus operations, or CTA government and community relations.

c. Emergency Response Plan including Emergency Phone List.

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d. Communication Plan, which establishes lines of authority and roles for all project participants including the various CTA departments involved in the project.

e. Processes for various project management functions, including but not limited to, pay applications, change orders, submittals, requests for information, claims, allowance tracking, flagger tracking, permitting, outside agency coordination, DBE monitoring, etc. as required for effective management of the project. The OR will include a workflow and review schedules for all procedures. Workflows included in the ORMP should be consistent with any existing process workflows already utilized by the CTA and its contractors (as applicable) through the Project Website.

f. Track access, flagging, and service disruption procedures, including Person In Charge (PIC) roles and responsibilities and coverage.

g. Implementing CTA environmental control processes as well as developing and monitoring an effective system of tracking the removal and disposal of hazardous or special waste materials as required by CTA and the Environmental Protection Agency (EPA).

h. Plans for inspecting and documenting work. This plan should include coverage required during Track Access Occurrences.

i. Procedures for safety and security to be followed by the OR to ensure that all project activities are implemented in a safe and secure manner.

j. Workflow for review of DBC Process Plans and System Cutover Plans.

Contract Deliverable: Submit an ORMP, which meets all of the requirements outlined above, within 8 weeks of NTP.

2.2 List of DBC Contract Deliverables

The OR will prepare a list of all DBC contract deliverables based on the requirements outlined in the DBC’s contract within 8 weeks of NTP and submit to CTA for review/approval.

Contract Deliverable: Submit a list of all DBC contract deliverables within 8 weeks of receiving NTP.

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2.3 Review and Approval of Baseline DBC Schedules

2.3.1 DBC Preliminary Schedule

The DBC is required to submit a Preliminary Schedule within 15 days of DBC NTP. The Preliminary Schedule will include a detailed schedule for all activities in the first 120 days of work starting with NTP, and will also include a schedule for design activities throughout the entire project, and a generalized schedule for the balance of the work.

The OR will review and provide comments on the DBC’s Preliminary Schedule, verifying that the schedule is reasonable, attainable, consistent with the DBC’s Proposal Schedule, and consistent with CTA standards, guidelines, and specifications. The OR will ensure that the Preliminary Schedule is accepted and approved by the OR and CTA prior to any major work activities occurring. Once the Preliminary Schedule is approved by the OR and the CTA, the OR will prepare a memo documenting the approval for the project record, which will be signed by both the OR and the CTA.

Contract Deliverable: Approval memo for the DBC’s Preliminary Schedule, signed by both the OR and the CTA.

2.3.2 DBC Baseline Schedule

The DBC is required to submit their Baseline Schedule within 90 days of DBC NTP. The DBC’s Baseline Schedule will include all major project activities to be completed including detailed start-up activities (e.g. mobilization, permits, surveys, utility relocations, temporary facilities, etc.), submittals, pre-activity meetings, and closeout activities (e.g. Operations and Maintenance (O&M), testing, training, inspection, certification, clean-up, etc.).

The OR will review and provide comments on the DBC’s Baseline Schedule, verifying that the schedule is reasonable, attainable, consistent with the DBC’s Proposal Schedule, and consistent with CTA standards, guidelines, and specifications. The OR will ensure that the Baseline Schedule is accepted and approved by the OR and CTA prior to any major work activities occurring. Once the Baseline Schedule is approved by the OR and the CTA, the OR will prepare a

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memo documenting the approval for the project record, which will be signed by both the OR and the CTA. Once approved, the Baseline Schedule becomes the Schedule.

Contract Deliverable: Approval memo for the DBC’s Baseline Schedule, signed by both the OR and the CTA.

2.4 Baseline DBC Schedule of Values (SOV)

The OR will review and provide comments on the initial SOV prepared by the DBC, and ensure that a baseline SOV is accepted and approved by the OR and the CTA prior to receipt of the first DBC invoice. Once the baseline SOV is approved by the OR and the CTA, the OR will prepare a memo documenting the approval for the project record, which will be signed by both the OR and the CTA.

Based on the diverse funding sources for the RPM Phase One project, the DBC’s SOV will be required to follow a specific format where all work items are classified by Federal Transit Administration (FTA) Standard Cost Category (SCC) codes, as well as geographically classified by the City of Chicago Tax Increment Financing (TIF) District in which they are located. These requirements are described in more detail in Section6.3.1. As part of the approval of the initial SOV, the OR will be responsible for ensuring that the work item classifications required by CTA are included and accurate.

Contract Deliverable: Approval memo for the baseline DBC SOV, signed by both the OR and the CTA prior to receiving the first DBC invoice.

2.5 Required Training

2.5.1 Project Website Training

The Project Website will serve as the primary tool to facilitate project communications and house project records. As noted in Section 2.1, CTA’s Project Website is e-Builder. CTA will provide licenses to the OR for the Project Website. The OR will ensure that all staff members who have not been previously trained in how to use the Project Website attend

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at least one training session (organized by CTA and led by CTA’s Program Manager) to become oriented with the system. Beyond the introductory training sessions, the OR may also request additional training on specific areas/processes within Project Website which the CTA can facilitate.

2.5.2 CTA Rail Safety Training

All OR staff members who will be required to work on, over, or near the CTA right-of-way will be required to attend an all-day CTA-led rail safety training session. The cost of this training is currently $200 per employee, paid by the OR in advance. Upon completion of the course, they will receive their rail safety certification badge. Rail safety certification is valid for one year, and OR staff members must continue to attend training sessions annually to ensure that certification remains current. The OR will keep a list of all staff members who require rail safety training, track the status of their certification (e.g. pending, active, or expired), and request rail safety training for employees with CTA as needed throughout the duration of the project.

The DBC will be responsible for providing and maintaining a rail safety training facility for the RPM Phase One project. Once the facility is in use, the OR will be able to obtain training at the project-specific facility.

Contract Deliverable: List of all staff members who require rail safety training and the status of their certification.

2.5.3 CTA Person-In-Charge (PIC) Training

The CTA is currently developing a Person-In-Charge (PIC) training program, which is anticipated to be in place prior to NTP. All OR staff members who will serve as the PIC for one of the DBC’s Track Access Occurrences will be required to attend PIC Training in advance. Upon completion of the course, it is expected that they will receive a PIC sticker for their hardhat. It is currently expected that PIC training will be valid for one year, and OR staff members must continue to attend training sessions

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annually to ensure that certification remains current. The OR will keep a list of all staff members who require PIC training, track the status of their certification (e.g. pending, active, or expired), and request PIC training for employees with CTA as needed throughout the duration of the project.

Contract Deliverable: List of all staff members who require PIC training and the status of their certification.

2.5.4 CTA Substation Orientation

All OR staff members who will enter active CTA Substations for any reason will be required to attend CTA Substation Orientation in advance of entry. Substation Orientation is valid for the duration of the project. The OR will keep a list of all staff members who require Substation Orientation, track completion of the orientation (e.g. pending and complete), and request Substation Orientation for employees as needed throughout the duration of the project.

Contract Deliverable: List of all staff members who require CTA Substation Orientation, updated to reflect when employees complete orientation.

3.0 Project Management Services

Project management services are those required to support the CTA in managing the DBC and potentially other future design consultants and general contractors providing services to support the project (not yet identified or procured) during the procurement (as applicable), design, and construction phases of the project. Specific design and construction management services needed are detailed below.

3.1.1 Procurement Assistance

As noted in Section II, the RPM Phase One design-build contract is currently in procurement and the OR will not be required to assist with this procurement. However, as the project advances it is possible that additional design and construction services (outside the base scope of the design-build contract) may be needed to support the project. If this need is identified, the

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OR will assist the CTA in procurement of these services. This may include, but is not limited to, developing scopes of work and contract documents, evaluation criteria (for qualifications-based procurements), levels of effort (for qualifications-based procurements) and cost estimates for construction contracts.

3.2 Contract Administration

3.2.1 DBC Contract Administration

The OR will be responsible for general administration of the DBC contract including, but not limited to, managing the DBC’s pay application process (see Section 6.3.2 for more detailed information), monitoring Disadvantaged Business Enterprise (DBE) and Equal Employment Opportunity (EEO) requirements to ensure compliance with CTA policies, monitoring the status of insurance certificates and notifying CTA one (1) month prior to any insurance certificate expirations, and validating the acceptability of the DBC’s tiered subcontractors and material suppliers as requested. Since the project will utilize Federal funding, the OR will also be responsible for ensuring that the DBC is meeting all applicable Federal requirements as outlined in the contract.

3.2.2 Contract Administration for Other Design and Construction Contracts

As noted in Section 3.1, it is possible that additional design and construction services (outside the base scope of the design-build contract) may be needed in the future to support the project. If this need is identified, the OR will be responsible for general administration of any additional design and construction contracts, adhering to the same requirements for administering the DBC contract.

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3.3 Advance Work Coordination

The CTA has undertaken some advance work in and around the RPM Phase One project area to prepare for the project. A summary of the advance work undertaken, along with the actual or projected schedule durations, is included below.

The OR will be expected to coordinate with the project teams for all of these advance work projects (along with any additional adjacent or related projects not currently identified), receiving regular status updates and ensuring that all work performed as part of the RPM Phase One design-build contract, or any other contracts administered under Section 3.2.2 are not in conflict with and do not adversely affect work being performed as part of these projects. The OR will be not responsible for oversight of any of these advance work items or their design or construction contracts.

 Maintenance Work by CTA Forces: In 2017, CTA Forces began performing track and structure maintenance work in the vicinity of the project. The majority of work will be completed prior to DBC NTP. Some minor work may continue after DBC NTP, but will be completed prior to construction work by the DBC.

 Broadway Substation Upgrade: This project includes replacing the Broadway Substation traction power equipment and rehabilitating various structural, architectural, civil, mechanical, plumbing, and electrical elements. Construction NTP was issued on August 29, 2017, and substantial completion is anticipated by August 30, 2019.

 Addison Direct Fixation Trackwork: This project includes renewal of Tracks 1 and 2 direct fixation trackwork at the Addison station to provide for reliable operation during the design-build construction phase operations. Concrete plinths, plates and fasteners, contact rail chairs, and mounting blocks will be replaced. Construction work is expected to occur in October- November 2018. Some punch list and closeout activities may still be occurring after DBC NTP, but will be completed prior to construction work by the DBC.

 Advance Utility Relocations: The CTA is working with ComEd, AT&T, Peoples Gas, the Chicago Department of Water Management, and other utilities on advance utility relocations throughout the project limits. The goal is that major utility relocations will be complete before NTP to the DBC is issued. However, if that goal is not achieved there may still be some work occurring after DBC NTP.

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 Acquired Property Demolitions: The CTA will be demolishing 13 properties acquired to facilitate RPM Phase One prior to DBC NTP. The first 9 properties are expected to be demolished by the second quarter of 2018; the final 4 properties are expected to be demolished in late 2018. If these target dates are not met, there may still be some work occurring after DBC NTP.

For all of these advance work items, the OR will ensure that final as-built drawings for this work are received, provided to CTA and the DBC, and stored in the appropriate location on the Project Website.

3.4 Utility Coordination

In addition to the advance utility relocation work by others described in Section 3.3, the DBC will also be required to perform utility relocation work as part of the design- build contract. The OR will oversee and monitor the DBC’s utility-related design and construction work to ensure that all required permits are obtained and that design and construction activities are progressing within the timeframes specified in the current approved schedule. The OR will prepare and regularly update a utility tracking log which compares the current approved schedule for utility activities with progress to date. The tracking log will be updated monthly. The OR will specifically notify CTA of any utility-related issues, proactively look ahead to mitigate issues, and assist with creative issue resolution where needed.

Contract Deliverable: Utility tracking log, updated monthly.

3.5 Request for Information (RFI) Process Management

RFIs will be answered by a combination of the DBC’s Designer of Record, the OR, a design review consultant, and CTA staff.

The DBC (and any other design consultants/general contractors performing work outside the base scope of the design-build contract) will submit all RFIs for the RPM Phase One project through the Project Website. The OR will be responsible for overseeing and managing the RFI process and coordinating with appropriate parties.

In cases where RFIs will not have any contractual implications, the DBC’s Designer of Record will provide the response. The OR will be responsible for reviewing all

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RFIs that the Design of Record responds to and ensuring that the RFI response does not violate the terms of the contract. If any such RFIs are found to be in violation of the contract, the OR will alert CTA and ensure that the RFI is reviewed by the appropriate parties. All RFIs that will require a potential modification to the contract will be reviewed and responded to by a combination of applicable staff from the OR, a design review consultant, and the CTA.

The OR will verify that all RFIs are responded to within an appropriate timeframe as agreed upon with the CTA and that any issues that arise during the process are resolved by appropriate parties in a timely manner. The OR will specifically notify CTA of any issues, proactively look ahead to mitigate issues, and assist with creative issue resolution where needed.

The OR should attempt to close all RFIs within five (5) business days of posting. The OR will review RFIs for proper naming, accuracy, and completeness prior to transmitting for further review by the reviewing design consultant(s) and CTA. If necessary, the OR will send RFIs back to the DBC for corrections within one (1) business day. The OR will comment on RFIs when appropriate or as requested by CTA. Prior to closing each RFI, the OR should review RFI responses and add contractual language restricting schedule or cost impacts when necessary.

As RFIs are answered and resolved, and all required documents are received, the OR will be responsible for formally closing all RFI processes on the Project Website.

Contract Deliverable: Resolution and closure of all RFI processes within an appropriate timeframe as agreed upon with the CTA for each process instance and prior to contract closeout.

3.6 Submittal Process Management

3.6.1 Submittal Schedule Updates

The OR will be responsible for managing and tracking the DBC submittal schedule throughout the design and construction phases of the project. After the Baseline Schedule is approved (see Section 2.3.2), the DBC will be required to submit an updated Schedule on a monthly basis. As part of the review of the Schedule, the OR will specifically review and provide comments on the schedules for all submittals. The OR will monitor the monthly submittal schedules to prevent the installation of work, or

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furnishing of material or equipment that has not been properly approved. If any submittal dates are missed, the OR will immediately notify the CTA Project Manager and provide a recommended course of action.

3.6.2 Submittal Reviews

Submittal reviews for the RPM Phase One project will be performed by a combination of the OR, a design review consultant, and CTA staff. A preliminary list of DBC submittals anticipated for the RPM Phase One project is included in Exhibit 2 of this Scope of Services (subject to change). This list is preliminary in nature and intended to serve as background information for the development of proposals for this contract only. This list is preliminary, subject to change, and should not be considered exhaustive nor inclusive of all submittals that will be required for the project.

The DBC (and any other design consultants/general contractors performing work outside the base scope of the design-build contract) will submit all submittals for the RPM Phase One project through the Project Website. The OR will be responsible for overseeing and managing the submittal and review processes and coordinating with all appropriate parties.

There will be four types of submittals for the RPM Phase One project:

1. Administrative (which requires CTA approval); 2. Notification (which does not require any approvals); 3. Design; and 4. Construction.

For all submittals, the OR will verify that reviews are performed within an appropriate timeframe as agreed upon with the CTA and that any issues that arise during the review process are resolved by appropriate parties in a timely manner. The OR will specifically notify CTA of any issues, proactively look ahead to mitigate issues, and assist with creative issue resolution where needed.

The OR will verify that the submittal log from the DBC is in compliance with the contract documents. The OR will review submittals for proper

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naming, correct submittal type (e.g. Administrative, Notification, etc.) conformance to the contract requirements, accuracy, and completeness prior to transmitting for further review by the reviewing design consultant(s) and CTA. If necessary, the OR will send submittals back to the DBC for corrections within one (1) business day. Once the submittal is deemed satisfactory, the OR will route to the reviewing design consultant(s) and CTA as required. When required, the OR will also provide hard copies of submittal documents.

The OR will monitor submittals to ensure that the DBC is complying with comments and regularly review the list of open comments to ensure they are ultimately resolved and closed. For all submittals, the OR will combine all comments received from the CTA and/or design review consultant(s) into one consolidated comment register. The OR will also review all comments and differentiate between comments that relate to contract requirements versus comments that are preferential and provide this detail in the comment register that is returned to the DBC. The OR will also be responsible for formally closing all submittal processes on the Project Website once they have reached final resolution and all required documents are received.

Contract Deliverable: Resolution and closure of all submittal processes within an appropriate timeframe as agreed upon by CTA for each process instance and prior to contract closeout.

3.7 Technical Design Reviews

All technical design reviews for the project will generally be completed by a combination of the CTA, the DOR included in the DBC’s contract, as well as a design review consultant. However, the OR may be asked to provide a third party opinion on technical design components of the project, and should be prepared to have sufficient technical staff available to participate in such reviews if requested.

The DBC (and any other design consultants/general contractors performing work outside the base scope of the design-build contract) will submit all design review documents for the RPM Phase One project through the Project Website. The OR will be responsible for overseeing and managing the design review process and coordinating with appropriate parties. The OR will also be expected to attend all

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technical design review meetings so they have a clear understanding of design decisions made throughout the project.

3.8 Constructability Reviews

The OR will perform constructability reviews of all plans and specifications for the RPM Phase One project to ensure that designs can be constructed in an efficient and economical manner. The OR will have discipline-specific technical staff available to offer expert advice on how to best implement the project based on industry best practices.

3.9 Value Engineering Studies

As directed by CTA, the OR will use value engineering techniques to analyze specific components of the RPM Phase One project for cost effectiveness. This will include the consideration of capital, operating and maintenance costs in the analysis of the project scope.

3.10 Construction Contract Documents

The OR will maintain and continuously update a set of construction contract documents (specifications and drawings) reflecting any changes that have been made due to field conditions or caused by change orders, Non-Conformance Reports (NCRs), RFIs, and submittals. The OR will perform bi-monthly review and verification of DBC as-built documents in order to ensure as-built documents are being developed during construction. The OR will be responsible for ensuring that all records associated with changes to the construction documents, as well as the latest construction documents, are properly and accurately recorded and stored on the Project Website. At the conclusion of the project, the OR will be responsible for providing comprehensive, final as-built drawings to the CTA prior to contract closeout.

Contract Deliverable: Comprehensive set of final project as-built drawings.

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3.11 Correspondence

The OR will prepare all correspondence to the DBC from CTA for CTA signature and maintain a log documenting correspondence between CTA and the DBC. The OR will also prepare correspondence to other outside entities for CTA signature as directed.

Contract Deliverable: Correspondence log documenting all correspondence between CTA and the DBC and other outside entities as directed.

3.12 Daily Construction Reports

During construction, the OR will be responsible for preparing daily construction reports. The daily construction reports will document construction activities and notify CTA of the current construction status. Daily construction reports will be processed as notification submittals that are required to be uploaded to the Project Website within 24 hours of status date. The OR’s daily reports will include, at a minimum:

 List of subcontractors and non-contractor personnel at the site;  Count of personnel at the site by construction trade distributed to scheduled activities by firm;  High and low temperatures, general weather conditions;  Safety meetings, accident reports and unusual events reports;  Stoppages, delays, shortages, and losses;  Meter readings and similar recordings;  Orders, requests and reports of governing authorities;  Time and material tickets for any potential or approved change order work;  Services connected, disconnected;  Equipment or system tests and start-ups;  Material deliveries made to the site or approved staging areas;  Quantity of work completed by schedule activity (reference schedule activity numbers);  Location of work area (TIF District specified when applicable); and  Photographs.*

*Photographs will document deviations from Issued for Construction (IFC) documents, safety and quality deficiencies, and changed conditions.

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Contract Deliverable: Daily construction reports, uploaded to the Project Website within 24 hours of the status date.

The OR will also be responsible for ensuring that the DBC is meeting their daily reporting requirements and that reports and photographs are provided to CTA and the OR as required in the DBC’s contract. The OR will also confirm that all daily reports are filed in the appropriate location on the Project Website.

3.13 Environmental Management Services

3.13.1 Waste Management and Disposal

The OR will oversee the DBC’s processes for testing, removal, and disposal of waste materials to ensure these activities are performed in accordance with the contract documents, CTA environmental control processes, as well as EPA requirements. The OR will provide oversight of DBC work related to removal and/or waste by managing and tracking CTA waste manifests. The OR will implement CTA environmental control processes as well as develop and monitor an effective system of tracking the removal and disposal of waste materials as required by CTA and EPA.

3.13.2 National Environmental Policy Act (NEPA) Compliance

The OR will ensure that the project is being implemented in accordance with the commitments made in the following documents:

 Lawrence to Bryn Mawr Modernization Project Environmental Assessment (April 29, 2015);  Red-Purple Bypass Environmental Assessment (May 19, 2015);  RPM Program Corridor Signal and Power Improvements Categorical Exclusions (July 20, 2015);  RPM Program Interim and Advance Infrastructure Improvements Categorical Exclusion (July 20, 2015);

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 Lawrence to Bryn Mawr Modernization Project Finding of No Significant Impact (October 1, 2015);  Red-Purple Bypass Project Finding of No Significant Impact (October 29, 2015); and  Re-Evaluation for RPM Program Corridor Signal and Power Improvements and Red-Purple Bypass (April 5, 2016).

The CTA will provide the OR with a matrix of all commitments made in the NEPA documents. The OR will review and update the matrix quarterly to ensure compliance. The OR will also chair a quarterly NEPA compliance meeting with the CTA to review and discuss updates to the matrix. The OR will also participate in all meetings with the CTA and FTA where NEPA compliance is discussed.

Contract Deliverable: NEPA compliance tracking log, updated quarterly.

3.13.3 Noise Control Oversight

The DBC will be required to adhere to the most stringent and latest edition of Federal and local codes and standards for noise control in the design and construction of the RPM Phase One project. Specifically, noise control is to comply with the guidelines contained in the FTA Transit Noise and Vibration Impact Assessment guidance manual (May 2006 or latest revision).

The DBC will perform a detailed noise impact assessment of the design in accordance with the FTA guidance manual. As part of this assessment, the DBC will install noise monitors to update the baseline noise levels and develop a model to evaluate the proposed design with regard to noise impact. The DBC will use the model to prepare a Design Noise Mitigation Report (DNMR), which will be submitted with the intermediate design documents. The OR will provide staff with sufficient expertise to review and provide comments on the noise model and the DNMR to ensure both comply with FTA guidelines.

The DBC will also prepare a Noise Monitoring and Control Plan (NMCP). The NMCP will be updated and re-submitted whenever additional noise sensitive receptors are discovered, work activities or

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work hours substantively change, or as required by the CTA for the duration of construction activities. The NMCP will include:

 A sketch showing the locations of noise-sensitive receptors and events, including any additional receptors identified;  Daytime and nighttime baseline noise measurements for Lmax and Leq;  The nature of activities and equipment generating noise, which may affect noise sensitive receptors (such as residences or businesses) in the area;  The project construction times of activities generating noise, which may affect noise sensitive receptors in the area;  Analysis of predicted daytime and nighttime noise levels;  Description of the methods of controlling noise including, but not limited to, alternative hours of operations, proposed noise abatement measures (such as noise barriers), alternative routes for construction vehicles, alternative equipment, screening of stationary equipment, adequate equipment maintenance, etc.;  Noise monitoring devices and methods;  Community coordination plan;  Response procedures and actions to be taken for any noise level that exceeds the noise limit thresholds established for the project or generates complaints; and  The complaint response and resolution procedures.

The noise monitoring system established by the DBC will allow for the CTA and the DBC to be notified via an automatic 24 hour remote notification system when noise levels exceed thresholds. The DBC will also be required to submit Noise Measurement Reports on a weekly basis during construction. The weekly reports will include all noise level measurements taken during the previous week, including construction compliance monitoring and any required complaint response investigations.

The OR will provide staff with sufficient expertise to review and provide comments on the NMCP to ensure it complies with FTA guidelines. The OR will also conduct audits and surveillances of the DBC’s noise monitoring program throughout the project to ensure that the DBC is adhering to the NMCP (including reviewing the results of the monitoring reports), submitting weekly Noise Measurement Reports as specified in the contract, and updating the NMCP as needed throughout the project.

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3.13.4 Vibration Control Oversight

The DBC will be required to adhere to the most stringent and latest edition of Federal and local codes and standards for vibration control in the design and construction of the RPM Phase One project. Specifically, vibration control is to comply with the guidelines contained in the FTA Transit Noise and Vibration Impact Assessment guidance manual (May 2006 or latest revision).

The DBC will perform a detailed vibration impact assessment of the design in accordance with the FTA guidance manual. As part of this assessment, the DBC will develop a model to evaluate the proposed design with regard to vibration impact. The DBC will use the model to prepare a Design Vibration Mitigation Report (DVMR), which will be submitted with the intermediate design documents. The OR will provide staff with sufficient expertise to review and provide comments on the vibration model and the DVMR to ensure both comply with FTA guidelines.

The DBC will also prepare a Vibration Monitoring Plan (VMP). The VMP will be updated throughout the construction period. The VMP will include the following as a minimum:

 Identify any existing structures that will be monitored for vibrations during the construction period;  Establish the maximum vibration levels (the maximum vibration levels stated for existing structures will not be exceeded);  Describe procedures to be undertaken in the event that vibration limits are exceeded;  Identify any existing structures that require pre-construction and post-construction surveys;  Identify sensitive medical facilities and equipment, and critical time windows of vibration-sensitive activities; and  Inventory of complaints by location, time, activity, response and mitigation proposal.

The vibration monitoring system established by the DBC will allow for the CTA and the DBC to be notified via an automatic 24 hour remote notification system when vibration levels exceed thresholds. The DBC will also be required to submit Vibration Measurement Reports on a

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weekly basis during construction. The weekly reports will include all vibration level measurements taken during the previous week, including construction compliance monitoring and any required complaint response investigations.

The OR will provide staff with sufficient expertise to review and provide comments on the VMP to ensure it complies with FTA guidelines. The OR will also conduct audits and surveillances of the DBC’s vibration monitoring program throughout the project to ensure that the DBC is adhering to the VMP (including reviewing the results of the monitoring reports), submitting weekly Vibration Measurement Reports as specified in the contract, and updating the VMP as needed throughout the project.

3.14 Permits and Maintenance of Traffic

The OR will monitor the DBC’s work schedule to verify that permit requests are submitted in accordance with the contract documents. The OR will coordinate with CTA to confirm that the DBC has obtained all required permits prior to construction. The OR will verify that the DBC is conforming to maintenance of traffic plans as submitted for work areas. The OR will review the DBC’s traffic and pedestrian control to ensure that public safety is continually maintained throughout construction operations.

3.15 Construction Coordination

3.15.1 Construction Activity Coordination

The OR will assist the CTA and the CTA’s Program Manager in coordinating the RPM Phase One construction activities among CTA Operations, CTA Infrastructure, Contractors to the CTA, and outside entities, where necessary. As described in more detail in Section 6.4.2, the DBC will be required to submit a Five-Week Look-Ahead (FWLA) Schedule which includes all anticipated Track Access Occurrences, Substation Occurrences, Infrastructure Shifts, and Flagger Shifts proposed in the upcoming weeks. Once the OR has reviewed the FWLA Schedule

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and deemed it acceptable, they will provide it to CTA and CTA’s Program Manager.

The CTA currently holds weekly Rail Operations and Bus Re-Route meetings, which the OR may be asked to attend as needed. It is also anticipated that the CTA may schedule project-specific Rail Operations and Bus Re-Route meetings for the RPM Phase One project, which the OR would be expected to attend. The purpose of the meetings is to coordinate with Rail Operations and Bus Operations on any service impacts of the RPM Phase One project. The OR will document upcoming service impacts including, but not limited to line cuts, track closures, single tracks, rail/bus re-routes across the system, and additional bus shuttle service associated with the project and provide this information to CTA and the CTA’s Program Manager in a timely manner. The OR will also track outside events that may affect the RPM Phase One project schedule and report back to the project team as necessary.

The DBC will be responsible for preparing rail service bulletin requests and manpower requests for all planned Track Access Occurrences, Substation Occurrences, Infrastructure Shifts, and Flagger Shifts and submitting these to the OR. The OR will be responsible for reviewing all rail service bulletin and manpower requests and submitting to CTA. In general, the CTA requires that rail service bulletins be submitted at least 14 days prior to the planned Track Access Occurrence. Manpower requests that are not part of a rail service bulletin (for example, a request for a CTA signal maintainer to report to the project site) are required to be submitted at least 48 hours in advance of when staff is requested to be present. The CTA will issue final approved rail service bulletins and manpower requests to the OR, and the OR will be responsible for issuing these to the DBC and ensuring they are stored in the correct location on the Project Website.

Contract Deliverable: Rail service bulletin requests, submitted at least 14 days prior to the planned Track Access Occurrence. Manpower requests (if not part of a rail service bulletin request), submitted at least 48 hours in advance of when staff is requested to be present.

3.15.2 Track Access Occurrence, Substation Occurrence, Infrastructure Shift, and Flagger Shift Tracking Logs

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Track Access Occurrences, Substation Occurrences, Infrastructure Shifts, and Flagger Shifts for the RPM Phase One project will be tracked on an hourly basis. For each of these items, there will be a set number of hours included in the DBC contract which they will be able to use throughout the project. As Track Access Occurrences, Substation Occurrences, Infrastructure Shifts, and Flagger Shifts are requested and used, the OR will be responsible for keeping a log of the number of hours requested and used to date and the number of hours remaining in the contract. The OR will be expected to assist the CTA in building a protocol for tracking these hours, ideally via a process workflow on the Project Website. If a process workflow is needed, the CTA and OR would be expected to prepare the process requirements and the CTA’s Program Manager would design and implement the process.

Contract Deliverable: Track Access Occurrences, Substation Occurrences, Infrastructure Shifts, and Flagger Shifts tracking log, updated as needed throughout the project.

3.16 Construction Process Plans

The DBC will be required to submit Construction Process Plans (CPPs) whenever any work, in the opinion of CTA, affects the safety of or causes disruption to transit service; creates inconvenience to transit users, CTA Operations, or any business or residence; impacts street, sidewalk, or alley access; impacts the public; or generates excessive noise or dust. The OR will oversee the CPP submittal and review processes. The OR will compile and incorporate comments received from all applicable CTA Departments and at pre-activity meetings to incorporate into the CPP submittal response.

The OR will verify that all CPPs are consistent with DBC contract requirements and CTA standards, guidelines, and specifications. The OR will ensure that all CPPs are accepted and approved by the OR and CTA at least 7 days prior to the work they apply to.

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3.17 Systems Cutover Plan

The DBC will be required to submit a Systems Cutover Plan which will outline modifications to various systems necessary to facilitate staged construction. The OR will oversee the Systems Cutover Plan submittal and review processes. The OR will compile and incorporate comments received from all applicable CTA Departments and at pre-activity meetings to incorporate into the Systems Cutover Plan submittal response.

The OR will verify that the Systems Cutover Plan is consistent with DBC contract requirements and CTA standards, guidelines, and specifications. The OR will ensure that all Systems Cutover Plans are accepted and approved by the OR and CTA at least 7 days prior to the work they apply to.

3.18 New Process Workflows

As the OR is required to develop new processes for the RPM Phase One project, the OR and the CTA may agree on a case-by-case basis that the process would be best accommodated by a new electronic process workflow on the Project Website. If the CTA agrees that a new electronic process workflow is needed, the CTA and OR would be expected to prepare the process requirements and the CTA’s Program Manager would design and implement the process.

Contract Deliverable: Requirements for any new electronic project management process workflows as identified.

3.19 Public Outreach and Community Impacts

The CTA is currently expecting to contract with a public outreach consultant to assist CTA with facilitating public outreach activities for the RPM Phase One project. The OR will be instrumental in providing detailed updates on project to the CTA and its public outreach consultant, including but not limited to, details on upcoming construction work (including specific times and locations), planned transit service modifications, and road, sidewalk, and alley closures. The OR will periodically be asked to prepare meeting materials and/or attend meetings with the public where

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specific knowledge of construction activities or technical knowledge of the project will be required.

Contract Deliverable: Public outreach meeting materials and/or attendance at meetings as requested.

The OR will also be responsible for monitoring the project’s impacts to the community and keeping a tracking log of major issues in the community. The OR will assist the CTA with developing mitigation strategies for issues of concern to the CTA. As necessary, the OR will advise the CTA when proposed mitigation strategies would require a change to the DBC contract and ensure that CTA understands the cost and schedule implications of such changes. The log will also track other nearby construction projects, planned developments, events, or other items that could have potential impacts on the RPM Phase One project construction activities.

Contract Deliverable: Community impact tracking log, updated as needed but at least monthly.

3.20 Asset Management

The OR will review all equipment removal and installation logs prepared by the DBC documenting serial numbers and CTA tracking numbers for all removed and installed equipment. For any equipment to be salvaged by the CTA, the OR will note this in the log and record where the equipment was moved. The OR will ensure that all asset information is provided to CTA so it can be appropriately recorded in the CTA’s electronic Infor Enterprise Asset Management (EAM) system.

The OR will assist CTA in reviewing asset management spreadsheets to ensure that the DBC has provided all required asset information to CTA for inclusion in the CTA’s electronic Infor EAM system. This includes information on assets that have been removed or salvaged, as well as new assets that need to be added to CTA’s asset management inventory. Asset management will be an ongoing process throughout the project, beginning with asset identification (for both additions and removals) in design submittals, continuing with asset attribute establishment during construction submittals, and ending with final lists of installed assets prior to achieving substantial completion.

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3.21 Before and After Study

The CTA is required to assemble information and conduct analyses to identify the actual outcomes of the RPM Phase One project and evaluate the reliability of the predictions of those outcomes prepared during the planning and development of the project. As part of the requirements for this study, CTA needs to collect and archive data on the following five key characteristics of the project:

1. Project scope: The physical components of the project, including environmental mitigation and other related elements; 2. Capital cost: The total project capital costs in constant dollars, formatted in FTA’s Standard Cost Categories, and annual expenditures in year-of- expenditure dollars; 3. Service levels: The service characteristics on the project, feeder buses, and other affected transit services in the corridor; 4. Operation and maintenance (O&M) costs: Estimates the incremental operating/maintenance (O&M) costs of the project and the transit system as a whole; and 5. Ridership: Describes peak-hour/peak-direction ridership and capacity on the project as well as overall ridership in the corridor.

The CTA had previously assembled predictions of project outcomes for these key project characteristics at two milestones during development of the project (at the ‘Entry of Engineering’ and ‘Full Funding Grant Agreement’ phases), which were provided to FTA.

The OR will be responsible for collecting data to be submitted to FTA at two milestones during the project, as described below:

1. Actual conditions before the project: Collect data on existing transit services, O&M costs, and transit ridership immediately prior to any significant changes in transit service levels caused by either the construction or the opening of the project; and 2. Actual conditions after project completion: Collect data on the actual physical scope and capital costs of the project when it is completed and on transit service levels, O&M costs, and ridership two years after the start of the expanded service.

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The OR will also be responsible for preparing a draft version of the Before and After Study Report with placeholder areas for CTA to insert future data as required. The final report will need to include the following for each project outcome:

1. Document the actual outcome of the project; 2. Evaluate the accuracy of the predicted outcomes that were prepared during planning and development of the project; and 3. Identifies any lessons learned about the preparation of those predictions that may be useful for future projects.

The body of the final report will be 15-20 pages that will highlight findings, conclusions, and lessons learned. Appendices to the final report will provide details supporting the findings and conclusions.

Contract Deliverables: (1) Data on existing transit services, O&M costs, and transit ridership immediately prior to any significant changes in transit service levels caused by either the construction or the opening of the project; (2) Data on the actual physical scope and capital costs of the project when it is completed and on transit service levels, O&M costs, and ridership two years after the start of the expanded service; and (3) Draft Before and After Study Report, completed within 3 months of DBC substantial completion.

3.22 Other Project Tracking Logs

In addition to the tracking logs specified in this document, the OR will prepare and maintain other various project logs to assist with tracking overall project management items, including but not limited to, RFI, submittal, change order, permit, NCR, issues, correspondence, pay application, safety, allowance, and others as requested by CTA. Templates for some of the logs have already been established by CTA and will be available through the Project Website. For logs where a template has not been previously established, the OR will be expected to create a template.

Contract Deliverable: Other project tracking logs, as requested by CTA.

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3.23 Meetings

Meetings are an effective means of collaboration and will be held throughout the course of the project to enable orderly review of progress and to provide for systematic discussion of items and issues. The OR will make sure that attendees at meetings have the knowledge and authority to transact business on behalf of the OR.

3.23.1 Locations

For meetings that occur at CTA Headquarters, the Project Office, or the DBC or OR field offices, the meeting organizer will provide CTA one week advance notice. For any meetings that will occur outside of the City of Chicago, the organizer will provide CTA 6 weeks of advance notice. The CTA and the meeting organizer may agree to shorter advance notice on a case-by-case basis.

3.23.2 Minutes

In general, the DBC will be responsible for chairing and managing notifications, agendas, and minutes for all RPM Phase One project meetings (except as noted below). The minutes for project meetings will be issued electronically in draft form via email with requests for comments and corrections within five business days of the meeting. The OR will be expected to review all meeting minutes for meetings which they attend and provide comments or changes as required. If revisions are received, the minutes will be redistributed as a revised draft for concurrence or changes within two business days. Final minutes will be posted to the Project Website and distributed to all meeting participants within two business days of distribution and the latest revised draft of the minutes.

For any meetings that the OR is chairing, they will be expected to follow the requirements above for preparing and posting meeting minutes.

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Contract Deliverable: Meeting minutes for all meetings chaired by the OR as requested by CTA, following the timelines specified in 3.23.2 above.

3.23.3 Regular Meetings Chaired by the DBC

The following meetings are expected to be held monthly (unless otherwise noted) and chaired by the DBC. The OR will review the project calendar on a regular basis and ensure that all meetings that the DBC is responsible for chairing are being scheduled at the frequencies specified in the contract. If the OR finds that certain meetings are not being held as frequently as desired, or are regularly canceled, the OR will notify CTA.

 Project Work Progress Meetings (weekly);  Design Progress Meetings;  Construction Progress Meetings;  Quality Management Meetings;  Testing and Commissioning Meetings;  Project Closeout Meetings;  Safety and Security Certification Meetings;  Safety and Security Meetings;  Schedule Review Meetings; and  Pay Application Meetings.

3.23.4 Regular Meetings Chaired by the CTA

The following meetings are expected to be held monthly (unless otherwise noted) and chaired by the CTA. The OR should be aware of when these meetings are occurring and may be asked to attend them on an as-needed basis. For meetings chaired by the CTA that the OR is asked to attend, the CTA may request that the OR prepare agendas and/or meeting minutes.

 CTA Rail Operations Meetings (weekly);  Safety and Security Review Committee Meetings;  CTA Board Meetings;  Community Task Force Meetings; and  Public Outreach and Communication Meetings.

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3.23.5 Regular Meetings Chaired by the OR

The following meetings are expected to be held monthly (unless otherwise noted) and chaired by the OR.

 OR Work Progress Meetings (the goal of this meeting will be to review OR work progress and the status of deliverables to ensure that contract obligations are being met);  NEPA Compliance Meetings (quarterly) (see Section 3.13.2 for additional information); and  Risk Management Meetings (see Section 5.0 for additional information).

3.23.6 Other Meetings

Other meetings occurring on an ad hoc basis may include but are not limited to the following. These will generally be chaired by the DBC or the CTA.

 Change Order Meetings;  Pre-Activity Meetings;  Permit Meetings;  Third Party Coordination Meetings;  Public Meetings;  Factory Witness Test Meetings; and  Mock-Up Review Meetings.

3.24 Additional Photographs and Videos

Throughout the project, the CTA may request that the OR take professional-grade photographs of the project site, as well as install construction cameras or use drones to take videos and monitor construction progress. All photographs and videos will be appropriately stored and available on the Project Website.

Contract Deliverable: Professional-grade photographs and videos of the project site, as requested.

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4.0 Field Support Services

Field support services are required to ensure that all construction work performed is consistent with the approved project drawings and specifications, as well as compliant with all CTA construction and testing procedures. Specific field support services needed are detailed below:

4.1 Verification of Existing Conditions

Immediately after NTP, the OR will photograph and video existing field conditions including alley/street/expressway pavements, lighting, signage, appurtenances and adjacent properties in addition to miscellaneous right-of-way materials, signal, communication, traction power equipment, wayside signage, stations, and any other wayside materials and equipment to fully document conditions prior to the start of construction in an Existing Conditions Report.

Contract Deliverable: Existing Conditions Report documenting all site conditions prior to the start of construction.

During design and construction, the OR may be asked to provide survey crews to independently verify/validate various field conditions such as track alignments, foundation placements, and other items. The OR should have sufficient staff available throughout the project to fulfill such requests as they are identified.

4.2 Construction Oversight

The OR will provide sufficient technical staff to oversee all construction activities in the Lawrence to Bryn Mawr Modernization area, the Red-Purple Bypass area, and any locations where Corridor Signal Improvement work or other adjacent construction work is occurring. An OR representative must be on-site at all times when the DBC is performing work. In some cases, this may require that multiple OR representatives are present on the various job sites at the same time to ensure adequate construction oversight.

The OR will monitor and inspect all work performed by the DBC and subcontractors to verify compliance with the contract documents and approved submittals including

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process plans. For specific construction-related activities, the CTA will have checklists included in the DBC contract. Where applicable, the OR will review, verify, and sign all applicable checklists to ensure that the DBC is performing satisfactory work.

When the DBC is performing approved additional work on a unit price or time and materials basis, the OR will monitor and report daily the amount of time and material provided and inform CTA whether or not this work is progressing as planned and agreed upon with the CTA and in accordance with the established not-to-exceed limit.

The OR will work with the DBC and the CTA to resolve any issues that arise with respect to the construction work in order to maintain the construction schedule. The OR will monitor the DBC to ensure appropriate coordination of various work activities, including multiple trades working in the same project area.

Contract Deliverable: Signed copies of construction checklists, as applicable.

4.3 Adjacent Construction Monitoring

The OR will perform the role of the Adjacent Construction Representative (ACR) for construction activities on or near the CTA right-of-way. These activities will be performed in compliance with the following CTA Infrastructure Construction Standard Operating Procedure (SOP): IC-SOP-P001 ACR Procedures for Construction Activity On Or Near the CTA Right-Of-Way.

4.4 Track Access Occurrences

The OR will provide qualified personnel to act as the Person In Charge (PIC) for Track Access Occurrences to facilitate DBC operations and provide oversight for implementation of Power & Way Service Bulletins which may include coordination including flagging under traffic, power on/off procedures, single track operations, line cuts, and other service impacts. This may include coordination with other contractors or CTA personnel/operations during a Track Access Occurrence (piggybacking). The PIC will be on-site full-time during each Track Access Occurrence.

When acting as the PIC, the OR will do so in compliance with the following CTA Infrastructure Standard Operating Procedures (SOPs):

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 IC-SOP-P002: Extended Duration Construction Slow Zones without Flaggers; and  ID-SOP-P002: PIC Procedures For Removing Tracks From and Restoring Tracks To Revenue Service

In performing the duties outlined, the CTA will provide to the OR, the following Power & Way Maintenance SOPs for reference:

 PWM-SOP-P001: Slow Zone Requests, Implementation & Removal;  SIGMSOP P0007: Single Tracks, Reroutes, And Line Cuts; and  SPMSOP-P0001: Isolating Power for Planned Single Tracks, Line Cuts, and Reroutes

4.5 Testing, Inspection, and Commissioning

The OR will review and make recommendations concerning the DBC Testing, Inspection, and Commissioning (TIC) Plan, ensuring that all planned testing, inspection, and commissioning activities will be administered in accordance with the contract, as well as applicable CTA standards, guidelines, and specifications. The OR will review the TIC Matrix, a listing of every contractually required testing, inspection, or commissioning activity, to ensure all required activities are identified and included. The OR will monitor the TIC Log to ensure every testing, inspection or commissioning activity conducted is entered on the log.

The OR will be expected to have technical staff available to observe testing and inspection of all major physical project components, including but not limited to, material testing (e.g. concrete, steel, etc.), track, traction power, and signal equipment, and vertical circulation elements (e.g. elevators and escalators). The OR staff members overseeing testing and inspection activities will be expected to have specific expertise in the equipment being tested and validate the results of the testing. In some cases, testing and inspection will be done at a remote facility and travel will be required. While testing and inspection is occurring, the OR will be expected to have sufficient technical staff available to continue observing construction activities at the same time.

The OR will monitor DBC implementation of the approved TIC Plan. The OR will provide technical staff to oversee commissioning of all required project components and systems, including but not limited to, track equipment, traction power, signal, and communications systems, elevators, and escalators. The OR will sign all inspection,

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testing, and commissioning reports to indicate that the OR’s inspector witnessed all inspections, tests, and commissioning activities, confirmed that all activities were performed in accordance with the approved test procedure, and that the equipment being inspected/tested/commissioned performed adequately. If an equipment performance issue occurs, the OR will notify the CTA immediately and document in the report.

Contract Deliverable: Signed copies of all DBC inspection, testing, and commissioning reports.

4.6 CTA Terminal

It is currently anticipated that the CTA will establish a terminal in or near the RPM Phase One project area for CTA field support staff. The CTA will provide additional details to the OR on the location of the terminal and any pertinent information on terminal operations to the OR after NTP.

5.0 Risk and Contingency Management Services

CTA has established a Risk and Contingency Management Plan for the RPM Phase One project which includes procedures to identify, assess, respond to and manage risk. Pursuant to the Risk and Contingency Management Plan for the RPM Phase One project, the CTA currently holds regular meetings with secondary risk owners to agree on risk mitigation strategies and identify potential issues with the primary risk owner. The OR will be responsible for taking over and leading risk management efforts, including leading the risk meetings and updating the project risk register and model as changes occur.

Upon NTP, the CTA will provide the OR with all inputs required for the project risk register and model so the OR can create their own model. The OR-generated risk register and risk model should be submitted for CTA review within 90 days of NTP.

Contract Deliverables: OR-generated project risk register and risk model, submitted within 90 days of NTP; project risk register and model that are updated regularly throughout the project.

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6.0 Project Controls Services

Project controls services are required to ensure that the project is delivered on schedule, within budget, and within the requirements dictated by the project funding sources. Specific project controls services needed are detailed below.

6.1 Cost Estimating

The OR will be responsible for preparing independent cost estimates for all anticipated project change items. This may include, but is not limited to, potential change items on the DBC contract, potential change items on other construction contracts supporting the project, additional level of effort estimates for professional services contracts, and additional level of effort estimates for CTA support labor. The OR will also be responsible for reviewing cost estimates prepared by the DBC, the CTA, and other parties contracted with CTA to support the project to confirm that correct methodologies were used and that the estimates are reasonable.

Contract Deliverable: Develop and produce cost estimates as required.

6.2 Funding Management

The RPM Phase One project is funded by multiple sources, including Federal Section 5309 Core Capacity funds, Federal Congestion Mitigation and Air Quality (CMAQ) funds, City of Chicago TIF funds, and CTA Bonds. The CTA is also planning to submit a Letter of Interest to obtain a Transportation Infrastructure Finance and Innovation Act (TIFIA) loan for the project. The OR will assist the CTA with funding management activities as described below.

6.2.1 Outside Funding Agency Reporting Requirements

The CTA will be expected to provide regular project status reports for outside agencies providing funding for the project, which includes but is not limited to the FTA, the City of Chicago, and potentially the TIFIA Office. The content of the reports and the frequency at which they are to

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be submitted (e.g. monthly, quarterly, annually) will vary based on the individual agreements and requirements dictated by each funding agency. The OR will be responsible for preparing all of these reports, which will generally contain some or all of the following project information:

 Status of design and construction work;  Geographic locations of ongoing construction work;  Progress photos;  Project cost information, including information on potential or approved cost changes;  Project schedule information, including information on potential or approved schedule changes;  Risk and contingency management information;  Status of real estate acquisitions;  Summary of public outreach activities; and  Status of NEPA mitigation commitments.

Contract Deliverable: Prepare project update reports for outside funding agencies as required by each agency.

6.2.2 City of Chicago TIF Cost Certifications

All RPM Phase One project costs will need to be classified based on TIF geographic area (see Section 6.3.1 for additional details). The CTA will be required to regularly submit City of Chicago TIF Certification documents based on the protocol agreed to between the CTA and the City of Chicago. It is currently anticipated that documents will be prepared on a monthly basis.

The OR will be expected to assist the CTA and the CTA’s Program Manager with preparing the TIF Certification documents, primarily advising how various expenditures should be allocated among the various TIF Districts providing funding for the project.

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6.3 Cost Management

The OR will assist the CTA with cost management for the RPM Phase One project. Specific tasks associated with the RPM Phase One cost management process are included below.

6.3.1 Cost Classification

All RPM Phase One project costs will be classified and tracked based on FTA’s Standard Cost Category (SCC) and Activity Line Item (ALI) codes as well as by City of Chicago TIF geographic areas. A brief summary of how these costs will be tracked is included below:

 FTA SCC and ALI codes: The RPM Phase One SCC Workbook provides a breakdown of how project tasks will be allocated among the various funding sources at a global level. In some cases, tasks will be wholly allocated to one SCC and ALI code, while in other cases they will be apportioned among several SCC and ALI codes.

 TIF geographic areas: The CTA has a Redevelopment and Intergovernmental Agreement with the City of Chicago which outlines how TIF funds can be applied to the project. The CTA is also developing a protocol with the City of Chicago on how various project costs should be apportioned among the 6 TIF Districts in which the project is located (see below). In some cases, tasks will be wholly allocated to one TIF District, while in other cases they will be apportioned among multiple TIF Districts, or not applicable to be allocated toward a TIF District.

o RPM Phase One Transit TIF o Adjacent TIF Districts: . Hollywood/Sheridan TIF . Lawrence/Broadway TIF . Wilson Yard TIF . Devon/Sheridan TIF . Bryn Mawr/Broadway TIF

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The OR will be responsible for certifying that all RPM Phase One expenditures and projected costs are correctly classified by both SCC/ALI codes and by TIF geographic area. The OR will work closely with the CTA and the CTA’s Program Manager to track how costs are classified throughout the duration of the project.

6.3.2 Pay Application Management

The DBC will be required to submit all pay applications through the Project Website. The OR will manage and oversee the DBC pay application process. CTA will provide guidelines to the OR for review of pay items whether cost reimbursable, lump sum, or unit price, as well as documentation the DBC is required to submit with each pay application.

The OR will review and approve the DBC’s SOV based on contract documents with input from CTA. The OR will review and verify all DBC applications for payment and supporting documentation for completeness and accuracy including percentage of work completed, DBE payment status reports, monthly progress reports, and waivers. The OR will also review and verify DBC supporting documentation for allowance reimbursements. The OR will also certify that all items which the DBC is requesting payment are correctly classified by SCC/ALI code and TIF geographic area based on the work that was performed during that pay period.

Review of pay applications should ensure that appropriate monies are being withheld for NCRs or for any other reason. After the DBC submits a complete pay application (pencil copy), the OR will provide comments to the DBC within the timeframe specified by the Project Website pay application process. Any questions or issues associated with pay applications can also be discussed in the monthly pay application meetings noted in Section 3.23.3.

Once all OR comments have been addressed, the OR will be responsible for signing the pencil copy and forwarding on to CTA for further review and processing. Once a pay application has been final approved and paid, the OR will be responsible for ensuring that all documents have been

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properly uploaded to the Project Website and the pay application process on the Project Website is closed out.

Should CTA require the OR to perform audits of the DBC’s financials, guidelines will be provided to the OR for such audits.

Contract Deliverable: Signed copies of DBC pencil copy pay applications, upon approval by the OR.

6.3.3 Cost Change Management

6.3.3.1 Potential Change Items (PCIs)

The OR will assist the CTA with ensuring that all proposed project changes are documented on the Project Website, and that all are evaluated for cost impacts.

The OR will be responsible for managing all PCI processes through the Project Website. As soon as reasonably possible and within 5 days of learning of a potential project change, the OR should enter the change into the Project Website, providing all of the information that is known at the time of entry.

As detailed in Section 6.1, the OR will be responsible for preparing independent cost estimates for all anticipated project change items and presenting to CTA for review. All PCIs will include an estimated cost unless specifically noted that it is a zero-dollar change. The anticipated value of a PCI may change over time, but it is important that the OR provide cost estimates at every step of the process so the CTA can understand potential cost impacts. Additionally, all cost change items should be classified by SCC/ALI codes and TIF geographic area to allow proper tracking of each PCI.

The OR will be responsible for tracking the status of all PCIs and preparing a PCI log that is updated weekly. The PCI log will contain, at a minimum, the following information for each PCI:

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 PCI description;  Projected cost;  Source of projected cost (e.g. rough order of magnitude, OR-prepared, DBC-prepared);  Project Website process instance number;  Project Website process step;  Project Website current step actor;  Field Memo or Proceed Order reference (see Section 7.3.3.3);  SCC/ALI code allocation;  TIF geographic area;  Method of proposed payment (e.g. contract cost change, allowance); and  Approval status (e.g. pending, approved, denied).

Once a PCI is approved or denied by the CTA, the OR will be responsible for closing each PCI process on the Project Website and ensuring the PCI is processed appropriately (e.g. included as part of an upcoming change order, allowance, or filed as denied).

Contract Deliverable: PCI log that is updated weekly.

6.3.3.2 Allowance Tracking

In line with managing the PCI process, the OR will also be responsible for tracking the contract allowances and items that are proposed to be paid using an allowance (versus a change order). The OR will be required to prepare an allowance log that is updated weekly. The allowance log will contain, at a minimum for each contract allowance, the following information:

 Total allowance amount at beginning of project  Approved allowance items  PCIs projected to use the allowance  Remaining balance of allowance (based on both approved and pending allowance items)

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The OR will also be responsible for preparing all required paperwork and documentation for items approved to be paid for under an allowance for signature by CTA.

Contract Deliverable: Allowance tracking log that is updated weekly.

Contract Deliverable: Supporting forms and documentation for items approved to be paid for under an allowance for signature by CTA.

6.3.3.3 Field Memos and Proceed Orders

As part of CTA’s change management process, cost change items can be approved prior to the execution of an official change order. Depending on the cost and schedule impact of the change item, these may be approved via a Field Memo or a Proceed Order. Field Memos and Proceed Orders will be tracked as part of the PCI log as noted in Section 6.3.3.1. The OR will be responsible for preparing all required forms and documentation for Field Memos and Proceed Orders for signature by CTA.

Contract Deliverable: Supporting forms and documentation for Field Memos and Proceed Orders for signature by CTA.

6.3.3.4 Change Orders

As directed by CTA, the OR will be responsible for preparing all required paperwork and documentation for contract change orders for signature by CTA. Items to be included in each change order will be directed by CTA.

Contract Deliverable: Supporting forms and documentation for contract change orders for signature by CTA.

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6.3.3.5 Cost Management for Other Design and Construction Contracts

As noted in Section 3.1, it is possible that additional design and construction services (outside the base scope of the design- build contract) may be needed in the future to support the project. If this need is identified, the OR will be responsible for cost management activities associated with any additional design and construction contracts, adhering to the same requirements as the DBC contract.

6.3.3.6 Cash Flows

The DBC will be required to cost-load their Schedule so that CTA has updated, accurate projections of contract spending. The DBC Schedule, and therefore the cash flow, will be updated monthly. The OR will be responsible for reviewing the DBC cash flow to verify that activity cost-loading is reasonable and without front-end loading. The OR will alert the CTA of any irregularities or unanticipated projections included in the cash flow.

6.4 Schedule Management

6.4.1 Schedule Reviews

After approval of the Baseline Schedule (see Section 2.3.2), the DBC will be required to update and submit the Schedule monthly. Schedule submittals will include a narrative project status report in accordance with the narrative requirements herein. The report will describe any special problems or assumptions underlying the Schedule and will include a recovery plan for activities that are more than fourteen days behind. The schedule will always include a cash flow which includes earned value to date.

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The Schedule monthly update cannot change project milestones, which can only be modified by change order.

The OR will be responsible for performing detailed reviews of the DBC schedule to ensure that the project is proceeding as planned. The OR will specifically review critical path activities and float usage on both critical path and non-critical path activities to predict whether or not the project is trending to remain on schedule. Each month, the OR will prepare a schedule review memo to the CTA which outlines their analysis and notes any issues within 7 days of receiving the updated schedule. Issues noted in this memo will be discussed as part of the monthly schedule review meetings noted in Section 3.23.3.

The OR will ensure that the latest approved Schedule is always available for project team use in the appropriate location on the Project Website.

Contract Deliverable: Schedule review memos, prepared within 7 days of receiving an updated DBC schedule.

6.4.2 Five-Week Look-Ahead (FWLA) Reviews

The FWLA is a subset of the schedule and will be used for weekly project meetings, CTA Rail Operations meetings, and other meetings. The FWLA will show one preceding week, the current week, and three future weeks. The FWLA will include a list of activities that require flaggers, infrastructure support, and Track Access Occurrences. The FWLA will clearly show overnight work, weekend work, and work impacting the community.

The OR will review the FWLA to ensure that it is consistent with activities planned and approved in the Schedule. The OR will alert the CTA of any issues with the FWLA, specifically if the DBC is planning to begin activities that have not received required approvals.

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6.4.3 Schedule Recovery Plans

As noted in Section 6.4.1, the DBC will be required to submit a recovery plan for activities that are more than fourteen days behind. The OR will work with the DBC on developing the recovery plan to help ensure the project’s success. The OR will also review all recovery plans to ensure that they are reasonable and attainable prior to submitting to CTA.

7.0 Safety and Security Certification Oversight Services

RPM Phase One is considered a Major Capital Project as defined by 49 CFR Part 633, and as such is required to complete the safety and security certification process. In accordance with FTA Circular 5800.1, August 1, 2007, Safety and Security Management Guidance for Major Capital Projects, the CTA prepared a Safety and Security Management Plan (SSMP) for the RPM Phase One project. The RPM Phase One SSMP formalizes the technical and management strategies for determining safety and security risk acceptance throughout RPM Phase One, from the project development phase through final completion.

Additionally, CTA prepared the RPM Phase One Safety and Security Certification Plan (SSCP) in accordance with FTA guidelines, the State Safety Oversight Program, Title 49 CFR Part 659, and CTA internal safety and security procedures. The RPM Phase One SSCP presents the process which will be implemented to verify that the RPM Phase One project is, to the greatest extent possible, operationally safe and secure for passengers, employees, consultants, contractors, emergency responders, and the public.

The OR will assist the CTA with implementing the Safety and Security Certification (SSC) process outlined in the RPM Phase One SSMP and SSCP and assuring and monitoring DBC adherence to contract requirements for SSC. The OR will designate a Safety and Security Certification Lead to work directly with the CTA to manage the SSC process. This will include preparing a SSC Tracking Log, which documents all required safety and security activities, the party responsible for leading these activities, and the current status of each activity. The SSC Tracking Log will be updated monthly.

Contract Deliverable: SSC tracking log, updated monthly.

Specific OR responsibilities related to safety and security certification include:

 Participate as an active member of Safety and Security Review Committee (SSRC) and Fire/Life Safety and Security Committee (FLSSC);

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 Lead review and comment on the DBC’s Safety and Security Certification Plan, developed by the DBC to outline their approach to the SSC process;  Assist CTA and DBC with identification of certifiable elements and items and development of certifiable elements list (CEL) and certifiable items list (CIL);  Lead review and comment on CEL/CILs developed by DBC, CEL/CILs will be reviewed once per month throughout the project;  Lead review and comment on content identified in the project-specific design criteria and included on the Design Criteria Conformance Checklist (DCCC);  Lead review and comment on completed DCCCs submitted with each stage design package;  Ensure CTA approval of all necessary design variations for items which do not satisfy project-specific design criteria;  Lead review and comment on content identified in the final construction specifications and included on the Construction Specification Conformance Checklist (CSCC);  Lead review and comment on the means of verification DBC identifies to establish specification conformance, including but not limited to construction submittals, test reports, visual verification, or photographs;  Lead review and comment on evidence submitted to establish conformance with specifications for individual items;  Verify all testing, inspection, and commissioning requirements are identified and the Testing, Inspection, and Commissioning (TIC) Plan and associated TIC Matrix are updated as required;  Verify System Integration Test Procedures are developed by DBC and approved by CTA prior to beginning of testing;  Verify all testing, inspection, and commissioning activities are completed and documented as required;  Verify existing plans, rules, and procedures are reviewed for adequacy and updated where necessary;  Verify newly developed plans, rules, and procedures are reviewed and accepted;  Verify contractually required training is completed by DBC;  Verify internal CTA training is developed and completed where required;  Prepare temporary use notices (TUNs) for CTA approval for elements that must be used for revenue service in advance of achieving full conformance;  Preparing certificates of conformance for CTA approval when all certifiable items for an element have been satisfactorily verified;  Track open items which lag in achieving full certification;  Lead review and comment on change orders for impacts to safety and security;  Lead review and comment on updates to Preliminary Hazard Analysis (PHA) and Threat and Vulnerability Assessment (TVA) which are due with intermediate and final design submittals;

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 Assist CTA with completing additional hazard analyses as needed;  Prepare Project Safety and Security Certificate for CTA review and approval;  Prepare a Final Safety and Security Verification Report for CTA review and approval;  Perform program review and audits of safety and security certification activities;  Utilize the Project Website for tracking all records necessary for the SSC process;  Perform detailed activities related to safety and security certification, including documentation and record keeping; and  Identify, manage, and track hazard resolution activities.

The OR will also be expected to assist the CTA with implementing the following safety and security-related activities:

 Providing certification status requests, project team and FTA monthly/quarterly requests;  Coordinating with State Safety Oversight Agency regarding requirements for safety and security certification process;  Identifying and resolving restrictions, deviations, and approved equivalencies;  Developing a Transit Service Activation Plan (TSAP) for each construction phase which involves a major change in transit operations;  Conducting hazard and vulnerability analysis to assess impacts of design variations;  Monitoring the identification and resolution of the system hazards and vulnerabilities assessment process to verify that no significant hazard is unresolved at initiation of revenue service;  Conducting internal operational readiness reviews;  Conducting emergency response drills or exercises;  Completing FTA Safety and Security Operational Readiness Reviews; and  Developing certification configuration management requirements.

As noted in Sections 3.23.3 and 3.23.4, the OR will also be required to attend monthly Safety and Security Certification meetings chaired by the DBC as well as monthly Safety and Security Review Committee meetings chaired by the CTA. It is currently anticipated that the OR will be expected to prepare agendas and/or meeting minutes for the Safety and Security Review Committee meetings.

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8.0 System Safety and Security Oversight

8.1 OR System Safety and Security Plan

As noted in Section 2.1.i, the OR will be required to include procedures for safety and security as part of their ORMP to ensure that all project activities are implemented in a safe and secure manner. The OR will be responsible for ensuring that all staff members are complying with the safety and security procedures outlined in the ORMP, as well as the CTA Safety Manual for Contract Construction On, Above, or Adjacent to the CTA Rail System (included as Exhibit 3 of this Scope of Services).

8.2 DBC System Safety and Security Plan

The OR will review and monitor the DBC’s adherence to their System Safety and Security Plan as outlined in the contract documents.

8.3 Safety-Related Issues

The OR will prepare and maintain a safety incident tracking log. The format of the log should be approved by the CTA. At a minimum, the log should include who reported the issue, when/who is responsible to investigate, repair, etc. Each item should be given an A, B, or C rating by the OR to prioritize actions, as follows:

 A. Critical: Imminent danger of injury or accident, must be corrected immediately;  B. Major: Must be corrected within 24 hours; and  C. Minor: Set timetable as appropriate for occurrence.

Contract Deliverable: Safety incident tracking log, updated as needed.

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8.4 Jobsite Observations

The OR will prepare a jobsite observation report each time a field visit occurs and transmit the report to the CTA Safety Department daily via the [email protected] email address.

Contract Deliverable: Jobsite Observation Reports, prepared daily or as required.

The OR will inform the CTA immediately in the event that the DBC is proceeding in an unsafe manner based on the Occupational Safety and Health Administration (OSHA) Standards and CTA Safety Plan. The OR will make recommendations for immediate correction. The OR will immediately report all serious conditions, accidents, fires, cave-ins, or slides, etc. at the project site to the CTA Control Center and local fire department or state agencies as required.

8.5 DBC Rail Safety Training

The OR will verify that all on-site personnel have been CTA rail safety trained, as required by contract documents, and are in possession of appropriate CTA issued property passes. The OR will verify that the DBC is complying with process plan requirements for safety-trained personnel.

9.0 Quality Management Services

The CTA maintains an ISO 9001 certified Quality Management System (QMS) that applies to all phases of a capital improvement project. The QMS consists of Manuals, Procedures, Work Instructions, and associated forms. The goals for the QMS are as follows:

 Provide reliable project planning  Provide comprehensive and constructible design documents and standards  Establish, administer, and demonstrate consistent project processes and procedures

Quality management services are required to ensure that the RPM Phase One project is adhering to the Infrastructure Department’s QMS.

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9.1 DBC QMS

The OR will review and provide recommendations to the CTA on the DBC QMS submittal. Once the DBC QMS has been approved, the OR will review, monitor, and verify implementation of the DBC QMS.

The OR will conduct audits and surveillances of the DBC throughout the project to include assessment of the QMS implementation and its effectiveness and the effective utilization of the Project Website. The OR will ensure that quality processes are being effectively implemented, and project documentation and records are being accurately completed by the DBC within contract required timeframes, or as agreed to by the CTA. As noted in Section 3.23.3, the OR will be required to attend monthly Quality Management meetings, during which all quality-related issues can be discussed.

9.2 OR QMS

The OR will be expected to adopt and comply with the CTA’s QMS for the quality management of the OR’s design and construction oversight responsibilities.

The CTA will provide training on the QMS to all OR staff members including sub- consultants. The OR will ensure all requirements contained within the QMS are understood and adhered to throughout the project as applicable. The OR will generate corrective actions as applicable if non-compliances to the QMS requirements are identified.

Contract Deliverable: Corrective actions as required if QMS procedures are not being followed.

9.3 Non-Conformance Reports

The DBC is required to document nonconforming work via a Non-Conformance Report (NCR), which is submitted to CTA via the Project Website. If the DBC fails to do so, the OR will be responsible for issuing a NCR.

Contract Deliverable: Non-Conformance Reports (NCRs) in cases where the DBC has conducted nonconforming work and failed to submit a NCR.

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The OR will be responsible for overseeing and managing the NCR process and coordinating with appropriate parties. The NCR process will be administered through the Project Website.

If a NCR is issued to the DBC, the OR will be responsible for verifying that approved corrective actions have been implemented by the DBC, and all work directly associated with the nonconforming condition has been corrected prior to recommending closure of a NCR to CTA. The OR will review the root cause and action to prevent recurrence provided by the DBC. The OR will monitor proposed preventative actions to ensure the root cause has been effectively addressed. The OR will notify the CTA Quality Department when trends in root causes have resulted in multiple related NCRs or if preventative actions have not effectively addressed the root cause.

The OR will also be responsible for formally closing all NCR processes on the Project Website once they have reached final resolution and all required documents are received.

If a NCR is issued to the OR, the OR will be responsible for providing a root cause and corrective action to be approved by CTA. The CTA will monitor corrective actions to ensure they effectively addressed the root cause. The CTA will be responsible for formally closing OR issued NCRs.

Contract Deliverable: Resolution and closure of all NCR processes within the appropriate timeframe as agreed upon with the CTA for each process instance and prior to contract closeout.

9.4 List of Open items

The OR will prepare and maintain a list of open items that need to be addressed by the DBC. The OR will ensure an agreed upon timeframe for resolution of open items by the DBC. If items are not resolved in the agreed upon timeframe, the OR should initiate a NCR process.

Contract Deliverable: List of open items that need to be addressed by the DBC.

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10.0 Project Closeout

10.1 Final Inspections, Substantial Completion, and Final Acceptance

The OR will inspect all areas that become ready for beneficial use. The OR will prepare a comprehensive list of incomplete items that must be completed before the inspection by CTA is scheduled.

The OR will coordinate and participate in pre-final and final inspections. The OR will evaluate the completion of work by the DBC and provide recommendations regarding substantial completion of work, prepare work list prior to a punch list, prepare the punch list, and provide the estimated value of each punch list item. After the final inspection, the OR will issue the punch list and the substantial completion notice to the CTA within 7 days. Due to the size of the RPM Phase One project, it is currently anticipated that there will be multiple substantial completion notices and associated punch lists issued for different project elements.

Contract Deliverable: Work lists prior to punch list.

Contract Deliverable: Punch lists with estimated values of each item, delivered to CTA within 7 days of final inspections.

Contract Deliverable: Substantial completion notices, delivered to CTA within 7 days of final inspections.

After the punch list is issued, the OR will monitor the completion of punch list items. Once all punch list items are completed, the OR will recommend final acceptance of work and submit the final acceptance completion notice to CTA within 7 days.

Contract Deliverable: Final acceptance notice, delivered to CTA within 7 days of punch list completion.

10.2 Contract Closeout

The OR will be responsible for ensuring that the DBC meets all requirements outlined in their Closeout Plan prior to closeout and final payment on the contract. As noted in Section 3.23.3, the OR will be required to attend monthly Closeout meetings, during which the status of closeout items will be discussed. The OR will keep a closeout log

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with tracks the status of all required closeout items. The log will include, at a minimum, the following:

 Required closeout activity  Project Website process instance number  Project Website process step  Project Website current step actor

The closeout log will be updated monthly during design and construction and weekly after substantial completion is issued.

Contract Deliverable: Closeout log tracking the status of all required closeout items updated monthly during design and construction and weekly after substantial completion is issued.

The OR will be responsible for ensuring that all external contract deliverables have been received and have been properly filed on both the Project Website and the CTA’s permanent records management system and that all Project Website processes have been resolved and closed to the satisfaction of the CTA. This will include reviewing all final as-built drawings prepared by the DBC, including any field verification that may be required. This will also include securing, reviewing, and transmitting all guarantees, warranties, operations and maintenance manuals, and any other closeout-related documentation.

Once all contract requirements are met, the OR will prepare a memo to CTA recommending that the contract be closed. These processes apply to the DBC contract as well as any other future design or construction contracts the OR is assigned to oversee under Section 3.2.2.

Contract Deliverable: Prepare contract closeout memos once all closeout requirements are met for specific contracts.

10.3 Financial Closeout

The OR will monitor and report on financial closeout activities for all contracts they are overseeing. The OR will ensure that all contracts they are overseeing receive final payments, and that all required documentation (such as overhead audits) are performed and submitted to CTA in a timely manner to allow for financial closeout.

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10.4 Permanent Records Management

As noted in Section 10.2, the OR will be responsible for ensuring that all contract deliverables are properly filed in the CTA’s permanent records management system. The OR will assist the CTA and the CTA’s Program Manager in identifying all contract deliverables that are required to be stored in the permanent records management system and ensuring that they are stored there prior to closeout of the OR DBC contract.

11.0 Contract Administration

Activities performed by OR employees relating to personnel management, compliance with the OR's internal policies, billing and invoicing and other activities not directly related to the provision of services to CTA will not be part of this Scope of Services. The CTA will not be billed for any time or costs relating to the aforementioned activities.

11.1 Personnel Management

The OR will manage its personnel to avoid, neutralize and mitigate organizational conflicts of interest, as described in the contract documents.

11.2 Staffing and Positions

The OR will maintain and file the following documents that are necessary to support the successful and timely completion of the RPM Phase One project on the Project Website.

11.2.1 Lists of OR Staff Members

The OR will maintain an up-to-date list of all OR staff members which include names, positions/titles, office location, and contact information

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(phone and email address). This will be maintained in the project record established on the Project Website.

Contract Deliverable: List of OR staff members that are regularly updated as staffing changes occur.

11.2.2 Organization Chart

The OR will prepare and maintain an organization chart portraying all positions authorized in the Cost & Pricing documents, including the aggregate number of positions. This chart will be updated with changes and forwarded to the CTA, as required.

Contract Deliverable: Develop and produce quarterly organizational chart for review by CTA. This org chart may be requested more frequently or as changes occur.

11.2.3 Key Personnel

The OR will identify Key Personnel on the organization charts. Positions that are considered Key Personnel are included below:

 Project Manager;  Resident Engineer, Lawrence to Bryn Mawr Modernization;  Resident Engineer, Red-Purple Bypass;  Resident Engineer, Systems;  Design-Build Coordinator;  Design-Build Coordinator, Systems;  Project Controls Lead;  Safety and Security Certification Lead; and  Quality Lead.

Details on the preferred qualifications for Key Personnel are included in Section VI.B.

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No changes in staff assignments for Key Personnel may be made by the OR without the prior written approval of CTA Infrastructure. If the OR proposes to substitute any Key Personnel, the request for substitution must include a reference to the original position description and evaluation criteria in this LIQ to confirm that the proposed staff member is qualified to serve in the position. CTA will review and determine if the candidate is qualified for the position prior to taking any action.

11.2.4 Other Staff Changes or Additions

No staffing changes or additions may be made by the OR without the prior written approval of CTA Infrastructure.

11.2.5 Position Standards

The OR will prepare standards and wage rate ranges for each position on the organization charts. These standards will address, for each professional position, at a minimum, the desired level of education, professional discipline, years and type of experience, and registration requirements. These position standards are to be included in the position descriptions after CTA's approval.

Contract Deliverable: Position standards for each position on the organization chart.

11.2.6 Position Descriptions

The OR will prepare a description for each position on its organization charts. These position descriptions will contain the position, title, a detailed explanation of duties, authority and responsibility, position reporting to, salary rate, home office classification, date position was established, and position standards.

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Contract Deliverable: Position description for each position on the organization chart.

11.2.7 Resumes

The OR will provide a standard detailed resume for all staff in the organization and primary personnel on Task Orders for CTA review and approval.

Contract Deliverable: Resumes for all staff in the organization and on Task Orders.

11.3 Requests for Information

The OR will refer all media inquiries and requests for information, by outside parties, to the Chief Infrastructure Officer, or designee. The OR will only release any information upon specific direction from the Chief Infrastructure Officer, or designee.

11.4 Program Files

The OR will maintain project files and records including, but not limited to, reports, drawings, databases, and computer files of any type. All project files are the property of CTA will be maintained by the OR in good condition. These files must be turned over to the CTA upon direction.

11.5 Contract Cost Controls

The OR will develop and monitor an effective system of program/project cost controls for their contract to ensure that the budgeted hours, dollars, and Other Direct Cost (ODC) budgets are not exceeded. They OR will provide the CTA with a monthly projection of hours and dollars to be used by position at least one week prior to the first day of the month. For each position, projections that exceed 40 hours per week must be approved by CTA. Within two weeks of the last day of each month, the

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OR will also provide the CTA with a summary of budgeted vs. actual hours and dollars by position so the CTA can monitor whether or not the contract is trending on budget. In cases where the actual hours and dollars used exceed budgeted amounts, the CTA may request that the OR prepare a recovery plan to demonstrate how the contract can return to alignment with budgeted amounts.

Contract Deliverable: Projection of hours and dollars to be used by position, submitted on a monthly basis at least one week prior to the first day of each month.

Contract Deliverable: Summary of budgeted vs. actual hours and dollars by position, submitted within two weeks of the last day of each month.

11.6 Other Direct Costs (ODCs)

The OR will identify ODCs that will be necessary to support the specified OR services. All ODC requests must be submitted, with appropriate supporting documentation, justifying costs, and approved by CTA prior to any expenditure. All equipment, material, supplies, furniture, hardware, and software purchase by the OR for the conduct of this contract will be leased, whenever possible. However, any items that cannot be leased or identified by CTA must be turned over to CTA at the conclusion of this contract.. No costs associated with air travel, ground travel, accommodation, meals, refreshments, per diems, or similar charges are reimbursable for any key personnel or any other staff dedicated full-time to the services.

11.7 OR Work Locations

The DBC will establish a Project Office from which to administer the design and construction of the project, and temporary offices or field facilities as necessary to manage the work. It is currently anticipated that a temporary Project Office will be available within the Central Business District within 30 days of DBC NTP, and a permanent Project Office near the project area will be available and fully functional within 240 days of DBC NTP. It is currently anticipated that up to 25 members of the OR team will report to the Project Office (exact number to be confirmed by CTA upon NTP). Some OR staff members may also be asked to report to CTA Headquarters at 567 W. Lake Street.

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The OR will be expected to provide at least two remote field offices, separate from the DBC’s facilities. At a minimum, one field office should be located in the Lawrence to Bryn Mawr Modernization project area and one field office should be in the Red-Purple Bypass project area. The OR field offices shall include, at a minimum, space for the following:

 4 cubicles;  Common space/conference room for small group meetings; and  Restroom facility

11.8 OR Staff Parking

OR staff members will not be allowed to park on the RPM Phase One construction site or utilize street parking near the construction site. If a significant number of OR staff members will be driving to the Project Office or the OR field offices, the OR may propose a designated parking area for OR staff, subject to CTA approval.

12.0 Task Order Services

In addition to the core services provided as part of the contract, the OR may be asked to provide Task Order professional consulting services on an "as-needed" basis. At the written direction of the CTA, the OR will meet short-term requirements in excess of base services specified in the contract. Task Orders may include technical services provided on an hourly basis or specific projects with short-term deliverables. Examples of Task Orders might include engaging additional Subject Matter Experts (SMEs) to address a complex technical project issue that was not anticipated at the beginning of the contract or adding an additional cost estimator based on a high volume of change items being processed at once.

Task Order documentation will include, but not be limited to, Detailed Scopes of Work, Schedules, Contract Deliverables, Disadvantaged Business Enterprise Exhibits (Schedules C and D), Cost & Price Analysis Forms including approved Other Direct Costs, and Workforce Loaded Work Plans. Task Orders are intended to bring on staff quickly and may commence at the written direction of the CTA, provided that level of effort has been determined and sufficient funds are available. Complete paperwork will be submitted within 2 weeks after the initiation of the Task Order or prior to another Task Order being implemented (whichever is sooner).

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13.0 Contract Deliverables

A full list of the contract deliverables outlined in this scope of services can be referenced in Exhibit 4 of this Scope of Services.

14.0 Performance Evaluations

The OR’s performance will be evaluated every 6 months. The list of contract deliverables included in Exhibit 4 of this Scope of Services will help inform how performance is evaluated. The OR will generally be given a score of 1-5 in the follow major categories:

 Overall Performance  Contract Administration  Oversight  Quality  Safety  Coordination

The CTA will provide the OR with a copy of the performance evaluation template so the OR is aware of items that will influence their score. All performance evaluations will be documented through a process on the Project Website.

For categories where the OR receives a score of 1 or 2, the OR will be required to provide a corrective action plan for CTA review and approval.

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Exhibit 1. CTA Construction Manager Manual

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Infrastructure Division Capital Improvement Program Construction Manager Manual Draft

CONSTRUCTION MANAGER MANUAL DRAFT

Approvals:

Manager, Quality Assurance Date

Deputy Chief Engineer Date

Chief Engineer Date

VP, Construction Date

Chief Infrastructure Officer Date

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Document Revision History

This Construction Manager Manual is a controlled document. The controlled copy will be stored electronically on the Infrastructure Division SharePoint site. Anyone referring to a printed copy of this document should verify they are using the latest revision.

Revision Description Date

0

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Table of Contents

Document Revision History ...... ii Table of Contents ...... iii 1 Introduction ...... 1 2 Project Personnel ...... 1 2.1 Staff ...... 1 2.2 General Responsibilities ...... 2 3 Primary Administrative Activities ...... 2 3.1 Contractor Deliverables ...... 2 3.2 Project Website ...... 3 3.3 Project Deliverable and Progress Tracking ...... 3 3.4 General CM Reporting ...... 4 3.5 Required Meetings ...... 4 4 Primary Field Activities ...... 5 4.1 Monitoring Contractor Activities ...... 5 4.2 Public Relations ...... 5

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1 Introduction

The Construction Manager (CM) Manual has been established to promote consistent project management practices across all design-build and construction phase projects managed within CTA’s Infrastructure Division Capital Improvement Program (CIP).

The CM Manual, CTA’s Quality Management System (QMS), Safety Management Plan, and Project Website Manual are directly interfaced and are intended to provide guidance to the CM for performing day to day activities. Proper utilization of the combined tools is essential for the successful management of a CIP project.

The separately controlled QMS is comprised of a Quality Manual, Quality Procedures, Work Instructions, and associated Forms. The QMS provides the framework to promote consistency, achieve goals and objectives, and to manage critical project information in order to continually improve project and design management processes.

The Safety Management Plan gives Contractors and Consultants an understanding of the special conditions that exist in and around CTA properties and to establish the safety rules, procedures, and other precautions which they must follow when performing work for CTA.

A Project Website is used to electronically facilitate project activities and is considered the official project record of events and deliverables. The Project Website Manual contains all requirements for the utilization and management of the Project Website.

2 Project Personnel

2.1 Staff

The CM is the authorized representative of the CTA between the GC and CTA for all design- build and construction phase related activities. The CM is responsible for the supervision and management of all aspects of the project. A CTA Project Manager (PM) is responsible for the overall execution of the project. The CM will directly communicate with the PM for direction and approval, when needed, and will be responsible for fulfilling the necessary roles to administer the Contract.

The following chart depicts typical CM staffing positions. Staffing needs are evaluated and determined by complexity, duration, and level of effort required for the management of a specific project. CM responsibilities are standard across all projects however they may be performed by varying roles based on the level of effort required to complete the project.

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Project Executive or Project Manager

Resident Quality Safety Manager Engineer Manager

Project Controls Field Engineer Office Engineer

2.2 General Responsibilities

The following are the general overall responsibilities of the CM staff:

 Managing the CM staff day-to-day operations.  Monitoring and providing daily reporting of the work performed by the Contractor.  Ensuring work is performed and completed in accordance with CTA’s Safety and Quality objectives.  Maintaining direct contact with Contractor field and office personnel.  Performing, managing, and coordinating field engineering duties to ensure project objectives are met.  Monitoring the status of project deliverables.  Maintaining the record set of construction drawings and specifications.  Updating project controls to ensure the project is completed in accordance with the schedule and budget.  Monitoring and enforcing the Contractor Quality Management System requirements.  Monitoring and enforcing the Contractor Safety Management Plan requirements.  Facilitating the various meetings as required by the Contract to include preparation and distribution of all agendas, meeting minutes, and associated documentation (unless otherwise notified by the PM).  Monitoring community impacts and assisting CTA with public relations if requested.

Additional responsibilities may be added to the CM scope of work as needed in order to meet the project objectives throughout the project lifecycle.

3 Primary Administrative Activities

3.1 Contractor Deliverables

The Contract defines requirements for various Contractor provided deliverables throughout the course of the project. The CM performs a review of all deliverables to ensure compliance with the requirements and provides recommendations for acceptance or rejection.

Project deliverables include: a) Product data, shop drawings, and samples

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b) Construction process and/or work plans c) Project schedules (Baseline, Look Ahead, Monthly, Recovery) d) Daily activity reports e) Schedule of values and pay applications f) Change orders, allowances and claims g) Quality and Safety plans and reports h) Test and inspection plans and reports i) Closeout documents

Upon approval of all initial documents and deliverables, the CM will monitor the Contractor compliance with all requirements in order to ensure the project progresses in a manner consistent with the Contract Documents (reference 3.3).

3.2 Project Website

The Project Website is utilized for the documentation and record management of all project activities, notifications, and deliverables. Training and access is provided to all project personnel by CTA and/or the Program Management Office. The CM is tasked with the lead role to ensure all project participants are utilizing the Project Website in accordance with CTA requirements and in accordance with the Project Website User Manual.

The website contains the established naming convention, folder structure, responsible parties, approving authorities, forms, and process workflows required to manage the project. All project correspondence, communication, deliverables and records must be processed and contained within the website. Process workflows controlled within the website include but are not limited to: a) Requests for Information (RFI) b) Nonconformance Reports (NCR) c) Contract change management d) Invoices and payments e) Submittals f) Milestone Design Reviews g) Performance Evaluations

3.3 Project Deliverable and Progress Tracking

The CM is responsible for preparing and maintaining various logs or tracking mechanisms throughout the duration of the project. The CM and CTA PM must agree on the acceptability of tracking mechanisms instituted. Items to be tracked may vary based on the project delivery method and complexity however a typical project involves tracking of:

a) RFIs b) Submittals c) Change Management d) Track Access Occurrence e) Flagging/Infrastructure Shifts f) Correspondence g) Hazardous and special waste manifests h) Safety related issues i) Quality related issues

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j) Weather days k) Safety and Security requirements

3.4 General CM Reporting

A comprehensive Construction Management Plan must be provided at the start of a project. The plan contains:

a) An organization chart must be provided that includes all executive management and staff involved on the project. The chart must be updated in the event of personnel/role changes. b) Notification plan to manage and communicate unusual occurrences, accidents, or community activities which may affect project. c) Communication plan which establishes lines of authority and rolls for all project team participants to include CTA personnel.

CM personnel timesheets must be submitted each Tuesday for hours worked from the previous week.

A staffing schedule indicating CM on-site staff, hours of work, and contact information must be provided on a weekly basis.

Inspector Daily Reports (IDR) must be provided each Monday for the previous week. An individual IDR for each inspection performed is required for each day of the Contract from Notice to Proceed through completion of the punchlist.

At the end of each month, the CM prepares a monthly report in a format acceptable to CTA describing the status of the project. The report must be submitted with the monthly CM invoice. The format and distribution of the report will be reviewed and agreed upon with the CTA Project Manager at the beginning of the project. At a minimum, the report will contain the following:

a) Project status summary of the work performed since the previous report b) Project schedule update c) Description of upcoming project work activities d) Status of all items requiring tracking as described in 3.3 e) Description of GC notices of claim and/or potential contract changes f) Identification of any negative risks to the project and/or objectives g) Safety issues and concerns h) Quality issues and concerns i) Progress photos of major work activities performed

3.5 Required Meetings

The Contract Documents indicate the types and frequency of meetings required throughout the duration of the project. The CM facilitates and chairs all project meetings to include meeting coordination and preparation of meeting invitations, agendas, and meeting minutes. Meetings may vary based on the project requirements however the following are typically standard for all projects:

a) Weekly progress

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b) Pre-activity c) Pay application d) Change order e) Schedule f) Closeout g) Safety h) Quality

4 Primary Field Activities

4.1 Monitoring Contractor Activities

The CM staff is responsible for monitoring the Contractor compliance with the Contract and any other policies and procedures in place for working on or near CTA’s property. At a minimum, monitoring activities will include inspections to verify the Contractor is complying with the following:

 Safety Management  Quality Management  Test and Inspection Plan(s)  Approved submittals  Contract Documents  Construction process and/or work plans  Applicable laws, standards, and regulations

Inspections must be performed and properly documented on a daily basis for all field activities and work performed by all Contractors, subcontractors, manufacturers, off-site fabricators, and test agencies. Proper inspection records include IDRs, checklists, photos, and any other information needed to provide a thorough understanding of the activities and events witnessed. Records must be provided in such a manner that someone unfamiliar with the project can review and interpret the events taken place.

All nonconforming work or activities must be documented by the Contractor via a Nonconformance Report (NCR) process within the Project Website. In the event the Contractor refuses to generate an NCR, the CM is required to generate it. All follow up verifications of corrective actions must be witnessed and validated by the CM. The CM and PM must be in agreement for withholding payment for each NCR until the issues are resolved and accepted by the CTA.

4.2 Public Relations

It is essential that all CM field personnel conduct themselves in a professional manner at all times when in public areas. All public questions or concerns must be referred to the Resident Engineer and CTA PM to properly address. The CM will observe and strive to ensure the same conduct is demonstrated by all personnel on the project site.

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Exhibit 2. Preliminary List of Anticipated DBC Submittals (subject to change)

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Content Initial Submittal Date Frequency Type Within 30 days after Design Build Management System NTP As needed Administrative Project Management (part of DBMS) Project Technology, including BIM Plan (part of DBMS) Project Controls (part of DBMS) Design Management (part of DBMS) Construction Management (part of DBMS) System Safety & Security (2.7.2) (part of DBMS) Permitting (part of DBMS) Environmental Impact Mitigation (part of DBMS) Asset Management (part of DBMS) Testing, Inspection, and Commissioning (part of DBMS) Closeout (part of DBMS) Communication and Public Outreach Support (part of DBMS) Right of Way Access (part of DBMS) Public Way Impact Mitigation (part of DBMS) Utility Management (part of DBMS) Meeting minutes will be considered submittals for Within 5 days after Notification meeting As needed Notification Within 15 days after Preliminary Schedule NTP As needed Administrative Within 90 days after Baseline Schedule NTP Administrative

With every Application Current Schedule for Payment Monthly Administrative

With every Application Schedule narrative for Payment Administrative Within 45 days after Five Week Look Ahead NTP Weekly Construction At least 30 days after Progress Report NTP Monthly Design Within 90 days after Weekly Payroll NTP Weekly Administrative Within 90 days after Schedule of Values and narrative description NTP Monthly Administrative At least 30 days after Application for Payment NTP Monthly Administrative

With every Application Waivers of Mechanics Lien for Payment Monthly Administrative Allowance Expenditure Authorization As needed As needed Administrative Allowance Payment Request As needed As needed Administrative Contractor's Quality Management System 60 days after NTP As needed Administrative CQMS Checklist With CQMS As needed Administrative Contractor's Safety & Security Certification Plan Within 120 after NTP As required Administrative

Certifiable Elements List / Certifiable Items List (CEL/CIL) Within 120 after NTP Monthly Administrative With first design Design Criteria Conformance Checklist (DCCC) package With every design package Design After intermediate and final Preliminary Hazard Analysis (PHA) Within 120 after NTP design Administrative After intermediate and final Threat and Vulnerability Assessment (TVA) Within 120 after NTP design Administrative Content Initial Submittal Date Frequency Type Construction Specification Conformance Checklist Within 30 days after With each final design (CSCC) Final design package package Administrative Concept Design Submittals Intermediate Design Submittals Final Design Submittals Issued for Permit Design submittal Issued for Bid design submittal Issued for Construction design submittal Design Variation requests As required Administrative Construction Process Plans (CPPs) 28 days prior to work As required Administrative 30 days prior to Temporary Facility Removal Notice removal As required Notification

Daily Reports Construction start Within 24 hours of status date Notification

Progress Photos Construction start Within 24 hours of status date Notification 48 hours before date of Rail Operations Manpower Order work As required Administrative 48 hours before date of Infrastructure Shift Request work As required Administrative At least 21 days prior to Rail Service Bulletin Requests work As required Administrative At least 21 days prior to Bus Service Bulletin Requests work As required Administrative At least 21 days prior to Power & Way Bulletin Requests work As required Administrative As least 21 days prior to Railborne Equipment Description & Inspection Request inspection As required Administrative 4 week prior to training Rail Safety Training Request date As required Notification One month after start Rail Safety Training Report of RST Monthly Administrative 6 weeks prior to Rail Safety Training Waiver training As required Administrative Track Access Occurrence Request As required Substation Access Occurrence Request As required 48 hours before date of Track Access Occurrence ‐ Hour by Hour Schedule work As required 48 hours before date of Substation Access Occurrence ‐ hour by hour schedule work As required Factory Visit with CTA Attendance Request 6 weeks prior to visit As required Notification In advance of each Job Hazard Analysis work activity As needed Administrative Within 24 hours after Inspection Reports Inspection As needed Administrative Within 24 hours after Occurrence Log occurrence As needed Administrative Within 24 hours after Incident Reports incident As needed Notification Within 24 hours of Outside agency citations or warnings receipt As needed Notification Within 3 days of CAP and root cause analysis for citations/warnings citation/warning As needed Notification Submittal Log 45 days after NTP Monthly Notification RFI Log As required As required Notification Content Initial Submittal Date Frequency Type

7 days before Permitting Coordination Activities Report coordination meeting Monthly Notification 2 weeks prior to submittal to permitting Permit Submittal agency With every permit Administrative First intermediate Every intermediate and final Asset Management Spreadsheets design submission design submission Administrative Monthly and when portions of First project element the work are placed into Asset Management and Detail Information Sheets substantial completion service Construction Product List Design phase Monthly Construction Product Substitution Request Varies As needed Construction With Final Design System Integration Test Procedures Submittal As needed Administrative 30 days after Final Testing, Inpsection, and Commissioning Matrix Design submittal As needed Construction 90 days prior to first Testing, Inspection, and Commissioning Log test Monthly Construction With each final design Closeout Submittal Log package Monthly Administrative

Prior to Project Element List of incomplete items Substantial Completion As needed Administrative

Prior to Project Element Releases, occurpancy permits, and similar Substantial Completion As needed Administrative

Prior to Project Element Utilities Account Billing Transfer Information Substantial Completion As needed Administrative

Change‐over info for CTA's occupancy, use, Prior to Project Element maintenance Substantial Completion As needed Administrative

Prior to Project Element Final Surveys (damage/settlement, property, record) Substantial Completion As needed Administrative

Closeout Submittals: Record Documents, warranties, O&M Manuals, surveys, asset management spreadsheets, final test reports, training documentation, Chicago Occupancy Certs, Geotechnical Records, Prior to Project Element Environmental Records, Record Survey, LiDAR survey Substantial Completion As needed Administrative Communication Content As required As required Administrative Notifications of key events (CTA service changes, station closures, lane closures, sidewalk closures, utility shutoffs, evening work, night work, etc.) As required As required Administrative

Contractor is responsible for developing the construction staging and phasing of all work in accordance with the Contract operational constraints. Five‐week‐look‐ahead schedule Weekly Construction Project Element Substatial Completion of each phase must be requested. Content Initial Submittal Date Frequency Type

Right‐of‐way access plan that is composed of three coordinated plans: a Track Access Plan, a Slow Zone Mitigation Plan and a Substation Access Plan. Construction

As design submittals are made, as construction means and methods change, or as any of the three constituent Right‐of‐way access plan update submittals plans are materially revised. Public Way Impact Mitigation Plan Intermediate Administrative

Updated any time personnel Public Way Impact Mitigation Plan (PWIMP) to be or conditions change submitted to and gain acceptance from CDOT and IDOT. throughout the project. Design Prepare and implement a formal Work Zone Incident Management Plan (WZIMP) to address how potential incidents relating to construction operations will be managed. Develop an approach to the work to minimize impact to sidewalks. Develop haul routes to limit noise impacts to sensitive noise receptors. Develop MOT for the project. Develop a strategy to address off‐street parking and surface lots during construction. Develop a utility management plan (UMP) Contractor's Utility Matrix Each Utility Work Order Agreement (UWOA) to CTA and to the utility owner. As developed Construction Reports of tests, inspections, meter readings, and similar procedures performed on Utilities and post all document to the Project Website. As Obtained Construction

Contractor's Utility Matrix Within 60 days of NTP Design Utility Inspection and Test Reports Varies Construction Utility Work Order Agreement Varies Design Off‐alley Ingress/Egress Access Verification Intermediate Design Equipment Noise Certificates Intermediate Construction CTA may request Contractor to develop plans for additional mitigation measures to reduce noise levels below the limis. Construction Designs for Noise Abatement Measures As needed Construction Designs for noise abatement measures identified in the Noise Monitoring and Control Plan to be incorporated in the work. Design

Shop and working drawings, computations, material data, and other descriptions, and these will be considered Construction submittals. Drawings and computations will be stamped by a Registered Professional Engineer licensed in the Stat of Illinois. Construction Design noise Mitigation Report (DNMR) Intermediate Administrative Contractor will perform a detailed noise impact assessment of the design in accordance with the FTA guidance manual. Content Initial Submittal Date Frequency Type Pre‐Construction Conditions Assessments and LBMM Bational Register of Historic Places (NRHP) Conditions Assessment Intermediate Administrative Stabilization and Protection Plan for National Register Eligible for Contributing Properties Intermediate Administrative Conduct a conditions assessment for any National Register of Historic Places (NRHP) listed, eligible or contributing structure located iwthin 14 feet of Project construction activities. If necessary, prepare a protection and stabilization plan prior to construction. Design Vibration Mitigation Report (DVMR) Intermediate Administrative Design Vibration Mitigation Report (DVMR) Intermediate Administrative Affidavit in Support of Soil Erosion and Sediment Control Measures Intermediate Administrative Submit soil samples for the constituents required for the ultimate disposition of non‐hazardous non‐special waste, or hazardous waste soils. The name, address, and telephone number of the laboratory that Contractor will use to perform the analytical testing for waste characterization samples prior to starting work. Site Contamination Operation Plan Preconstruction Construction Soil Management Plan Intermediate Administrative

Submit copies of equipment and decontamination procedures for equipment and vehicles utilized to excavate and remove non‐hazardous non‐special waste, or hazardous waste from the project area. Site Specific Health and Safety Plan Stormwater Management Plan Preconstruction Construction Site Specific Health and Safety Plan Preconstruction Construction Stormwater Management Plan Hazardous Building and Structure Material Survey Intermediate Administrative Pre‐demolition letter report for the building investigation… The deliverables will be provided in a draft form for CTA review prior to finalizing the documents.

Monitoring reports in a standardized reporting format to document on‐site monitoring during abatement. 30 days before start of Light Pollution Plan construction Administrative Prepare a Dust Control Plan. Prepare a Emission Reduction Compliance Plan

Prepare daily log of heavy‐duty diesel motor vehicles, non‐road vehicles and non‐road equipment used in he performance of the project. 30 days before start of Dust Control Plan construction Administrative 60 days before start of Emission Reduction Compliance Plan construction Administrative [BMP Compliance Requirements] Compliance reports as required by regulations. Construction Content Initial Submittal Date Frequency Type As requried by Emission Compliance Reports regulation Administrative

Develop and implement Best Management Practices for limiting light pollution impacts during construction. Prepare a plan to minimize Light Pollution [Light Pollution] Compliance reports as required by regulations. Administrative Environmental Impact Mitigation Plan (EPMP) Emergency telephone number staffed 24 hours per day, 7 days per week (including holidays). Once or if changes occur. Construction Copy of whole log [of emergency contact communication] to CTA on a monthly basis with an analysis fo the log in an effort to identify trends and preventive actions. Monthly Construction Inspection activity log, including inspection checklist forms and record of items requiring repair and when Post to website within 3 addressed. days after completion. As developed Construction

Post to website within 3 Log documenting repairs and maintenance activity. days after completion. As developed Construction Maintenance Plan 45 days from NTP As required Administrative As required by the Maintenance Forms 45 days from NTP Maintenance Plan Construction Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

Exhibit 3. CTA Safety Manual for Contract Construction On, Above, or Adjacent to the CTA Rail System

Page 66 of 84 2018-05-07

Chicago Transit Authority System Safety

Safety Manual for Contract Construction On, Above or Adjacent to the CTA Rail System

April 2011 Revision No. 3

Baseline: 2002 Manual Previous Revision: July 2009

Foreword

The Chicago Transit Authority’s (CTA) rail system contains billions of dollars in fixed assets, including elevated structure, bridges, rail stations, track, traction power distribution system, signal and communication systems, etc. The rail system is a unique environment, which has very specialized safety rules and procedures to protect employees and customers from moving trains, electrified third rail and other hazards.

Regularly, the CTA or the City of Chicago hires contractors and consultants to replace and modernize fixed assets on the CTA rail system right‐of‐way. Since these contractors and consultants are not usually familiar with this environment, the CTA developed this Safety Manual for Contract Construction to inform contractors and consultants about the rail system. The purpose of this manual is to give contractors and consultants a basic understanding of the major safety hazards expected to be encountered while working on and around the rail system right‐of‐way and to support their endeavor of working safely in this environment.

Safety is the responsibility of the contractor or consultant personnel. This manual identifies the contractor's or consultant's responsibilities for knowing, complying with and enforcing the rail system guidelines, rules and procedures, and shall govern the activities of contractors or consultants performing inspection, investigation, design, construction or any other work on, above or adjacent to the CTA rail system. This manual is not to be construed as the only source of the required safety measures to be employed by the contractor or consultant while on, above or adjacent to the CTA right‐of‐way.

The CTA believes if contractors and consultants know and follow these safety rules and procedures they can perform their work with reasonable efficiency while protecting their own safety and the safety of CTA customers, employees, property and the public while avoiding unnecessary delays to CTA service.

Sara Schwanke General Manager, Safety & Risk Compliance Chicago Transit Authority

Table of Contents Page Chapter 1: Introduction 1‐1 Scope 1 1‐2 Purpose 1 1‐3 Application 1 1‐4 Definitions 2

Chapter 2: Contractor Training and Other Pre‐Requisites 2‐1 Contractor Safety Management Program (SMP) 3 2‐2 Rail Safety Training 4 2‐3 Coordination of Construction Activity 5

Chapter 3: Work Rules and Procedures on the Rights‐of‐Way 3‐1 Periods of Light Ridership 6 3‐2 Communication Requirements 6 3‐3 Entering the Right‐Of‐Way 7 3‐4 Slow Zones 7 3‐5 Flagman Protection 8 3‐6 Track Access Occurrences 10

Chapter 4: General Safety Requirements for Contractors/Subcontractors/Consultants 4‐1 Personal Protective Equipment and Apparel 11 4‐2 Ongoing Safety Indoctrination 12 4‐3 Safety on Rapid Transit Tracks 12 4‐4 Operation of Electrical Facilities 14 4‐5 Protection of Employees, Passengers, Trains and Facilities 15

Chapter 5: Site‐Specific Safety Requirements 5‐1 Subway Sites 16 5‐2 Elevated Structure and Bridges 18 5‐3 Ballasted Track on Embankment, at Grade or in Expressway Median 19

Chapter 6: Special Safety Requirements 6‐1 Fire Safety 20 6‐2 Confined Space Area Activity 20 6‐3 Vermin Control 21

Chapter 7: Security Requirements 21 7‐1 Security Control

Chapter 8 Enforcement of Safety Rules 22 8‐1 Enforcement of Safety Rules

Chapter 9: Reporting Procedures 23 9‐1 Reporting Injuries and Requesting Assistance

Appendix: References and Attachments 25 Attachment 1 : SOP #7037 ‐ Flagging on the Right‐Of‐Way Attachment 2 : SOP #8137 ‐ Moving Railborne Track Maintenance Equipment Attachment 3 : SOP #8130 ‐ Safety on Rapid Transit Tracks Attachment 4 : SOP #7041 ‐ Slow Zones Attachment 5 : SOP #7038 ‐ Train Operation Through Slow Zones Attachment 6 : SOP #7049 ‐ When to Remove 600 Volt Power Attachment 7 : SOP #8111 ‐ Workers Ahead Warning System Attachment 8 : CTA Rapid Transit System Map Attachment 9: CTA Unusual Occurrence Report (CTA Form 4561) Attachment 10: CTA Alcohol and Drug Rules (An Overview)

Chapter 1: Introduction

1‐1 Scope

1‐1.1 In providing quality mass transportation services, the Chicago Transit Authority's (CTA) top priority is to maintain the highest standard of safety for passengers, employees, contractors and the general public. The CTA makes every practical effort to prevent injuries and operate safely. To achieve this goal, a comprehensive safety system of operating rules and procedures has been developed by the CTA.

1‐1.2 The Safety Manual for Contract Construction On, Above or Adjacent to the CTA Rail System governs any type of construction, engineering or maintenance work performed by contractors and consultants at any location on, above or adjacent to the CTA right‐of‐way.

1‐1.3 The Safety Manual also applies to CTA rail system yards, rail stations, tracks, substations and any other facilities (structures, maintenance shops, etc.), where contractors or consultants are performing work close to moving rail vehicles or to the 600 volt DC traction power distribution system.

1‐2 Purpose

1‐2.1 It is the intent of the Safety Manual to give contractors and consultants an understanding of the special conditions that exist in and around the CTA right‐of‐way and to establish the safety rules, procedures and other precautions, which they (and their employees, subcontractors, etc.) shall follow.

1‐2.2 The Safety Manual is part of a unified CTA safety program and supplements the Special Conditions Section of any engineering, maintenance or construction contract. The Safety Manual is not intended to amend or supersede any applicable safety standards, design criteria or codes (Chicago or other municipalities’ building codes, NFPA, etc.), federal regulations (OSHA, EPA, etc.) or CTA standard operating procedures (SOP).

1‐3 Application

1‐3.1 The contractor is responsible for overall project safety. The Safety Manual should be applied whenever contractors and consultants perform work on, above or adjacent to the CTA rail system to protect themselves, their employees, sub‐contractors, CTA passengers, employees and the public.

1‐3.2 It is the responsibility of individuals entering or working in close proximity to the CTA rail system to follow all safety rules and procedures contained or referenced in the Safety Manual. All personnel shall use caution and apply all safe work practices.

1‐3.3 The Safety Manual is not addressed to CTA personnel. There is a comprehensive system of CTA standard operating procedures and rail service bulletins directed to rail operating personnel that governs operations throughout the rail system and supports the safe and expeditious movement of trains.

1‐3.4 In addition, this CTA safety system of rules includes the Safety Rules book addressed to the CTA bus, rail, engineering and facilities maintenance personnel which enables them to perform

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essential work in and around the rail system without placing themselves, passengers or the public in danger.

1‐4 Definitions

Authority or CTA means the Chicago Transit Authority acting by and through the Chicago Transit Board or its authorized agent, servant or employee in connection with a contract for an Engineering, Construction or Maintenance project.

Contractor or Consultant refers to the individuals, partnerships, firms, corporations, joint ventures or other entities identified in the contract, including their own personnel and the personnel of any subcontractors.

Contractor Safety Representative (CSR) refers to the individuals (safety engineer, safety supervisor, competent person) designated by the contractor’s Safety Management Program (SMP) as having sole responsibility for the management of all safety matters at the construction site.

Construction Inspector refers to the vice president, infrastructure of the Authority or any other person designated by him or her or by the Chicago Transit Board or its authorized agent, servant or employee to be the construction inspector to oversee for compliance of all or any part of the contract documents at a construction site.

Operator refers to the CTA employee having direct and immediate control of the movement of a revenue or work train.

CTA Flagman refers to a CTA employee assigned to control the movement of trains by the display of flag or hand signals, flashing lights, etc.

Person‐in‐Charge (PIC) a person or persons, specified in a CTA rail service bulletin, who is solely in charge of a work zone and is the single point of contact between the CTA and all persons (contractors, CTA and others) working in a work zone. The rail service bulletin may identify the PIC by name or by radio call number.

Project Manager or Engineer refers to the chief engineer of the Authority or any other person designated by him or her or by the Chicago Transit Board or its authorized agent, servant or employee to be the project manager in charge of the project.

Track Access Occurrence is a condition(s) which provides modification to the normal operation of CTA service to facilitate access for a contractor(s) to perform work on or near the CTA right‐ of‐way as defined and limited in the Attachment H portion of the contract documents.

Right‐Of‐Way (ROW) Work is any work performed at, above or below track level or within 50 feet of the centerline of track, or any work performed within the ROW unless separated by a physical barrier in compliance with Section 4.5.3 of this manual.

Safety Inspector refers to the general manager, safety & risk compliance of the Authority or any other person/consultant designated by the Chicago Transit Board or its authorized agent,

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servant or employee to oversee compliance with the contractor’s Safety Management Program (SMP) at a construction site.

NOTE: When a job title is mentioned in the Manual, the expression "or designee" is implied for the execution of the assigned activity.

Any person with authority may delegate the performance of assigned duties to subordinate personnel. This delegation need not be formal or in writing. However, responsibility for those duties cannot be delegated.

Chapter 2: Contractor Training and Other Pre‐Requisites

2‐1 Contractor Safety Management Program (SMP)

2‐1.1 The contractor is responsible for the safety of their employees and others entering their job sites. The contractor is required to provide or secure all safety and health training for contractor personnel working on the project as required by CTA, federal, state and local laws, statutes and regulations.

2‐1.2 Within 30 days of the date of the Notice to Proceed (NTP) the contractor shall submit their SMP to the CTA for review and comment. The SMP must comply with the requirements of this section, OSHA, City of Chicago and other regulatory agencies. Work on the project shall not be permitted to start until the full written plan, covering all required items has been submitted and approved.

2‐1.3 The Site Specific Safety Plan (SSSP) shall govern all contractor and subcontractor personnel activity and shall address the project health and safety issues including but not limited to the following:

ƒ Management commitment to safety ƒ Assignment of responsibilities ƒ Training and education ƒ Communications ƒ Safe Work Plan (SWP) ƒ Identification and control of hazards ƒ Hazard analysis ƒ Accident reporting and investigation ƒ Recordkeeping ƒ First aid and medical assistance

2‐1.4 The contractor's Site Specific Safety Plan (SSSP) shall specify the name of the contractor safety representatives (CSR) (safety engineer, safety supervisor and competent person) assigned to that project and who are responsible for the safe and healthful performance of all work, including that performed by subcontractors. The contractor safety representatives shall ensure that all subcontractors are familiar and comply with the contractor's SSSP.

2‐1.5 The contractor shall employ and assign a full‐time safety engineer exclusively to this project within two weeks from contract award until its physical completion. The safety engineer’s sole 3

responsibility shall be the management of all safety matters, including those specified in this section. The safety engineer shall have successfully completed the 30‐hour OSHA course on Construction Safety and Health (29 CFR 1926). The Authority may accept the other safety certifications or safety training in lieu of the foregoing. The safety engineer shall have not less than ten years of safety or safety‐related experience, and shall be familiar with the work being performed and shall be approved by the CTA.

2‐1.6 The CSR shall implement and monitor the contractor’s and subcontractor’s safety programs, make area inspections, conduct Just in Time Training safety meetings, attend construction staging meetings, provide contractor disciplinary action, investigate all accidents and injuries and prepare all accident or injury reports required by CTA, federal, state or local authorities.

2‐2 Rail Safety Training

2‐2.1 The contractor’s and subcontractor’s employees assigned to work on, over or near the CTA right‐of‐way shall be required to attend an all‐day rail right‐of‐way safety training session in accordance with the CTA Safety Manual for Contract Construction On, Above or Adjacent to the CTA Rail System. The training session identifies the dangers that exist on the rail system, including moving trains and the 600‐volt DC traction power distribution system, and instructs the students on how to protect themselves while working. The certification is good for one calendar year from the date of issuance. The contractor shall coordinate Rail Safety Training with the CTA project manager.

2‐2.2 Generally, one class is conducted each weekday and can accommodate up to eight students in each class. The contractor, subcontractor or consultant must pay the cost of the Rail Safety Training course, “Rail Safety Training Fee,” in advance.

2‐2.3 The contractor is responsible for requesting Rail Safety Training for contractor or subcontractor employees by providing a letter to the CTA project manager. The letter shall list the full name and last four digit of their social security number of each individual proposed for training. The contractor shall also enclose a check payable to the Chicago Transit Authority including the individual charge for the “Rail Safety Training Fee,” multiplied by the number of individuals proposed for training. The contract specification for each project includes the current applicable cost for Rail Safety Training.

The “Rail Safety Training Fee” is non‐refundable. If an individual fails to report for training or is rejected for training and must be rescheduled, an additional “Rail Safety Training Fee” will be required.

NOTE: The contractor should be advised that there might be a waiting period for a student to gain admissions into the Rail Safety Training course during certain times of the year.

2‐2.4 Upon successful completion of Rail Safety Training, each trainee will be issued a nontransferable Rail Safety Tour Identification Card with the trainee's photo and a decal with pressure sensitive adhesive to be affixed on the hard hat. The Rail Safety Tour Identification Card and the decal are valid for one year from the date of issue. The expiration of the card and the decal are not related to the length of the contract.

2‐2.5 The contractor, subcontractor or consultant personnel must renew their Rail Safety Tour Identification Cards annually by successfully completing Rail Safety Training. The contractor’s personnel who fail to maintain a valid Rail Safety Tour Identification Card are not permitted to work on, above or adjacent to the CTA rail right‐of‐way.

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2‐2.6 The contractor’s personnel who are working on the project shall wear approved, non‐ transferable hard hats while working on, over or adjacent to the CTA rail right‐of‐way. The Rail Safety Training decal must be affixed to the employee’s hardhat. The decal will provide a way for the Safety department or construction inspector to easily identify trained personnel, but is not a substitute for the Rail Safety Tour Identification Card. All employees shall wear an undamaged hard hat with current rail safety sticker affixed, safety vest and eye protection at all times while on CTA right‐of‐way. Noise protection shall be used when necessary. The contractor must also comply with all OSHA requirements as required for the work. The CTA shall provide the rail safety sticker to each contractor employee upon successful completion of the Rail Safety Training course.

2‐2.7 The contractor, subcontractor or consultant must keep the Rail Safety Tour Identification Card on their person at all times. They must be prepared to present this card at all times while working on CTA property. Any work site on the right‐of‐way is subject to unannounced safety audits by the CTA’s Safety department, the CTA construction inspector, the CTA Rail Operations personnel or other CTA official.

2.2.8 The contractor, subcontractor or consultant shall maintain an up‐to‐date log of all employees working at the construction site including the completion date of the Rail Safety Training.

2‐3 Coordination of Construction Activity

2‐3.1 After the construction schedule is approved, the contractor shall provide the project manager with the names and telephone numbers of the designated contractor individual in charge of the specific work site(s) and of the designated contractor safety representative (CSR).

2‐3.2 No contractor can enter the right‐of‐way or perform any work affecting the rail transit operations without permission from CTA Rail Operations division.

2‐3.3 Prior to a contractor changing a safety critical element of railroad plant, the engineer shall perform a preliminary hazard analysis according to all applicable guidelines (e.g. FTA). When the construction activity is interfering with the rail revenue service, the contractor shall utilize the preliminary hazard analysis in developing the construction schedule (according with contract documents) and to substantiate the staging of the construction activities. At least 21 days before the safety critical element is introduced or altered, the construction inspector shall submit a request to Rail Operations for approval. The Rail Operations division must issue a service bulletin for the training and instruction of operating personnel on that rail line.

2‐3.4 After a temporary rail line closure, all components of the rail system, tracks, signals, stations, etc., must be operational, safe and secure prior to putting the tracks back into service. Rail Operations is required to operate a test train to check and verify any new or altered structure, station, track work, traction power or signal prior to running the first passenger train or as directed by the engineer. Additional time shall be allowed by the contractor for any possible remedial work required before the system can be made fully functional. The contractor shall allow enough time prior to putting the tracks back into service to make sure the line can be fully operational. A test train shall be required after any track replacement, signal modification or any construction activity, determined by the engineer, to require a test train. The scheduling of test trains must include travel time to and from the location being tested. Additional time should also be allowed for any possible remedial work required before the system can be made fully operational.

2‐3.5 All major work activities should have ample planning and an associated job hazard analysis.

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Chapter 3: Work Rules and Procedures on the Rights‐of‐Way

The CTA provides safe and reliable mass transportation services seven days each week and 24 hours each day. The following work rules and procedures on the CTA rail right‐of‐way have been developed to provide adequate time and working conditions for contractors to perform construction and other work on the rail system in a safe and efficient manner.

3‐1 Periods of Light Ridership

3‐1.1 Generally, construction and other work activities at track level or adjacent to an active CTA track is permitted only under slow zone and flagman protection during the periods of light ridership listed below, subject to approval by CTA Operations:

ƒ Monday through Friday from 0900 to 1500 hours ƒ Monday through Thursday from 1900 hours to 0500 hours the following day ƒ Weekends from 1900 hours on Friday until 0500 hours on Monday morning

3‐1.2 Construction activities at or above track level or next to an active right‐of‐way are not permitted during weekday "rush hours,” typically from 0500 to 0900 hours and from 1500 to 1900 hours, Monday through Friday business days, except holidays.

3‐1.3 Some CTA rail lines, as well as portions of other lines or branches are closed to passenger service at night or on weekends. These scheduled closures may offer contractors an opportunity to perform construction or other work on vacant track during those periods without interruption from passing trains and possibly with the 600‐volt DC power removed. The latest revision of the CTA Bus and Rail Route Map shows the hours of service on each rail line or branch. The CTA Rail Operations department may approve the construction activities during the scheduled closures of the rail lines.

3‐2 Communication Requirements

The CTA Control Center can be contacted seven days a week, 24 hours a day by CTA Radio (K347), Telephone: (312) 432‐8030, or by CTA extensions 28030 or 28040.

3‐2.1 The designated contractor’s or consultant's representative in charge of each specific work site(s) shall be equipped with a cellular telephone to enable direct communications with the CTA Control Center, CTA safety inspector and 911 on a continuous seven‐day, 24‐hour‐a‐day basis. In the subway, the contractor personnel may need to have a flagman, operator or other CTA employee or an emergency phone to communicate with the Control Center in emergencies.

3‐2.2 The contractor's personnel entering any work site on the right‐of‐way shall be accompanied by a CTA employee (flagman or construction inspector) equipped with a CTA radio. The CTA employee will notify the rail controller on the proper channel, providing all necessary information. The rail controller must broadcast this information to the rail operators on that specific line to operate according to established rules and procedures.

3‐2.3 After the contractor's personnel clear the rail system, the CTA employee shall call the Control Center on the radio and report that all contractors’ personnel are clear of the right‐of‐way, report the status of the rail tracks and other system components at the work site and the position of the slow zone signs.

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3‐2.4 Whenever the CTA flagman, safety or construction inspector or CTA Rail Operations management notifies the contractor of any deficiencies or unsafe conditions at the work site, the contractor's representative shall take immediate corrective action.

3‐2.5 The designated contractor's representative shall promptly notify the Control Center of any hazards, safety deficiencies, emergencies or other needs for assistance (e.g., medical) at the work site(s).

3‐3 Entering the Right‐Of‐Way

3‐3.1 No one is permitted to enter or work on the CTA right‐of‐way (including CTA employees) without first notifying and receiving approval from the CTA Control Center.

3‐3.2 The contractor’s personnel must be assisted by a CTA (flagman, rail supervisor or construction inspector), equipped with radio communication with CTA’s Control Center, when entering the right‐of‐way.

3‐3.3 Before entering the right‐of‐way, the CTA employee shall request specific authorization using a CTA radio from the rail controller for that specific rail line according to SOP #8130, "Safety on Rapid Transit Tracks” (see Attachment 3). The CTA employee shall identify himself or herself, identify the number of people entering the right‐of‐way, identify the work location, direction of traffic, the planned work starting time, the estimated duration of work on, above or adjacent to the right‐of‐way.

3‐3.4 No one is permitted to enter or work on, above or adjacent to track level during rush hours, Monday through Friday from 0500 hours to 0900 hours and from 1500 hours to 1900 hours. Access during these periods is permitted only if properly barricaded in compliance with section 4.5.3 of this manual or for emergencies.

3‐4 Slow Zones

3‐4.1 A slow zone is a section of track, marked with warning signs and lights, through which trains operate at reduced speed. When necessary, if the integrity of the right‐of‐way is degraded, a slow zone is setup to protect personnel performing work and their equipment in the work area from passing trains.

3‐4.2 To avoid unreasonable delays to the riders, CTA Rail Operations and the project manager will approve the number, length and schedule for slow zones on each route.

3‐4.3 Temporary track flagging work zones can only be mobilized, utilized and demobilized in non‐ rush hour time periods and no more than one track flagging operation zone will be permitted at any given time. The contractor shall be responsible to furnish and install the required slow zone signage and equipment. A track flagging operation zone is defined as a contiguous work zone, of no more than 600 feet in length, regardless of the number of tracks fouled.

3‐4.4 The contractor, under the supervision of the construction inspector is responsible for installing, moving slow zone signs along the right‐of‐way as work progresses and for repositioning or removing all slow zone warning signs and lights daily or as required throughout the project. The CTA flagman will verify that the slow zone signs are installed according to the SOP.

3‐4.5 The contractor is responsible for maintaining the slow zone warning lights and signs, including the purchase and replacement of batteries. The contractor shall return all issued slow zone

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warning signs and lights to CTA in good condition at the completion of the project. Any costs required to replace or repair issued slow zone warning signs or lights shall be deducted from payments owed to the contractor.

3‐4.6 Slow zone operations and the placement of warning signs and lights shall conform to CTA SOP #8130, “Safety on Rapid Transit Tracks” and SOP #7041, “Slow Zones” (see Attachments 3 and 4).

3‐5 Flagman Protection

3‐5.1 Whenever a contractor is working on, over or in close proximity to an operational rail right‐of‐ way, a slow zone with flagman protection is required to facilitate safe and continuous train operations. The CTA flagman is dispatched to protect contractor personnel, CTA employees, customers, the public and property in the vicinity of the work site in accordance with CTA SOP #7041, “Slow Zones” (see Attachment 4).

3‐5.2 The contractor shall provide the CTA with a written request for flagmen and other personnel at least 48 hours (two normal working days and before noon) prior to the date time of the work will be performed and the CTA personnel are requested.

3‐5.3 The Rail Operations division will make every effort to provide flagging personnel to the contractor consistent with section 3‐4.2. The CTA construction inspector shall verify that the construction work being performed requires flagman protection (See CTA Flagman Requirements Manual).

3‐5.4 The contract specification includes the circumstances when the contractor must utilize the flagmen or other CTA personnel (e.g. switchman, towermen). In addition, the contractor is required to request flagmen or other CTA operating (e.g. switchman, towermen) and maintenance (e.g. electrician) personnel anytime when the construction inspector determines that is necessary to ensure safe train movement during a construction or engineering project.

3‐5.5 CTA flagmen are responsible for ensuring that train traffic proceeds in a safe manner while work is in progress.

3‐5.6 The provision of CTA flagging personnel and any other safety precautions taken by the Authority shall not relieve the contractor of any liability for death, injury or property damage arising in connection with the construction operations.

3‐5.7 The CTA flagman is required to wear a safety vest and to bring to the work site an operable air horn with spare canisters, a red signal flag, a portable track trip device and a CTA communications radio. In low visibility areas and during night operations, CTA flagman shall also bring a flashlight to the work site as required in CTA SOP #7037, “Flagging on the Right‐of‐Way” (see Attachment 1).

3‐5.8 The contractor shall conduct a site briefing for the CTA flagman before the commencement of work to ensure that the flagman knows and thoroughly understands any signals the contractor will use (e.g., to indicate that the right‐of‐way is clear for train traffic). This site briefing will prevent any potential miscommunication between the flagman and the contractor. The contractor shall identify one work crew leader at the work site assigned to communicate with the flagman.

3‐5.9 By labor contract, CTA flagging personnel are entitled to a 30‐minute break after a continuous 5‐ 1/2 hour work period, including report and travel time. The 5‐1/2 hour period begins when the 8

person reports to work at his or her home terminal. Additionally, flagging personnel are entitled to occasional personal breaks (to use the washroom facilities) during the normal course of work. When flagging personnel leave the work site, work must cease unless a provision is made for a relief flagger. The contractor shall coordinate the project work schedule with the flagging personnel break periods.

3‐5.10 The CTA construction inspector or a CTA Rail Operations representative will position each flagman initially; about 200 feet in advance of the work area according to SOP #7041, “Slow Zones” (see Attachment 4).

3‐5.11 The flagman will signal (flag) oncoming trains to stop at the flag (see SOP #7041, “Slow Zones”). The flagman shall have the portable track trip device installed on the running rail opposite the motorcab (when facing in the direction of travel), directly across the track from the “Begin Slow Zone/6 mph” sign in order to stop any train.

3‐5.12 When a train approaches the “Slow Zone 600 ft Ahead” sign, the flagman shall sound one long blast on his air horn to warn the work crew that a train is approaching the work area.

3‐5.13 The contractor shall promptly interrupt construction activities, secure the area for train movement and clear all personnel, tools and material away from the track to allow safe train passage. Under no circumstances shall the contractor delay any train for more than two minutes after that train arrives at the work site. Failure to comply with every aspect of this requirement may result in immediate discontinuance of work at the site.

3‐5.14 After the contractor has issued an "all clear" signal to the flagman, indicating that the track area has been cleared, the flagman removes the portable track trip staff and signals (showing the trip staff) the operator of the waiting train to proceed slowly (6 mph) through the work site. The operator acknowledges the “proceed” signal by two short sounds of the train horn.

3‐5.15 If, for any reason, the train fails to acknowledge the flagman's signal to stop, the flagman will sound continuous short blasts on the air horn to signal the work crew to move quickly but safely out of the path of the train.

3‐5.16 When the construction activity interferes with two‐way train traffic or work is such that it requires more flagmen, the CTA will assign the necessary number of flagmen (See CTA Flagman Requirements Manual) or, in the case of manpower shortage, the work must be postponed until the prescribed number of flagman can be provided.

3‐5.17 In areas of limited visibility or sections of curved track, an additional flagman shall be positioned between the primary flagman and the work crew, if required. If necessary, the second flagman will also use a portable track trip device to stop approaching trains. The “CTA Flagman Requirements Manual” provides guidelines for the coverage of flagmen assignments.

3‐5.18 In an emergency or serious accident, the contractor shall direct the CTA flagman to notify the Control Center, by radio, and request immediate traction power removal to ensure withholding of all train movements in the area and to request any emergency assistance that is required (e.g., ambulance, police).

3‐5.19 If the contractor, CTA construction or safety inspector believes that the flagman is unable to perform his or her duties responsibly, work shall be stopped immediately, ensure that the right‐ of‐way is safe for train operations, and the work crew shall exit, without delay, the right‐of‐way. 9

The contractor must provide a written report to the construction inspector prior to the end of the workday. The Control Center shall be notified and a new flagman requested. When the new CTA flagman arrives at the work site, the work crew may re‐enter the right‐of‐way and resume work only after the contractor completes the site briefing with the new flagman. All employees of the contractor and subcontractors must report any actions of perceived CTA employee misconduct, or if any CTA employee does not provide a full level of cooperation in support of the contract immediately to the CTA’s Control Center and the CTA Rail Operations route manager. Within 24 hours of alleged incident, provide written report to the CTA project manager including a detailed explanation of the incident, employee badge numbers, location of incident, etc. Failure to make the proper notification in writing may adversely affect any claim the contractor may file with respect to CTA employee performance or lack thereof.

3‐5.20 The contractor personnel (crew leader) cannot assume the duties or the responsibilities of a flagman, except in the case of an extreme emergency.

3‐6 Track Access Occurrences

3‐6.1 As much construction work as possible should be performed in slow zones under flagging protection. During certain light passenger traffic periods on some rail lines when completion of work tasks is critical to the project, it is possible for the CTA to operate trains on a single track. Generally, single‐tracks are permitted only to enable the completion of construction tasks which cannot be interrupted (e.g., removing an entire section of right‐of‐way).

In single‐track operations, passenger service trains are re‐routed between adjacent crossovers as required to operate train service past the work site in both directions on the same track. The remaining track is inactive, leaving it available for continuous construction work. The 600‐volt DC traction power may be removed from the out‐of‐service track to further facilitate work.

The CTA can operate trains on a single track only on certain lines and with the proper notification (21 days advance notice) of the CTA construction inspector and with approval of Rail Operations.

3‐6.2 Track access occurrences may be provided to the contractor for work on the CTA right‐of‐way. In that event, the entire system must be fully operational when the tracks are put back into service after a track access occurrence. The track where work was conducted must be returned to CTA in revenue condition; all stations must be open, fully functional and properly cleaned in both directions. The contractor shall be immediately available with sufficient staff for up to one hour after revenue operation begins to ensure that all systems are functioning properly.

3‐6.3 The contractor shall allow enough time prior to putting the tracks back into service to make sure the line can be fully operational. A test train shall be required after any track replacement, signal modification or any construction activity, determined by the engineer, to require a test train. The scheduling of test trains must include travel time to and from the location being tested. Additional time should also be allowed for any possible remedial work required before the system can be made fully operational.

3‐6.4 All components of the system, including, but not limited to, tracks, signals, stations, entrances, etc. must be fully and properly operational prior to putting the tracks and facilities back into service. Any facilities under demolition or construction and any temporary facilities must be safe and secure so they do not impact revenue service operations.

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3‐6.5 The CTA reserves the right to deny the contractor's request for a single‐track if necessary to meet passenger service requirements. Typical reasons for denial may include increased ridership due to major events (e.g., festivals, sporting events, concerts), inadequate labor force, or conflict with other service alterations on the CTA system.

3‐6.6 The contractor shall request approval from the CTA project manager at least 21 calendar days before the proposed starting date of construction activity that requires single‐track train operations. The contractor must receive the approval of the CTA inspector and Rail Operations before any single‐track train operations can begin.

3‐6.7 The contractor shall confine all work to be performed within the single track. The work activity must not affect the active revenue service tracks.

3‐6.8 In case of an emergency, the CTA reserves the right to cancel a single‐track operation at any time. If the single track is cancelled, the contractor must take the steps necessary to return the track to revenue service immediately.

3‐6.9 Before the end of the single‐track operation period, the contractor shall suspend construction activities and restore the inactive track to full operating condition in sufficient time to operate any required test trains (see Section 2‐3.4) and resume revenue service no later than the end of the allowable hours of construction.

3‐6.10 When movement of track geometry testing cars, work or testing train and track maintenance equipment to and from the single‐track location is necessary, the movement shall be governed by the CTA Rail System Rule Book, SOP #8137, "Moving railborne track maintenance equipment" and any requirements included in the service bulletin issued by Rail Operations for that "unscheduled train."

3‐6.11 All railborne equipment must be approved by CTA Rail Operations. No gasoline powered railborne equipment is allowed on an active and energized CTA right‐of‐way.

Chapter 4: General Safety Requirements for Contractors, Subcontractors, Consultants

4‐1 Personal Protective Equipment and Apparel

4‐1.1 Contractor personnel shall wear a CTA‐approved high visibility safety vest (furnished by the contractor) at all times while on the CTA right‐of‐way. The safety vest shall have CTA‐approved reflective stripes on both the front and back.

4‐1.2 Contractor personnel shall wear Class B (non‐conductive) ANSI approved hard hats during all work activities on, under, above or adjacent to the CTA right‐of‐way.

4‐1.3 Contractor personnel shall wear suitable (natural fiber) work clothing. Short or cut off pants, sleeveless shirts or halter‐tops are not permitted. Loose, ill‐fitted, unfastened and unbuttoned clothing and belts with sashes or hanging pendants shall not be worn.

4‐1.4 Contractor personnel shall wear suitable work shoes with a defined heel and non‐slip soles. Because of the electrified third rail, steel toes or metal cleats on the sole or heel of shoes are prohibited. Shoelaces are to be kept short so they do not pose a tripping hazard. Athletic

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shoes, sandals, open‐toed shoes, moccasins or shoes with heels higher than one inch are not permitted.

4‐1.5 Contractor personnel shall wear eye protection for all welding, cutting and specialized work activities as indicated in the contractor's Safety Management Program (SMP) and any other protective equipment in accordance with the applicable OSHA regulations. Contact lenses are not permitted.

4‐1.6 Contractor personnel shall have a non‐metallic, working flashlight after dark or when working in the subway.

4‐1.7 The contractor shall maintain a first aid kit for employees at the work site.

4‐2 Ongoing Safety Indoctrination

4‐2.1 The contractor is required to provide their personnel with a project safety orientation and training session, which addresses general safety issues, and project‐phase specific safety issues integrated in the Safe Work Plans (SWP) for this contract. The FTA Alcohol/Drug Rule shall be included in this safety orientation.

4‐2.2 Every day the contractor shall instruct his or her employees working within the right‐of‐way about the danger presented by working near an uncovered electric third rail (600‐volt DC) and other energized facilities, safe clearance from passing or standing trains, etc., and all reasonable precautions to protect the personnel in this environment.

4‐2.3 On a weekly basis, the contractor safety representative (CSR) shall conduct, and the safety inspector shall attend, a Just in Time Training meeting with all employees assigned to a work site. The CSR shall include a step‐by‐step hazard analysis on the work scheduled for the following week, review all applicable Material Safety Data Sheet (MSDS) for the chemicals being used, and reiterate the hazard control practices and the importance of using the required Personal Protective Equipment and emergency response.

4‐2.4 The CSR shall discuss at weekly Just in Time Training meeting(s) all new CTA service bulletins related to passenger service adjustments affecting that specific work site.

4‐2.5 Contractor personnel shall report to work physically and mentally prepared to follow all safety rules included in this Safety Manual and other requirements of applicable federal, state and local safety and health laws, statutes and regulations.

4‐2.6 Contractor personnel entering and working on the CTA right‐of‐way shall comply with FTA Substance Abuse‐Free Environment Program (SAFE) (see Attachment 14). The use or possession of liquor or a narcotic of any kind on CTA property by contractor personnel while on duty or reporting for duty under the influence of it is strictly forbidden.

4‐3 Safety on Rapid Transit Tracks

4‐3.1 Contractor personnel shall wear the approved safety vest and proper safety equipment when working on, above or adjacent to the right‐of‐way and must observe the railroad basic safety rules: 12

ƒ Never enter the CTA right‐of‐way without notifying, by radio, the rail controller for that specific rail line (see Section 3‐5) ƒ Stop and look in both directions before crossing a track. Remain in a clear and unobstructed view and face an approaching train ƒ Expect trains to operate in either direction, on any track, at any time ƒ Step over rails, never step on any rail ƒ Do not allow any part of the body, any article of clothing or tools to contact the third rail or trolley blocks of rapid transit cars ƒ Consider the third rail to be energized at all times ƒ Use the footwalk, unless work requires you to walk between tracks ƒ Watch for moving switch points ƒ Stand clear of the car overhang on curves ƒ Stand clear of areas of no clearances ƒ Stand and face an approaching train and remain stationary until the entire train has passed ƒ Never jump from a station platform, footwalk or rapid transit car to track level ƒ Never run on the footwalk or at track level ƒ Alert all other persons in the area concerning the presence of a train

4‐3.2 Contractor personnel entering the CTA right‐of‐way shall consider all traction power third rails and electrical feeder cables to be energized unless removal of power and proper lockout has been confirmed (by the power controller) and verified with test equipment. The construction inspector shall designate CTA personnel (electricians) for this purpose and shall ensure that such personnel are known to the contractor.

In the absence of such verification, the contractor shall maintain a ten‐foot clearance from the traction power contact rail third rail and cables. If the work dictates that this clearance zone cannot be maintained, the contractor shall install physical barriers, use an approved cover for energized third rail, cable, etc., or take other safety precautions as required to ensure an adequate level of safety.

4‐3.3 The contractor shall caution all employees about the presence of 600‐volt DC on certain portions of the railcar undercarriage and on both sides of each train on the trolley blocks and trolley shoes (current collectors). The contractor shall take all necessary precautions to prevent any contact of personnel body parts or tools with the electrical system of an operating train.

4‐3.4 Whenever the disconnection of the third rail or other energized facilities in the work area will not interfere with train operation (local isolation switches) and such disconnection is approved by Rail Operations, the contractor shall be responsible for arranging with the CTA Control Center to set up such isolation before the commencement of work. Certain portions of the work shall be performed on sections of track where rail service is suspended in order to facilitate the work. For any work occurring within a section of track to be taken out of service, the contractor shall confirm with the Authority that track within the work limits has been taken out of service and the third rail de‐energized, as required, prior to beginning the work.

4‐3.5 If disconnection of traction power is not feasible, the contractor shall furnish approved insulating covers or hoods to cover energized third rail, cable, etc. to protect personnel working in close proximity to energized facilities.

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4‐3.6 At the beginning of every shift on every day at every work site where energized third rail or feeders exist, the contractor shall instruct his or her employees about the location of the local power disconnect switches for that power section and the method of emergency disconnection available at or near to the work site.

4‐3.7 Contractor personnel are not permitted to walk, step onto, rest feet on or sit on railheads, frogs, switches, guardrails, pipe, interlocking or connecting apparatus, cable boxes, etc., except when necessary for the performance of a specific required task. When crossing any of these facilities, the contractor shall take great care when stepping over equipment.

4‐3.8 Practical jokes or horseplay by contractor personnel is a serious hindrance to personal safety during this type of work and shall not be permitted.

4‐3.9 CTA safety practice prohibits equipment or personnel from being suspended over the right‐of‐ way while trains are passing or standing underneath.

4‐3.10 When signaled by the flagman's air horn, the contractor shall stop all activities, clear the track and, if possible, move to a location at least seven feet, two inches away from the center of the track occupied by the approaching train (outside of “No clearance beyond this point” and curve area).

When a full seven feet, two inch clearance cannot be maintained, contractor personnel shall move six foot, one inch away from the center of the track, keep their hands, feet, and loose clothing close to their body and away from the passing train. Contractor personnel shall face the oncoming train until it leaves the work site.

The contractor is responsible for ensuring that the track work site is cleared in a timely and safe fashion before notifying the flagman that it is safe to allow the train to proceed into and through the work zone.

4‐4 Operation of Electrical Facilities

4‐4.1 The person requesting removal of traction power due to an emergency (operator, flagman, CTA emergency K202, CPD, CFD or a contractor representative) is the only authorized person (under lockout/tagout procedure) to request restoration of power according to CTA SOP #7049, “When to Remove 600 Volt Power,” (see Attachment 6). The person requesting “power off” must remain in the area (unless relieved by the proper authority) and request “power on” as soon as possible.

4‐4.2 If the traction power needs to be removed locally from the Traction Power Sectionalizing Boxes, these boxes must be de‐energized before the switches are operated. Only authorized CTA personnel (electrician) may open boxes, operate switches and lockout/tagout these boxes. The CTA intends to issue Power & Way service bulletins to supplement CTA rail service bulletins. The Power & Way service bulletins are intended to provide procedural guidelines for safely removing and restoring the CTA’s Power & Way systems (primarily traction power & signal) within the limits defined by the contract and contractors specific track outage plan(s). The contractor will follow procedures defined within the contract documents for requesting track access occurrences.

4‐4.3 If work is required inside a CTA substation, the contractor shall notify the CTA inspector and CTA project manager and obtain a substation property pass. A CTA substation attendant will meet the contractor at the substation. The contractor shall not enter a CTA substation, close any switches, or open any panels without a CTA substation attendant. The CTA substation attendant will perform these tasks, if necessary. 14

If work inside a substation can be expected to impact train operations, the contractor shall notify and request approval of the project manager and CTA Rail Operations at least 21 calendar days before the proposed starting date of the work.

4‐5 Protection of Employees, Passengers, Trains and Facilities

4‐5.1 The contractor shall take all necessary preventive measures and precautions to protect contractor employees, CTA employees and passengers, the public, property and adjacent areas from any possible injury or harmful exposure that could result from dust (lead‐based paint or asbestos), debris or other contaminants created during the project activity.

4‐5.2 When work is performed on or next to the track area, the contractor shall maintain the clearance envelope specified in the current CTA Design Criteria Manual‐Clearance Diagram at Boarding Areas (stations) and in Clearance Diagram at Non‐Boarding Areas (along the right‐of‐ way). No exposed construction equipment, temporary wiring, piping, or other physical obstacles shall be installed or stationed in the public areas which conflict with customer safety.

4‐5.3 When the construction work is performed adjacent to an active track and the work does not involve the track or the third rail, the contractor can provide an uninterrupted physical barrier (barricade), and the right‐of‐way allows for at least six feet high (above track or platform level) to separate the work area from operating track(s). With the barrier in place, work on the other side of the barrier may be permitted at any time without a CTA flagman and slow zone protection, provided that a rail service bulletin is issued and approved.

Such temporary barriers shall be installed as far from the operating track(s) as possible, but no closer than seven feet, two inches from the centerline of the nearest operating track. For a maximum length of 100 feet, the temporary barriers can be installed at six feet, one inch distance from the centerline of the nearest operating track if approved by CTA Safety and CTA Rail Operations. “No Clearance Beyond this Point” signs must be installed on the trackside at a height of five feet from the top of rail or platform and placed at the ends and every 25 feet on the temporary barrier. The project manager must get the approval from the CTA Rail Operations division for all the materials, location, construction and installation of the temporary barrier and the work procedures adjacent to the barrier.

4‐5.4 When conducting construction activities, the contractor shall take special care to avoid causing damage, settlement or displacement of any structures, tracks or any portion thereof or interrupt the continuity of train service. Any damage to CTA facilities resulting from the contractor's activities shall be promptly replaced or repaired by the contractor to the satisfaction of the CTA project manager without additional cost to the CTA and liquidated damages may be assessed. The contractor shall, at all times, take special care to conduct operations over, on, under, adjacent to, or adjoining, the CTA right‐of‐way in such a manner as not to cause damage, settlement or displacement of any structures, tracks or any portion thereof. The contractor shall suspend such work until reasonable remedial measures, satisfactory to the Authority, have been taken.

The Authority shall have the right to perform any work it deems to be of an emergency nature and necessary to permit normal train operations during construction operations by the contractor. The cost of such service or emergency work provided by the Authority shall be borne by the contractor.

4‐5.5 The contractor shall provide adequate protection for all electrical, signal and communication equipment from dust, debris, water, etc., through the introduction of rubber, plastic, cloth, 15

wood or other barriers. This protection applies to all CTA equipment located in substations, elevated structure, subways, shops, etc.

4‐5.6 The contractor shall ensure that all temporary electrical (conduits, cords) and construction equipment (scaffolding, ladders) is installed and used in a manner that would not present any safety hazard to CTA employees and the public. Any additional lighting, heating or ventilation that becomes necessary is the responsibility of the contractor.

4‐5.7 The contractor shall secure any loose containers, tools or other objects that could be thrown on the tracks or dislocated by the vibrations generated by a moving train. This requirement applies to all locations on the CTA right‐of‐way, including station platforms.

4‐5.8 Whenever permanent fence, grills, grates or access panels are removed within the rail system, the CTA Control Center, the safety and construction inspector shall be notified.

4‐5.9 Whenever a contractor must remove a permanent barrier, fencing, grills, grates or access panels in order to perform a required work activity, the contractor shall be responsible for properly maintaining, protecting and securing that opening throughout the work area to the standard of care provided by the permanent facility.

4‐5.10 Immediately upon completion of work, the permanent barrier shall be fully restored. If the duration of work is longer than one work shift, temporary barriers/barricades that provide physical protection equivalent to the permanent barrier, shall be built. Whenever temporary barriers/barricades are erected within the rail system, the CTA Control Center, and the safety and construction inspectors shall be notified.

4‐5.11 Whenever work is done within City of Chicago, suburban or State of Illinois roadways and street property, the contractor is responsible for providing flagging personnel as required to maintain highway or road traffic operations. The contractor shall also provide all street barricades, barriers and signs that are required to maintain a safe and orderly traffic flow and meet the requirements of the Manual on Uniform Traffic Control Devices. The contractor shall also provide adequate warning in advance of such work sites to prevent any conditions or situations that could jeopardize the safety of workers at the site or the public. The contractor is required to maintain all equipment and signs in good working condition at all times.

4‐5.12 Whenever work activities demanding road closure must be performed on the CTA’s elevated structure or a bridge above a public roadway, the contractor shall obtain all required lane closure permits from the applicable municipality, and shall notify the CTA project manager and construction inspector at least 21 days in advance of the lane closure. All lane closures shall conform to applicable IDOT and local municipality rules for temporary lane closures.

Chapter 5: Site‐Specific Safety Requirements

5‐1 Subway Sites

5‐1.1 Due to the inherent danger associated with working in the confined area of a subway tunnel, the contractor shall have a fire control plan in effect at all times.

5‐1.2 Before each shift on every day at every work site in the subway, the contractor shall conduct a briefing to review fire safety. This briefing shall include, but not be limited to, a review of the

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locations of all emergency equipment (e.g., phones, fire extinguishers), emergency exits layout and associated instructions. The contractor shall specifically identify the locations and distance to the nearest available emergency exit in each direction from the work site.

5‐1.3 The contractor shall not bring any toxic, flammable, strong smelling or other potentially hazardous materials or chemicals into the subway or any other enclosed area or room.

5‐1.4 Electric power tools and equipment must be used when performing work in the subway.

5‐1.5 Gasoline or gasoline‐powered engine tools are not permitted in the subway due to the presence of 600‐volts DC third rail and the potential for ignition and explosion.

5‐1.6 Tools powered by diesel combustion engines may be used on a limited basis in the subway subject to approval by safety inspector. The diesel engine must be equipped with a catalytic converter and proper ventilation needs to be provided to exhaust the smoke from the subway.

5‐1.7 Combustible/flammable materials including oxygen/acetylene cylinders shall not be stored in the subway at any time. The contractor shall not bring any more than a one‐half workday’s supply of combustible (e.g., paint, lubricants) or flammable liquids (e.g., diesel, solvent) to a subway work site. Combustible/flammable materials shall be transported in approved/labeled safety containers. The contractor shall provide sufficient fire extinguishers and trained personnel to suppress the simultaneous combustion of the maximum quantity of combustible liquids maintained at the work site.

5‐1.8 Combustible/flammable waste materials or oil soaked rags shall be secured in approved safety containers and must be removed from the subway at the end of each work shift. Neither safety containers nor other materials shall be placed and stored on the emergency evacuation footwalk or within the emergency exit passageway.

5‐1.9 The contractor shall review the CTA standard showing the clearance envelope required for subway trains in the tunnels and shall maintain these clearances at all times.

5‐1.10 The contractor shall secure any loose containers or other objects which could be thrown on the tracks or drawn into the path of a moving train by the created suction. Empty drums or barrels are considered to be loose containers and shall be secured within a designated area. This requirement applies to all locations on the CTA rail system subways including station platforms.

5‐1.11 Contractor personnel and flagmen are required to use flashlights when signaling trains in subways. The contractor shall conduct a safety briefing for contractor personnel to review proper signaling procedure prior to any work in the subway.

5‐1.12 The contractor shall use only non‐conductive flashlights while working on the CTA rail system.

5‐1.13 Due to space constraints, the contractor shall specifically identify where contractor personnel are to relocate when signaled to clear the track and permit safe passage of train through the work area.

5‐1.14 No rooms in the subways shall be opened, entered or used without approval from the construction inspector and the CTA Control Center.

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5‐1.15 Subway track areas are to be accessed using walkway ladders provided at designated locations along the high footwalk. Jumping from or climbing up the footwalk is not permitted.

5‐1.16 Subway lighting is designed for emergency evacuation and may not be adequate for certain types of work to be performed during the project. The contractor may provide supplemental lighting at their own expense, as long as the type, power supply, attachment, placement and orientation (away from the motorcab) of the light fixtures are approved in advance by the CTA inspector and Rail Operations.

5‐2 Elevated Structure and Bridges

5‐2.1 The contractor's Safe Work Plan shall list all required Personal Protective Equipment, including the proper workers’ health and safety procedures to be followed when working on steel structures coated with lead‐based paint.

5‐2.2 The contractor shall temporarily relocate and provide adequate protection for all messengered (electrical, communication or fiber optic) cable. The protection method and materials for the relocated cable shall be approved in advance by the CTA project manager.

5‐2.3 When contractor personnel are working on the elevated structure from underneath and could reach above track level with their bodies or tools, a track level flagman shall be employed to support this activity and a slow zone must be set up for protection.

5‐2.4 The contractor shall carefully consider the weather factors (e.g., ice, rain, snow, heat) when determining whether work activities should be undertaken on each day or shift. The final decision shall be made after consulting with the CTA construction inspector and with CTA Rail Operations.

5‐2.5 The contractor shall review the CTA standard showing the clearance envelope required for CTA trains and shall maintain these clearances at all times. Contractor personnel shall exercise extreme caution on elevated track sections, always maximizing the distance to the edge of the structure.

5‐2.6 Whenever contractor personnel are walking along the track, they shall remain on the footwalk. When contractor personnel must leave the footwalk, they shall exercise extreme caution to avoid tripping, falling, or losing their balance and coming in contact with the third rail. When contractor employees are walking on an elevated structure or a bridge’s footwalk, they shall watch for wood boards that appear to be rotten or broken and for fiberglass panels that appear to be detached and avoid stepping on them.

5‐2.7 Many elevated track footwalk sections are not equipped with guardrails or equivalent means of fall protection. Whenever the contractor is working along a section of track on the elevated structure, at a height of six feet or more, an effective personal fall protection method shall be employed (temporary handrail, individual fall protection, personnel nets, catch platforms, etc.).

5‐2.8 Whenever the contractor is working on an active right‐of‐way in proximity to the third rail and moving trains, the use of a safety harness/lanyards as fall protection equipment shall not be utilized. The contractor shall use temporary handrail, scaffolding, decking or safety nets as fall protection.

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Safety nets shall be provided when workplaces are more than 25 feet above the ground or water surface, or other surface where the use of ladders, scaffolds, catch platforms, temporary floors, safety lines, or safety harness is impractical. When safety net protection is used, the construction activity shall not be undertaken until the net is in place and has been tested.

5‐2.9 Whenever work activities must be performed on structural members or on elevated railway tracks above a street or a right‐of‐way, the contractor shall install debris nets under the structure or close the street.

5‐2.10 Within the designated work area, the contractor shall secure any loose materials or other objects that could fall to the ground or shift into the path of a train due to vibrations from passing trains.

5‐2.11 No flammable or combustible materials or debris shall be stored under the elevated structure without approval from the construction or safety inspector. Any construction staging or storage yard under the elevated structure must be enclosed at all times with a fence with a minimum height of six feet.

5‐2.12 Operators of cranes or other aerial lift equipment shall be licensed and trained in the proper and safe use of that equipment by the contractor (or the subcontractor providing the lift equipment). The contractor shall maintain training records or comparable documentation of training for the crane and lift operators at the work site and provide them to the CTA safety and construction inspector upon request.

5‐2.13 Only non‐conductive ladders shall be used while working on or under elevated structure. The construction, installation and use of ladders shall conform to the latest edition of ANSI A14.1, “Safety Codes for Portable Wood/Fiberglass Ladders.”

5‐3 Ballasted Track on Embankment, at Grade or in Expressway Median

5‐3.1 The contractor shall temporarily relocate and provide adequate protection for all messengered (electrical, communication or fiber optic) cable installed above the embankment retaining wall and for all buried cable. The method and protection materials for the relocated cable shall be approved in advance by the CTA project manager.

5‐3.2 The contractor shall carefully consider the weather factors (e.g., ice, rain, snow, heat) when determining whether work activities should be undertaken on each day or shift. The final decision shall be made after consulting with CTA construction inspector and with CTA Rail Operations.

The contractor shall use caution when walking on slippery surfaces near an operating track, the third rail , above or adjacent to the edge of a retaining wall and an effective personal fall protection method shall be employed (individual fall protection, personnel nets, catch platforms, etc.).

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Chapter 6: Special Safety Requirements

6‐1 Fire Safety

6‐1.1 The contractor safety representative shall instruct the contractor personnel about all applicable fire safety regulations (Chicago/Local Building Code, NFPA Standards) associated with working on, adjacent or in close proximity to an operational CTA right‐of‐way. Contractor personnel shall comply with those regulations.

6‐1.2 The contractor shall provide and use UL‐approved safety cans for all flammable liquids with a flash point of 110 degrees Fahrenheit or below.

6‐1.3 The contractor shall not maintain any more than one‐half day's supply of combustible/flammable liquids at a work site. The contractor shall provide sufficient fire extinguishers to suppress the simultaneous combustion of the maximum quantity of combustible/flammable liquids that can be maintained at the work site. Whenever combustible liquids are present at a work site, the contractor shall provide sufficient personnel at the work site who are trained to use those extinguishers.

6‐1.4 The contractor shall develop and implement a hot work procedure as part of Safe Work Plan. All welding and cutting apparatus, equipment and operations shall be in accordance with the requirements set forth in the current edition of ANSI Z49.1, “Safety in Welding and Cutting” standard.

6‐1.5 Prior to welding, flame cutting, or other operations involving the use of open flames, arcs, or sparking devices, permission must be requested and granted by the CTA construction inspector. Portable welding screens and shields shall be used to protect other workers and the public in the immediate area.

6‐1.6 Approved fire extinguishing equipment must be readily available at the location when welding and cutting is being carried out. When welding, cutting and heating is such that normal fire prevention precautions are not considered adequate, trained fire guards or fire watches shall be assigned and maintained for a minimum of 30 minutes following the completion of work.

6‐2 Confined Space Area Activity

6‐2.1 Work within confined spaces (e.g., manholes, ventilation shafts, areas of restricted accessibility or limited ventilation) requires special precautionary measures. If entry into a permit‐required confined space is necessary, it shall be directly supervised by the contractor's qualified person (attendant). OSHA and CTA safety rules applicable to confined space entry shall apply.

6‐2.2 The construction inspector shall provide the contractor with all available information about the particular CTA confined space (voltage ratings, asbestos, etc.). The contractor safety representative (CSR) shall authorize the plans to enter any permit‐required confined space prior to entry.

6‐2.3 Before entering the confined space, the contractor shall have issued emergency preparedness plans should the environmental conditions become inappropriate.

6‐2.4 The air quality within the permit‐required confined space shall be verified prior to entry and monitored during the work period by the contractor personnel working in the permit‐required confined space.

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6‐2.5 A contractor's qualified person (attendant) shall remain outside of the confined space at the entry point and maintain constant communications with those inside the confined space.

6‐2.6 In those instances, where electrical service is required in the confined space, low voltage (24 V) lighting or a ground fault circuit interrupter (GFCI) shall be used. If a GFCI is used, the unit must be outside and isolated from the confined space unit. Caution must be taken to ensure that the area is free of all electrical hazards.

6‐3 Vermin Control

6‐3.1 When the contractor is working in an area where vermin may exist, the contractor shall provide protection against the dangers associated with the vermin, including the following controls:

ƒ Boots, gloves, or other Personal Protective Equipment as required ƒ Instruction in recognition and identification ƒ Repellents ƒ Communication for reporting of the location of nests

6‐3.2 The contractor shall report to the CTA construction inspector any unsanitary conditions at the work site that have proliferated or could flourish insects or vermin.

Chapter 7: Security Requirements

7‐1 Security Control

7‐1.1 Site security and control: The contractor shall outline its plan for site security including prevention of unauthorized entry onto the project site and prevention of vandalism. The plan shall include all contractually‐required security items. This plan shall include, when necessary: use of fencing, temporary enclosures, concrete barricades, surveillance cameras, signs, guard services and worker identification such as hats, shirts or vehicle stickers.

7‐1.2 Post No Trespassing signs. This will also assist the police in cases where persons are arrested for unlawful entry.

7‐1.3 The contractor shall provide for clearly‐marked construction zones and transition zones, informing both contract workers and CTA employees upon entering construction areas and what Personal Protective Equipment is required.

7‐1.4 The contractor shall prevent incidents within control and responsibility, effectively protecting CTA critical assets. Maintain on site, telephone numbers of emergency agencies and key project personnel.

7‐1.5 The contractor shall prepare respond procedures to construction site incidents and accidents for the prevention, mitigation loss and protection of CTA and contractor employees and passengers from incident.

7‐1.6 The contractor shall support emergency responders in incident response. Assess response readiness by conducting drills and exercises. Designate gathering areas in response to an incident.

7‐1.7 The contractor shall design work to incorporate security features. Incorporate security principles into the design of new stations, systems, etc., including eliminating dead areas, providing adequate lighting, constructing gathering areas that are easy to monitor, facilitating ability for natural surveillance with lines‐of‐sight for CTA employees, installation of 21

communications equipment, such as payphones and access buttons, to provide access to assistance, using materials that allow for clear lines‐of‐sight, however, do not provide climbing access to other secured areas. (Do not disable pre‐existing security equipment without checking with the CTA’s Office of Security first.)

7‐1.8 The contractor shall conduct system‐wide security assessments to identify and eliminate or lessen potential security concerns during construction. Reviewing activities and new plans to determine how they impact the security for the areas as the work progresses.

7‐1.9 The contractor shall communicate security concerns or incidents to the CTA.

7‐1.10 The contractor shall promote security awareness to employees, including CTA employees who visit the work area.

7‐1.11 The contractor shall report all incidents criminal in nature to the police and obtain a police report number. Also report all criminal incidents to the CTA project manager.

7‐1.12 The contractor shall ensure that all equipment and facilities are properly secured at the end of each workday.

Chapter 8: Enforcement Of Safety Rules

8‐1 Enforcement Of Safety Rules

8‐1.1 The contractor safety representative is responsible for promoting safe work practices by contractor personnel. The contractor safety representative is also responsible for implementing the contractor's Safety Management Program (SMP) and enforcing the strict compliance of contractor (and subcontractor) personnel with the safety rules and procedures contained in or referenced in this Manual.

8‐1.2 The safety inspector is the Authority's representative at the project (construction) site and is authorized and responsible for monitoring and auditing contractor work activities for strict compliance with the safety rules and procedures contained or referenced in this Manual.

To meet these responsibilities, the safety inspector shall have access to the project (construction) site at all times throughout the life of the project. The contractor is subject to unannounced field audits or inspections by the CTA safety inspector, construction inspector or management personnel from Rail Operations.

8‐1.3 Whenever noncompliance with safety rules is found, the CTA safety or construction inspector or personnel from Rail Operations shall document that deficiency on a CTA Unusual Occurrence Report (see Attachment 9) or Safety Inspection Report, submit the original report to the contractor to take immediate corrective action, and submit copies to the project manager and to CTA System Safety. The safety inspector has final approval over the resolution and satisfactory closure of each deficiency.

8‐1.4 If the CTA safety inspector determines that the contractor or contractor personnel have committed serious or repeated violations of the safety rules or procedures contained in or

22

referenced in this Manual or the contractor has failed to take prompt and decisive corrective action on safety deficiencies identified at the work site, the safety inspector shall have the power to terminate work by the contractor and direct the contractor to close and secure the work site.

8‐1.5 The construction inspector is responsible for ensuring that any incidents or deficiencies involving CTA flagman at work sites are reported to the CTA Control Center immediately and after each work shift to Rail Operations division (see SOP #7037, “Flagging on the Right‐of‐Way”).

8‐1.6 The construction inspector is responsible for defining the limits of the work zone. In addition, the construction inspector is responsible to notify immediately the Control Center whenever the work zone and the flagman are moved along the right‐of‐way.

8‐1.7 The construction inspector is responsible for informing the project manager of any change or substitution of a material, equipment or procedure proposed by the contractor that was not included in original documentation of the project. The project manager shall determine whether the change or substitution introduces any safety hazard and shall inform the CTA construction inspector of any approved change or substitution.

Chapter 9: Reporting Procedures

9‐1 Reporting Injuries and Requesting Assistance

9‐1.1 The contractor shall be alert for dangerous conditions and unsafe work practices as part of their daily work routine. The contractor shall immediately address any conditions or practices that require correction to prevent injury or other harm.

If immediate corrective action by the contractor is not possible but the hazard warrants immediate attention, the contractor shall notify the CTA Control Center by telephone or by the CTA flagman or Combined Rail Operators (CRO) radio. In addition, the contractor shall complete a report documenting the dangerous condition and forward it promptly to the CTA safety inspector for appropriate action.

If an ambulance is necessary, the contractor shall call 911 or telephone the CTA Control Center to make the necessary arrangements for assistance. The CTA Control Center can be contacted 24 hours/day by telephone: (312) 432‐8030, or CTA phone extensions 28030 or 28040 or by CTA Radio: call # K347.

9‐1.2 In emergencies requiring removal of traction power, the CTA flagman or contractor's representative at the work site shall contact the CTA Control Center, specify the message "emergency power off,” the location, the type of emergency, the type of assistance required and the requester's name, phone/call number and badge number. The Control Center will remove traction power from that contact rail section (see CTA SOP #7049, “When to Remove 600 Volt Power” in Attachment 6).

9‐1.3 For first aid injuries not requiring a physician's treatment, the contractor shall prepare a contractor's report of the injury and forward it to the CTAs inspector at the end of the shift or day. Injuries requiring in hospital or physician treatment or resulting in lost time shall be reported by the contractor immediately to the CTA safety inspector.

23

9‐1.4 For all injuries, the contractor shall be responsible for conducting an accident investigation, issuing an accident investigation report, submitting a copy to the CTA safety inspector within 24 hours and processing the required paperwork to the insurance carrier.

9‐1.5 The contractor shall also be responsible for completing and maintaining the OSHA 300 Log at the work site for the CTA safety inspector’s review according to the contractor Safe Work Plan.

9‐1.6 The contractor must report all rail "near misses" to the CTA safety inspector at the end of each shift or day for review and appropriate corrective action.

24

Publication Number: Transit Operations Page 1 of 5 Standard Operating Procedure 7037 (05-24-09)

Title: Flagging on the Right-of-Way

Issued to: Flagman, Rail Service Supervisor (Operations), Track Gang Foreman (Maintenance)

Approved by:

Chief Operating Officer

Supersedes: Flagging on the right-of-way, 7037 (12-04-00)

Any group of 3 or more people who will be on or near the right-of-way for more than one-half hour must operate under the protection of a flagman within an established slow zone. The department requesting a flagman is responsible for providing all sign/lamp assemblies and signpost mounting devices necessary for properly setting up the slow zone.

REPORTING FOR DUTY AT A TERMINAL (Operations Personnel)

Although no uniform is designated for flagmen, wear apparel that is both safe and appropriate for the job and weather.

- CTA-issued high-visibility safety vest - Natural fiber outerwear, since synthetic fabrics may ignite from 600 volt arcing

Do not wear

- Shorts, cut-offs, sleeveless shirts, tank or halter tops - Loose, ill-fitting, unfastened and/or unbuttoned clothing and belts with sashes or hanging pendants - Long coats that may come in contact with third rail - Clothing that restricts the wearer’s vision (e.g. hoods) unless it can be worn in a way that vision remains unobstructed (e.g. with the hood down).

z Report to the clerk and transportation manager.

z Select, examine and test all necessary flagging equipment:

- red flag (for use in daylight) - air horn with extra cannister - portable radio (previously issued) - portable track trip - flashlight (previously issued) - whistle (previously issued; as back-up if air horn malfunctions) - Dietz light (battery-operated flashing yellow light; for times or areas of limited visibility)

z When all equipment has been checked for proper operation, complete form cta 3784 EQUIPMENT REPORT - FLAGMAN’S, and leave the form with the clerk.

Training and Instruction Publication Number: 7037 (05-24-09) Page 2 of 5 Title: Flagging on the Right-of-Way

z Check the trainroom bulletin board and with the clerk for operating orders and/or bulletins regarding special train routings or other events scheduled at or affecting the flagging location. See the transportation manager for clarification.

z Obtain a time slip (form cta 3533 TIME SLIP) from the clerk.

z Perform a radio check (10-40). For specific instructions, refer to SOP 8200 Radio Communication.

z Proceed immediately via CTA service to the assigned work location.

- Whenever possible, alight at the nearest station and walk to the work site. - Tools, supplies, materials and equipment that may be offensive to customers must not be transported on revenue service trains. - Flammable items must not be transported on revenue service trains. - Do not occupy seats to the exclusion of customers, nor occupy unused operating cabs in the train. - Do not occupy the head cab with the operator unless your specific job function requires it. z In cases where riding in the cab with the operator is necessary (e.g. to use the operator’s radio), communicate the reason, starting point, ending point and run num- ber to the controller and await verbal authority from the controller for the in-cab ride.

AT THE WORK LOCATION

Upon arrival at the work site, report to the work crew leader for instructions. The work crew leader is responsible for setting up the slow zone correctly, and has jurisdiction over the flagman.

z Call the controller to confirm arrival and to provide details regarding the exact location of the work crew, the number of people in the crew, any other work that is or will be performed near the work site, and the expected length of time the work crew will need a flagman.

z Check that the slow zone meets all the requirements of all applicable standard operating procedures.

Note: If the slow zone has been set up improperly and the flagman and work crew leader cannot agree to correct it, the flagman will call the controller to request supervisory assistance. Once the controller has been notified: - The workers and flagman must leave the right-of-way IMMEDIATELY. - The workers and flagman must remain off of the tracks until a supervisor, instructor, or transportation manager arrives. - The supervisor, instructor or transportation manager will evaluate the situation and make any necessary adjustments.

INSTALLING THE PORTABLE TRACK TRIP

With the crew leader’s assistance, select the location for installing the portable track trip.

z The location must provide secure footing.

Training and Instruction Publication Number: 7037 (05-24-09) Page 3 of 5 Title: Flagging on the Right-of-Way

z It must be directly across the track from the Begin slow zone/6 mph sign and both must be within 25 feet of the prescribed distance from the work area.

z At curves, hills, subway entrances, etc., provide rail operators with a view of the flagman’s position that is as long and clear as allowable. Some circumstances will require two persons to team flag to provide ample warning.

Do not lean over the third rail or straddle it with your legs when installing the portable track trip base or when inserting the staff into the socket.

1 Slide the portable track trip base 1 2 under the running rail opposite the motor cab (when facing in the direction of travel). Move ballast as necessary to insert the base under the rail. The socket for the staff must be on the outside of the running rail. 3 2 Mount the base onto the running rail by engaging the lip onto the outer base of the running rail. Secure the base by positioning the tightening plate (under the tightening handle) on top of the inner base of the running rail. Tighten the handle securely.

3 Drop the staff into the socket with the tip of the trip resting on the running rail.

z When properly installed, the portable track trip, if run over, will bring the train to a stop. Also, if a train passes a trip, the wheels will permanently flatten the tip of the trip, providing proof of the train’s having run the trip.

FLAGGING (Operations and Maintenance Personnel)

z Stand at track level next to the portable track trip, whenever clearance permits, even when flagging for workers on a platform or a work train.

z Stand in full view and face approaching trains.

z As a train approaches the Slow zone 600 ft ahead sign:

- Sound one long blast on the air horn or whistle to warn workers.

- At the same time, raise the red flag at arm’s length in a horizontal position across the track being governed to signal the train to reduce speed.

Training and Instruction Publication Number: 7037 (05-24-09) Page 4 of 5 Title: Flagging on the Right-of-Way

z During periods of darkness and in the subway, motion is nec- essary to ensure recognition.

- To signal the train to stop, swing the flag or flashlight horizontally at a right angle to the track.

- To signal the train to make an emergency stop, violently swing the flag or flashlight across the track.

Note: In an emergency, if a red flag or flashlight is not available, signals may be given with the arm only.

z When the train stops:

- Wait for the work crew foreman to signal that workers, tools, and equipment are in the clear and that the train may proceed.

- Remove the track trip staff, face the train and show the trip staff to the operator of the train. During daylight, remove the red flag from the operator’s view, then signal to proceed by hand signal.

- After dark or in the subway, after showing the trip staff to the operator, signal to proceed by raising and lowering the flashlight vertically.

- If a speed other than the standard restricted speed (6 mph) is desired, indicate this to the operator by voice or hand signal before giving the proceed signal.

Note: Never signal to proceed using the red flag or any red object.

z If two flagmen are assigned to the same location (one for each direction of train travel) and two trains arrive simultaneously, the loop-bound train receives priority.

- The flagman guarding the loop-bound track must signal the other flagman to detain his/her train by momentarily holding the red flag or outstretched arm (during daylight) or flashlight (at night or in the subway) over the track of the train to be detained (outbound).

- Allow the loop-bound train to proceed only after you have received a signal from the other flagman acknowledging that your signal was received.

Training and Instruction Publication Number: 7037 (05-24-09) Page 5 of 5 Title: Flagging on the Right-of-Way

z If it appears that an approaching train is not going to stop:

- Leave the portable track trip in the tripping position.

- Use short blasts of the air horn or blow the whistle to warn the workers.

- Stand clear of the train.

- Move the red flag or flashlight (at night or in the subway) violently across the track to attract the operator’s attention. Continue blowing the air horn or whistle as a warning.

z If the train does not stop or stops after hitting the portable track trip:

- Note the run and head car numbers of the train and immediately call the controller.

- Report the incident, request any necessary assistance, and order a replacement portable track trip.

z Immediately report any violation of speed restrictions or failure to obey signals to the controller. Provide the exact time, location, direction, run number and head car number.

z If members of a work crew fail to face passing trains or otherwise jeopardize their safety or the safety of others, or if they unnecessarily delay trains, notify the work crew leader. If violations continue, call the controller.

WHEN WORK ASSIGNMENT IS COMPLETED (Operations personnel)

z When the work crew leader indicates that the work for the day is done, complete the time slip and have the work crew leader sign it.

z If a slow zone is to remain in place, notify the controller.

z Notify the controller when the right-of-way is clear.

z Return to the terminal and report to the clerk. Indicate on the time slip the actual time spent at the work location. Do not use the flagging trick’s scheduled start and finish times.

- Follow the same directives as for riding CTA service to the work location (page 2, top).

z Report any defective equipment or unusual incidents.

z Turn in flagging equipment and time slip to the clerk.

SAFETY IS PART OF THE JOB Follow all CTA-established rules relating to safe operation, as well as those rules relating to use of tools, materials, equipment and personal safety in performance of these procedures.

Training and Instruction S:\Development\SOPS\Signed& In Effect\703701 (05-24-09).pmd Publication Number: Transit Operations Page 1 of 3 Standard Operating Procedure 8137 (10-16-05)

Title: Moving Railborne Track Maintenance Equipment

Issued to: Transportation Manager, Rail Supervisor, Rail Instructor, Yardmaster

Approved by:

Executive Vice President, Transit Operations Executive Vice President, Construction, Engineering and Facilities

Supersedes: Moving railborne track maintenance equipment (02-16-92)

INTRODUCTION

Many pieces of track maintenance equipment have a short wheelbase and will not shunt track circuits consistently. These include, but are not limited to:

Canron Tamper Canron Undercutter Jackson #1 Tamper Jackson Tie Remover and Inserter Kershaw Tie Crane Kershaw Track Boom Kershaw Track Liner Marmon Snow Broom Tie Handler Racine E-Clip Machine Fairmont Tamper Ballast Regulator Push Cars Geismar Motor Cars

Routes that normally are established as trains approach and crossing gates that lower automati- cally should not be expected to function for these vehicles. When any short-wheelbase equip- ment is moved, the following procedures must be followed.

GENERAL OPERATION PROCEDURES

A Yardmaster, Rail Instructor, Rail Supervisor or Rail Transportation Manager (henceforth referred to as the person in charge) must supervise the movement of any track maintenance equipment.

The operator of the equipment must be qualified to operate that specific piece of equipment.

The person in charge must receive permission from Communication/Power Control before entering any mainline track.

The person in charge must authorize the movement of track equipment through any yard, interlocking, grade crossing, turnout or crossover.

The person in charge, or his designee, must ride the piece of track equipment.

When several pieces of track equipment are being moved, an additional person with a radio must ride the last piece of equipment.

Any trip that fails to clear the equipment must be pinned to prevent damage to the equipment.

All pinned trips must be unpinned when the move is completed. Training and Instruction Publication number: 8137 (10-16-05) Page 2 of 3

Title: Moving Railborne Track Maintenance Equipment

When operating on an in-service track, the track maintenance equipment must be protected by Manual Block Operation. See Standard Operating Procedure 8198, Manual Block Opera- tion.

- A supervisory employee, equipped with a two-way radio, must ride the first train operating behind the equipment.

- This train can be either a work train, a buffer train or an in-service revenue train.

- The person in charge on the track equipment must report his location and give the train following the equipment clearance to move up.

- A distance of approximately one station must be maintained between the equipment and the train following it.

OPERATION IN YARDS

All hand-throw switches, including spring-and-stay switches, must be prealigned. Track maintenance equipment must never trail through any switch that is not properly aligned.

OPERATION THROUGH INTERLOCKINGS

The person in charge authorizes equipment to move through the interlocking, with tower assistance. If no towerman is on duty, the following procedures must be performed by the person in charge or his designee.

Track maintenance equipment may only indicate occupancy intermittently on a tower panel as the vehicle proceeds through track circuits. Therefore, at automatic interlockings that are activated by train approach, it is possible for a route request to occur and be activated while a piece of track maintenance equipment is moving through the interlocking. Consequently, it is necessary to take measures that will ensure that switches do not operate while movements of track maintenance equipment are in progress. The following actions must be taken.

With a Towerman on duty or control panel available, or when using Power Operated Switch Panels,

- The person in charge or his designee shall:

Explain to the Towerman/control panel operator the required move, in detail, and the problems that may be encountered when moving the track maintenance equipment through the interlocking.

Remind all personnel involved that track equipment may only indicate occupancy inter- mittently on the tower panel as the equipment proceeds through track circuits.

- The Towerman/control panel operator shall:

Establish a route by using auxiliary switch levers, if provided, to preset all switches.

Training and Instruction Publication number: 8137 (10-16-05) Page 3 of 3

Title: Moving Railborne Track Maintenance Equipment

After establishing a route, physically move away from the control panel a sufficient distance to prevent accidental operation of the auxiliary switch levers.

Notify the person in charge that the route is established and locked in.

Where no control panel is provided or when a wayside route selector is used

- All switchpoints (both facing and trailing) must be properly aligned and wedged.

- When the move is completed, all wedges must be removed, all pinned trips must be unpinned, and any trouble alarms must be reset.

OPERATION AT GRADE CROSSINGS

Track and street gates shall be operated manually, even if they open or lower automatically.

Grade crossings must be protected by a flagman.

Once the automatic gate crossing signal light is illluminated (steady green), the person in charge may authorize equipment to move through the intersection.

When the move is completed, restore track and street gates to automatic operation.

SAFETY IS PART OF THE JOB Follow all CTA-established safety rules relating to use of tools, materials, equipment and personal safety in perfomance of these procedures.

Training and Instruction S:\Development\SOPS\RAIL - Signed & In Effect\813701 (10-16-05).pmd Publication Number: Transit Operations Page 1 of 6 Standard Operating Procedure 8130 (07-12-09)

Title: Safety on Rapid Transit Tracks

Issued to: CTA and outside agency personnel, as necessary

Approved by:

Chief Operating Officer Supersedes: Safety on Rapid Transit Tracks, 8130 (04-27-03)

Introduction

When entering upon or working adjacent to the right-of-way, with or without flagging protection, all personnel must follow established safety procedures as specified in General Safety Bulletin #3026, CTA Employees on the Rail System Right-of-Way (September, 2007), and current Rail System Rule Book rules. The following guidelines will help you protect yourself and others whenever it is necessary for you to enter the rail system right-of-way. NOTE: All CTA non-operating employees and employees of outside agencies who are as- signed to work on or adjacent to CTA’s rail system right-of-way must have successfully com- pleted the Rail System Safety Tour and must carry a valid Rail Safety Tour Identification Card.

Outside contractor/agency employee Rail Safety Tour Identification Card (valid for one year from date of issue)

CTA employee Rail Safety Tour Identification Card (valid for three years from date of issue)

Training and Instruction Publication Number: 8130 (07-12-09) Page 2 of 6 Title: Safety on Rapid Transit Tracks

Communication

z Before entering or working adjacent to the right-of-way:

- A group shall have a pre-entry safety discussion covering evacuation procedures and safety precautions. - One person of the group must be designated as the primary contact with the controller for calling on and off the right-of-way.

z When this is completed, you must notify the controller via radio of your desire to enter the right-of- way. You must call onto and enter the right-of-way (and call off and leave the right-of-way) from a station or between two stations (if entering the right-of-way at a non-station location).

- Employees equipped with radios must notify the controller on the proper route channel. Em- ployees with radios not equipped with a route channel must notify the controller via channel 2.

- If you do not have a radio, you must identify yourself and display your employee ID card to the operator of the next train through the station and request the use of the operator’s radio to notify the controller.

- If no radio is available, call the controller on a telephone.

Provide the following information to the controller:

- Who you are and the number of people in your group. If you are a CTA employee, you must also provide your radio call number and your classification.

- The area where you will be working/on the right-of-way, including the direction of the track upon which you will be working. To ensure that the controller knows exactly where you will be and unless the work area is within the limits of a station, the work area must only be between two adjacent stations and must be stated as between those two adjacent stations.

Example: K570: K570 to Control. Control: K570, your message. K570: K570, at 87th. Request permission to enter the right-of-way, northbound between 87th and 79th.

If your location changes, you must re-call the controller to call off the prior track area and to call on to the new area. Provide the name of the station through which you are moving and the next adjacent station toward which you will now be working/on the right-of-way.

Example: K570: K570 to Control. Control: K570, your message. K570: K570, I’m now off the tracks between 87th and 79th. Am now at 79th. Request permission to enter the right-of-way, northbound between 79th and 69th.

- How long you will be working/on the right-of-way at that location.

Upon the completion of your assignment, notify the controller (from the station at the end of the last work area) that work is complete and to call off the right-of-way. Training and Instruction Publication Number: 8130 (07-12-09) Page 3 of 6 Title: Safety on Rapid Transit Tracks

Personal Protective Equipment

Whenever working on or adjacent to the rail system right-of-way,

z All personnel must wear: - Approved CTA high-visibility fluorescent green safety vests, - Proper footwear, - Protective headwear, if required.

z All personnel must carry a flashlight.

z All groups, even if the group consists of just one person, must possess a working portable flashing yellow light when working in times or places of reduced visibility.

General Precautions

z Be alert; be conscious of hazards presented by the third rail and trains.

z Consider the 600 volt third rail to be energized at all times.

z Never hesitate to signal an operator to slow down or stop if safety is involved; but do not delay service unnecessarily.

z Exercise caution while on the tracks:

- Stop and look in both directions before crossing a track. Remain in the clear if a train is approaching. Expect trains to run in either direction, on any track, at any time.

- Avoid walking on or crossing tracks unless necessary. Use the footwalk whenever possible.

- Step over rails, never on them.

- Watch for moving switchpoints. Never stand or place any part of your body on or in movable portions of switches, switchpoints or linkage.

- Do not allow any part of your body, article of clothing, tools or equipment to contact the third rail or any part of a train.

- Walk against the normal flow of train traffic whenever possible, so you can observe approaching trains.

Actions When Trains Approach

1. Stop work.

2. Warn others who may not be aware of the approaching train.

3. Face the train and signal the operator to proceed, slow down or stop. Give signals well in advance. If in a group, designate one employee to give all signals.

Training and Instruction Publication Number: 8130 (07-12-09) Page 4 of 6 Title: Safety on Rapid Transit Tracks

4. Make certain all equipment is in the clear.

5. Go to a position where you are clear of approaching trains. Make certain you can be seen by the operator of any approaching train.

- Do not step to an adjacent track unless you are sure it is clear and will remain clear until the train passes.

- Do not stand between trains on curves or in areas of restricted clearance. If caught/ trapped between trains, lie down on the footwalk, making sure you don’t contact the third rail.

6. When you are certain that you and all equipment and personnel are in the clear, stand and face the train, then signal the operator to proceed. In areas of restricted clearance, do not allow two trains to pass on each side of you at the same time. Flag both trains to a stop. Then give a proceed signal to one train at a time. When two trains are traveling in opposite directions, the loopbound train should be given priority whenever possible.

7. Remain stationary and watch the train until the entire train has passed.

8. Notify the controller and your immediate supervisor if the operator fails to respond to signals.

Training and Instruction Publication Number: 8130 (07-12-09) Page 5 of 6 Title: Safety on Rapid Transit Tracks

Hand, Flag, Flashlight and Lantern Signals

If your duties require you to give signals, you must ensure that you have the proper equipment, in good working order, ready for immediate use. Flags or lights of the prescribed colors must be used when- ever normal operation cannot be maintained in a track area.

z Flags or hand signals must be used during daylight.

z Lights must be used during darkness, periods of low visibility, or in subways.

- During periods of darkness and in the subway, motion is necessary to ensure recognition. When signalling with a light to reduce speed, slowly move the light back and forth horizontally at shoulder height to ensure that the operator sees and recognizes the signal.

z The proceed signal shall NEVER be given with a red flag or any red object.

NOTE: Proceed signal shall NEVER Proceed signal be given with a red shall be given flag OR ANY RED with GREEN OBJECT. or WHITE light.

Note: The relative speed with which a signal is given indicates the relative speed at which compliance with the signal is desired. Any object or hand waved violently by anyone on or near a track is a signal to stop immediately.

Training and Instruction Publication Number: 8130 (07-12-09) Page 6 of 6 Title: Safety on Rapid Transit Tracks

Operator Approaching People On or Near Tracks

z Never operate past anyone on a footwalk or at track level without first receiving a proceed signal and making sure that everyone and all equipment are in the clear. Stand in the motorcab, open the motorcab window and proceed at restricted speed until the entire train is clear of everyone on or near the tracks.

z Warn persons on the tracks by short horn blasts.

z Acknowledge all signals with two short horn blasts.

z Obey all signals, lights and signs.

z Notify the controller to report failure of persons at track level or on footwalks to signal correctly or to stop work and face the train.

SAFETY IS PART OF THE JOB Follow all CTA-established rules relating to safe operation, as well as those rules relating to use of tools, materials, equipment and personal safety in performance of these procedures.

Training and Instruction S:\Development\SOPs\RAIL-Signed & In Effect\813002 (07-12-09).pmd Transit Operations Publication Number: Page 1 of 4 Standard Operating Procedure 7041 (08-04-01)

Title: Slow Zones

Issued to: All Rail Operations, Engineering and Facilities Maintenance personnel; Capital Construction and outside agency personnel as necessary

Approved by:

Executive Vice-President, Transit Operations

Supersedes: Slow zones, 7041 (1-1-86)

A Slow Zone

z is a section of track marked with warning signs and lamps through which trains operate at reduced speed.

z provides protection for people, trains, equipment and tracks.

z is set up when a group (three or more people) is scheduled to work on, across, or near a section of track for one-half hour or more.

z is set up when conditions require, whether or not workmen are present. Examples are: track partially stripped, with spikes out, or needing realignment; guard rail out; or work being done under an elevated structure. Responsibility for the Slow Zone

The department in charge of the scheduled work has jurisdiction over the slow zone. The same department remains responsible in the event the slow zone must be left unmanned (See Note, page 4).

The department with jurisdiction provides all marking devices and accessories.

- Sign/lamp units - Signpost mounting devices - Batteries for lamps

Before 1200 hours of the preceding day, the department must initiate an order for a flagman by notifying Operations Systems Support, CTA ext. 6817, which then immediately informs the appropriate terminal clerk.

The terminal clerk assigns flagmen for the next day’s assignments if sufficient manpower is avail- able and issues equipment (See SOP 7037: Flagging on the Right-of-Way).

SAFETY IS PART OF THE JOB Follow all CTA-established rules relating to safe operation, as well as those rules relating to use of tools, materials, equipment and personal safety in performance of these procedures.

Training and Instruc- LN010028SOP tion Publication Number: 7041 (08-04-01) Page 2 of 4 Publication Number: 7041 (08-04-01) Page 3 of 4 Title: Slow Zones Title: Slow Zones

Set-Up of the Slow Zone - The supervisor, instructor or transportation z When working alone, stop work well in ad- z In the absence of the foreman, a work crew manager will evaluate the situation and vance of the train’s arrival and remain in full member shall be assigned responsibility for z The foreman/crew leader is responsible for setting make any necessary corrections. view of approaching trains. compliance with procedures. up the slow zone as shown in the diagram and for calling the controller when preparing to set up the z If the person in charge at the slow zone deems z Slow or stop trains as safety requires. z When work is being performed by a contractor, the track to be unsafe, no trains may enter or slow zone. the contractor is responsible for ensuring that pass through the slow zone until the hazard his foreman complies with all procedures. z If necessary, the foreman/crew leader will extend has been corrected. z Signal the operator to proceed only after the the distances shown to ensure visibility by train track is cleared. operators. z Emergencies and violations must be reported by Safety Requirements for All Emergency Evacuation the foreman or CTA construction inspector as z The foreman/crew leader will send a worker against Non-Operating Personnel soon as possible to the department involved and traffic a sufficient distance to serve as flagman while z The foreman/crew leader must prepare an emergency to the controller. the slow zone is being set up. z Wear CTA safety vest and hard hat. (Flagmen evacuation plan identifying a clear area for each are not required to wear a hard hat.) person. Practice an orderly track evacuation The foreman/crew leader will place this sign z The foreman/crew leader and transportation periodically so each person is fully aware of his/her beyond the end of the work area at a distance manager will cooperate to keep the length of z Notify the controller whenever you are the first part in the plan. Several short blasts of the equal to the maximum train length in operation. the work area to a safe minimum. person on the track. flagman’s warning horn is a signal to execute the emergency evacuation plan. z The foreman/crew leader will relocate sign z Look both ways before stepping onto any track. Clear posts, flagman and the portable track trip each z The foreman/crew leader must similarly prepare a Slow time the work area progresses 25 feet. z Always step over rails - never on them. plan and train the work crew for emergencies that zone would require medical or other assistance. z An additional slow zone will be set up on an adja- z Avoid contact with the third rail. cent track if the foreman or transportation manager feels that it is necessary. z Do not touch any part of any train except for purposes of boarding or alighting. z The foreman/crew leader will ensure that all lamps are working properly. z Watch for moving switch points. Begin z Upon arrival, the flagman will check the slow z Always face approaching trains. slow zone set-up for accuracy and safety. zone If You Leave the Protection of a z If the flagman and foreman/crew leader disagree as to whether the slow zone is set up properly, the Slow Zone, You Are Responsible work area flagman will notify the controller. 15 6 mph for Your Safety. mph - All workers and the flagman must leave the 200 ft right-of-way immediately. z Keep alert for and warn others of approaching trains. Slow - All workers and the flagman must remain off zone Slow the tracks until a supervisor, instructor, or 600 ft 300 ft Slow Begin Clear transportation manager arrives. ahead zone zone 15 slow ahead 600 ft mph Slow ahead zone zone

Slow 300 ft zone ahead 6 mph

The foreman/crew leader will place this sign a flashing steady sufficient distance in advance of the Slow zone 600 ft Lamps are provided and lighted for ahead sign to ensure visibility by the operator. work after dark and in dark areas

Training and Instruction LN010028SOP-3.4 Publication Number: 7041 (08-04-01) Page 4 of 4 Title: Slow Zones

Standard Operation

1. Once the slow zone has been set up properly, the foreman/crew leader instructs the workers and flagman to begin work. Slow 2. When a train reaches the Slow zone 600 ft ahead sign, the flagman sounds the air zone horn to warn the work crew of the approaching train. Using the red flag or lamp held horizontally over the affected track, the flagman signals the train to reduce 600 ft speed. ahead

3. As quickly as possible, workers complete tasks sufficiently to assure safe passage of the train.

4. Workers remove tools and materials that could interfere with train operation, move to positions of safety, and face the approaching train.

5. The operator stops the train at any point where signalled to do so. If the operator has not received a proceed signal from the flagman, the train must be stopped no Begin less than 1car length in advance of the Begin slow zone sign. slow zone 6. The foreman/crew leader signals the flagman when the work area is clear.

7. The flagman then removes the track trip staff, shows it to the operator, and signals the operator to proceed.

8. The operator proceeds at the designated speed until the motorcab passes the Clear Slow zone sign. Once the cab has passed the sign, the train may resume normal speed. 6 mph 9. The flagman replaces the track trip staff as soon as the train clears his/her position.

10. Workers resume work after the train has cleared and it is safe to do so. Removal of the Slow Zone

1. The foreman/crew leader makes certain that all tools and materials have been removed or secured properly.

2. With the flagman’s protection, workers leave the site in single file. As necessary, the foreman/crew leader designates a second flagman to provide protection from both directions. 3. The flagman removes the portable track trip when directed to do so by the foreman/ Clear crew leader. Slow 4. With flagman protection, signposts and mounting devices are removed beginning zone with the Clear Slow zone sign and moving forward, in order, removing the Slow zone ahead sign last.ed board is placed on the “Begin slow zone” sign. 5. The flagman notifies the controller when the area is clear.

Note: If a slow zone is to remain after workers leave, the flagman must notify the controller, leave in place the signposts and stands and place an appropriate speed board on the “Begin slow zone” sign.

F:\Users\Manage\Shared\SOPS\Sp704101.pm6 Training and Instruction LN09009 Training SOP Operation Slow Zones final.pdf 6/5/2009 12:13:02 PM

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300 ft Transit Operations Publication Number: Page 1 of 2 Standard Operating Procedure 7049 (01-16-05)

Title: When to Remove 600 Volt Power

Issued to: All Rail Operations personnel, Rail Controller, Power Controller

Approved by:

Executive Vice-President, Transit Operations

Supersedes: When to Remove 600 Volt Power, 7049 (11-17-02)

Introduction

Request removal of 600 volt power for protection of life or property.

However, removal of power may prevent moving people and equipment to safety. Customers may be inconvenienced, and a delay involving many trains may create an even worse situation than the existing problem. If the situation is not life-threatening and if time and safety allow, the rail controller will notify operators of trains in that power section and instruct them to remain berthed at a station (if already in a station), or to proceed to the next station (if between stations) and remain standing at that station. If the situation is life-threatening, the power controller will remove power immediately, regardless of train positions/locations. To Request Power Off In a Life-Threatening Emergency:

! Transmit a 10-99 message to the controller via radio, or if necessary by CTA or public telephone at 312-664-7200 x22222, 312-432-8039 or CTA extension 22222.

! Inform the controller:

- Who you are - Where you are - The exact location and direction of the emergency - The nature of the emergency - What assistance is needed

! Maintain communication until the controller advises that power has been removed and is being held off.

In a Non-Life-Threatening Situation:

! Inform the controller:

- Who you are - Where you are - The reason for the request - The exact location and direction where you want power removed - The anticipated duration of the power removal - What assistance is needed, if any Training and Instruction Publication Number: 7049 (01-16-05) Page 2 of 2 Title: When to Remove 600 Volt Power

! Maintain communication until the controller advises that the power has been removed and is being held off.

Note: Whenever power is removed, the person requesting the “power off” must remain in the area (unless relieved by the proper authority) to request “power on” when it is safe to do so.

Only one person on the scene may have the hold on power. If the person requesting power off is relieved by a proper authority, both must communicate with the power controller to relinquish power to the newly named individual. The individual taking over the hold on power must accept that re- sponsibility while on the radio or telephone with the power controller.

Any hold on power is relinquished to K202 upon his/her arrival at the incident scene and this relin- quishment to K202 must be immediately communicated to the power controller.

Possible Alternative Procedures

In some instances, an alternative procedure can be completed in less time than it takes to have power removed. Examples of circumstances under which alternative procedures may be feasible, but not required, are listed below. These alternatives should be quickly considered and employed if they seem appropriate. If not, request removal of power immediately.

Example Possible Alternatives

Person in contact with third rail or power Remove person from electrical source. Use cable. dry insulating material such as a belt, cloth- ing, rope or piece of wood to break contact.

Defective equipment in consist causes fire If near a gap (of at least 40 feet) or street on car, or causes short circuit that will not crossing, move car to gap. Otherwise, clear. request removal of power before isolating electrical fault. Isolate fault by hooking or tying up third rail shoes and by cutting shoe fuses/shunts.

Ties, structure timber on fire. Extinguish fire. See procedure(s) on rail system fires and evacuation of trains. Flag approaching trains so they stop short of the danger area.

Broken third rail incline. Cover broken part with third rail cover box(es).

SAFETY IS PART OF THE JOB Follow all CTA established rules relating to safe operation, as well as those rules relating to use of tools, materials, equipment, and personal safety in performance of these procedures.

Training and Instruction S:\Development\SOPS\RAIL-Signed & In Effect\704903 (01-16-05).pmd Transit Operations Publication Number: Page 1 of 4 Standard Operating Procedure 8111 (07-13-08)

Title: Workers Ahead Warning System

Issued to: Rail Operations Personnel and outside agency employees, as necessary

Approved by:

Chief Operating Officer

Supersedes: Workers Ahead Warning System, 8111 (04-28-02)

Introduction

The Workers Ahead (WA) warning system is designed to enhance the safety of persons working at track level in areas of limited visibility. The Authority has installed WA warning systems at several locations, but these installations do not relieve or reduce the responsibility of employees to protect themselves and to comply with pertinent safety rules and standard operating procedures. When- ever personnel are present on the right-of-way within a Workers Ahead warning zone, the WA Warning System must be activated. It must be used in addition to any slow zones which overlap or are located entirely within the Workers Ahead warning zone.

When the system is activated by an employee at track level, operators of approaching trains will encounter a flashing yellow wayside warning light beneath a sign labeled “BEGIN WA ZONE.” In cab signal territory only, when the system is activated, the cab signal indication of maximum allowable speed will be reduced below the normal allowable speed. Generally, in areas where cab signal allowable speed is normally set at (green) 55 mph, allowable speed will be reduced to (yellow) 35 mph or less. However, at some locations on the Orange Line, the allowable speed will be 15 mph.

Note: The speed-reducing feature is NOT in effect when allowable speed has already been reduced due to right-of-way conditions or a train ahead.

When the system is turned off, WA warning lights will be dark, normal speed limits will be in effect and operators may proceed at permitted speed. Rule R6.2 does not apply to these warning lights.

Operators approaching a flashing yellow WA warning light must:

z Reduce speed and sound horn (a succession of short sounds) z Operate on sight, with extreme caution, expecting to encounter workers ahead through the limits of the WA warning zone.

Operators shall not operate past persons at track level until they receive a proper proceed signal and see that all persons and equipment are in the clear.

The end of the warning zone is identified by a yellow sign with wording “END WA ZONE” in black lettering.

Training and Instruction Publication Number: 8111 (07-13-08) Page 2 of 4 Title: Workers Ahead Warning System

Workers Ahead warning system controls can activate the warning system on one or more tracks to reduce the speed of train traffic operating in normal direction only.

BEGIN WA ZONE END WA ZONE

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1234567890123456789012345678901212345678901234567890123456789012WARNING ZONE 1

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BEGIN END WA WA = CONTROL BOX LOCATIONS ZONE ZONE CONTROL BOXES ARE INSTALLED TO RIGHT OR LEFT OF TRACK DEPENDING ON LOCATION

Activating the System

z Before entering the Workers Ahead warning zone at track level, check the Workers Ahead warning light to see if the system is turned on. If the system is already turned on, leave it turned on; it indicates that other workers are already in the WA zone. Notify other workers present that you are also working in the WA zone. If the system is turned off, unlock the control box and flip the toggle switch to the opposite position. Check to make sure that the red indicator light illuminates to indicate that the WA system is activated. Then close and lock the control box, if it is so equipped.

z Always verify that the WA warning lights are operating properly before beginning any work in the area. If it is not practical to visually check the warning light at the opposite end of the warning zone, flag down the first train that enters the warning zone. Verify with the operator that the Workers Ahead warning light at the entrance to the warning zone is working properly.

Note: If any warning light fails to illuminate and flash when the system is turned on, notify the rail controller of the defective warning light and await instructions. If neces- sary, flag a train to a stop and request that the operator report the defect to the controller.

Training and Instruction Publication Number: 8111 (07-13-08) Page 3 of 4 Title: Workers Ahead Warning System

Warning Light and Sign

BEGIN - yellow plate with black lettering - “BEGIN WA ZONE” marker and warning WA light located at the entrance to the ZONE warning zone - the flashing yellow warning light will illumi- nate when the system is activated Flashing Yellow - the light will be dark (off) when the system is turned off

Control Boxes

12345678901234567890123456789012123456 - painted blaze orange; located at both ends 12345678901234567890123456789012123456

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12345678901234567890123456789012123456 12345678901234567890123456789012123456 of the warning zone 12345678901234567890123456789012123456

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12345678901234567890123456789012123456 1234567890123456789012345678901212345INSTRUCTIONS 6 12345678901234567890123456789012123456 - the toggle switch turns the system on or off; 12345678901234567890123456789012123456

12345678901234567890123456789012123456 OPEN

12345678901234567890123456789012123456 12345678901234567890123456789012123456 it controls all the WA warning lights at 12345678901234567890123456789012123456 COVER 12345678901234567890123456789012123456

12345678901234567890123456789012123456 12345678901234567890123456789012123456 that location 12345678901234567890123456789012123456

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12345678901234567890123456789012123456 HINGE - the red indicator light illuminates when the system is activated and is dark when the system is turned off

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1234567890123 RED TOGGLE1234567890123 CONTROL 1234567890123 INDICATOR SWITCH 1234567890123 - the control box covers open with a switch 1234567890123 LIGHT BOX lock key

End of warning zone

- yellow plate with black lettering END - “END WA ZONE” marker is located at the WA exit from the warning zone ZONE

Training and Instruction Publication Number: 8111 (07-13-08) Page 4 of 4 Title: Workers Ahead Warning System

Turning Off the System

z If other workers are present when you are leaving the WA zone, leave the system turned on. Multiple crews must coordinate responsibility for turning the system off. If you are sure that no other workers are present, turn the system off. Unlock and open the control box where you are leaving the WA zone and flip the toggle switch to the opposite position. The red indicator light inside the box and the yellow warning lights on the right-of-way will turn off. Close and lock the control box with the switch lock provided.

z Leave the WA zone; do not re-enter the WA zone without first re-activating the warning system.

Outside Agencies

z Representatives of outside agencies must be accompanied by at least one CTA flagman or other authorized CTA employee.

z WA system controls shall be operated only by CTA employees.

SAFETY IS PART OF THE JOB Follow all CTA-established safety rules relating to the use of tools, materials, equipment and personal safety in the performance of these procedures.

S:\Development\SOPS\RAIL - Signed & In Effect\811101 (07-13-08).pmd

Training and Instruction

Unusual Occurrence Report

3. DATE: 1. TIME OF OCCURENCE 2. DAY : :

5. DELAY: 4. NATURE OF OCCURRENCE :

6. EXACT LOCATION OF OCCURENCE:

7. RUN NO.: 8. CAR OR BUS NO.: 9. DIRECTION: 10. ROUTE:

COMPLETE DETAILS OF OCCURRENCE ( Include injuries, if any; property or vehicle damage, if any; action taken, if any; supervisor notified ) The series of events are indicated above to show the reasons that K810V returned control of the tracks to CTA about 3 minutes late-at 0503.

2. TITLE: 1. REPORT PREPARED BY:

Signature :______Date: ______Time:______

Signature : Date: ______Time:______

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

Exhibit 4. OR List of Base Deliverables

Deliverable Deliverable Description Due Scope of Number Services Section Reference Project Initiation Services 1 Owner’s Representative Within 8 weeks of NTP 2.1 Management Plan (ORMP) 2 List of DBC contract Within 8 weeks of NTP 2.2 deliverables 3 Approval memo for the DBC's Upon receipt of an 2.3.1 Preliminary Schedule, signed approved Preliminary by both the OR and the CTA Schedule 4 Approval memo for the DBC's Upon receipt of an 2.3.2 Baseline Schedule, signed by approved Baseline both the OR and the CTA Schedule 5 Approval memo for the Upon receipt of an 2.4 baseline DBC Schedule of approved SOV and prior Values (SOV), signed by both to receiving the first DBC the OR and the CTA invoice 6 List of all staff members who Prepared at the beginning 2.5.2 require rail safety training and of the project and updated the status of their certification as needed 7 List of all staff members who Prepared at the beginning 2.5.3 require PIC training and the of the project and updated status of their certification as needed 8 List of all staff members who Prepared at the beginning 2.5.4 require CTA Substation of the project and updated Orientation, updated to reflect as needed when employees complete orientation Project Management Services 9 Utility tracking log Monthly 3.4 10 Resolution and closure of all Within an appropriate 3.5 RFI processes timeframe as agreed upon with the CTA for each process instance and prior to contract closeout 11 Resolution and closure of all Within an appropriate 3.6 submittal processes timeframe as agreed upon with the CTA for each process instance and prior to contract closeout

Page 67 of 84 2018-05-07

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

12 Comprehensive set of final Updated throughout the 3.10 project as-built drawings project and finalized prior to contract close-out 13 Correspondence log Prepared at the beginning 3.11 documenting all of the project and updated correspondence between CTA as needed and the DBC and other outside entities as directed 14 Daily construction reports Within 24 hours of the 3.12 status date 15 NEPA compliance tracking log Quarterly 3.13.2 16 Rail service bulletin requests At least 14 days prior to 3.15.1 the planned track access occurrence 17 Manpower requests (if not part 48 hours in advance of 3.15.1 of a rail service bulletin when staff is being request) requested 18 Track Access Occurrences, As needed 3.15.2 Substation Occurrences, Infrastructure Shifts, and Flagger Shifts tracking log 19 Requirements for any new As needed 3.18 electronic project management process workflows as identified. 20 Public outreach materials As requested 3.19 and/or attendance at meetings 21 Community impacts tracking As needed, at least 3.19 log monthly 22 Data on existing transit immediately prior to any 3.21 services, O&M costs, and significant changes in transit ridership for Before and transit service levels After Study caused by either the construction or the opening of the project 23 Data on the actual physical 2 years after the start of 3.21 scope and capital costs of the expanded service project when it is completed and on transit service levels, O&M costs, and ridership for Before and After Study 24 Draft Before and After Study Within 3 months of DBC 3.21 Report substantial completion

Page 68 of 84 2018-05-07

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

25 Other project tracking logs, as As needed 3.22 requested by CTA 26 Meeting minutes for all As needed 3.23.2 meetings chaired by the OR or as requested by CTA, following the timelines specified in Section 3.23.2 27 Professional-grade photographs As requested 3.24 and videos of the project site.

Field Support Services 28 Existing Conditions Report Prior to the start of 4.1 construction 29 Signed copies of construction As needed 4.2 checklists, as applicable 30 Signed copies of all DBC As needed 4.5 inspection, testing, and commissioning reports Risk and Contingency Management Services 31 OR-generated project risk Within 90 days of NTP 5.0 register and model and updated as needed throughout the project Project Controls Services 32 Develop and produce cost As required 6.1 estimates as required 33 Prepare project update reports As required (monthly, 6.2.1 for outside funding agencies as quarterly, etc.) required by each agency 34 Signed copies of DBC pencil Upon approval by the OR 6.3.2 copy pay applications 35 Potential Change Item (PCI) Weekly 6.3.3.1 Log 36 Allowance Tracking Log Weekly 6.3.3.2 37 Supporting forms and As required 6.3.3.2 documentation for items approved be paid for under an allowance for signature by CTA 38 Supporting forms and As required 6.3.3.3 documentation for Field Memos and Proceed Orders for signature by CTA

Page 69 of 84 2018-05-07

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

39 Supporting forms and As required 6.3.3.4 documentation for contract change orders for signature by CTA 40 Schedule review memos Within 7 days of receiving 6.4.1 an updated DBC schedule Safety and Security Certification Oversight Services 41 Safety and Security Monthly 7.0 Certification (SSC) tracking log System Safety and Security Oversight 42 Safety incident tracking log As required 8.3 43 Jobsite Observation Reports Daily or as required 8.4 Quality Assurance Services 44 Corrective actions issued as As needed 9.2 required if QMS procedures are not being followed. 45 Non-Conformance Reports As needed 9.3 (NCRs) in cases where the DBC has conducted nonconforming work and failed to submit a NCR. 46 Resolution and closure of all Within an appropriate 9.3 NCR processes within the timeframe as agreed upon appropriate timeframe as with the CTA for each agreed upon with the CTA for process instance and prior each process instance and prior to contract close-out to contract closeout. 47 List of open items that need to As needed 9.4 be addressed by the DBC Project Closeout Services 48 Work lists prior to punchlist As required 10.1 49 Punchlists with estimated Within 7 days of final 10.1 values of each item inspections 50 Substantial completion notices Within 7 days of final 10.1 inspections 51 Final acceptance notice Within 7 days of punchlist 10.1 completion 52 Closeout tracking log Monthly during design and 10.2 construction, weekly after substantial completion 53 Closeout memo Once all contract 10.2 requirements are met

Page 70 of 84 2018-05-07

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

Contract Administration 54 List of OR staff members that is As needed 11.2.1 regularly updated as staffing changes occur 55 Organization chart At least quarterly, 11.2.2 potentially more frequently if changes occur 56 Position standards As needed 11.2.5 57 Position descriptions As needed 11.2.6 58 Resumes for all staff in the As needed 11.2.7 organization and on Task Orders 59 Projection of hours and dollars At least one week prior to 11.5 to be used by position, the first day of each month submitted on a monthly basis 60 Summary of budgeted vs. Within two weeks of the 11.5 actual hours and dollars by last day of each month position

V. SUBMITTAL FORMAT

Responses shall be submitted on standard 8 ½” x 11” letter size paper and bound on the long side with material on one side only. The use of expensive papers and binding and elaborate submittals is not necessary. All Proposals submitted become the property of the CTA and no materials will be returned. The Proposer (any person or entity submitting a response to this LIQ) is responsible for all costs incurred in the preparation and materials associated with the submittals in response to the LIQ.

VI. SUBMITTAL REQUIREMENTS

The Proposal must contain sufficient detail to enable the CTA to evaluate it according to the criteria listed herein. Failure to comply may cause the submission to be rejected. The CTA reserves the right to accept or reject any or all submittals or parts thereof.

The CTA retains the right to require additional information from any Proposer and to determine the veracity of information provided in the proposal. A proposal that is found to contain inaccurate or misrepresented information may be dismissed from further consideration.

A complete Proposal response must include the following items with each section and number subsection separated by a tab:

Page 71 of 84 2018-05-07

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

A. COVER LETTER

A cover letter signed by an authorized representative of the firm(s). The cover letter must contain a commitment to provide the services described and that the key personnel specified in the qualification submission will be available for the contract. In addition, the cover letter shall acknowledge all addenda and commit to meet the DBE goal requirements established by CTA. It shall also include a list of all proposed sub- consultants planned including proposed DBE firms to fulfill the DBE commitment.

B. QUALIFICATIONS OF KEY PERSONNEL

Section 11.2.3 of the Scope of Services identified nine (9) positions as Key Personnel. For all individuals proposed as Key Personnel, the following items must be submitted: 1. Resumes no more than two (2) pages in length which describe each individual’s relevant experience and dates related to that experience.  Resume should include at least two (2) projects within the last seven (7) years that the individual has participated on in a similar role for which they are being proposed. Experience on transit projects in dense urban areas is generally preferred, but is not a requirement. 2. Copies of professional license(s)/certification(s) and academic degrees obtained. 3. A project commitment document no more than one (1) page in length which describes the following:  The individual’s proposed time commitment on the RPM Phase One project. If the individual will not be full-time, a detailed explanation of how they will be utilized on a part-time basis is required.  A list of current projects the individual is actively working on.  A list of active pursuits the individual is currently named on.  A transition plan demonstrating how the individual will transition off their current projects and on to the RPM Phase One project. If selected, each of the individuals whose resumes are submitted as part of the proposal must be available for the Contract. Key Personnel will be identified in the final contract. CTA reserves the right to interview candidates for specific roles and request replacement of individual staff during negotiation. Reference Article 6 of the Model Agreement for contractual requirements related to the substitution of Key Personnel. Proposers must submit each following representative Key Personnel candidate position: 1. Project Manager: The Project Manager is responsible for managing all services provided by the OR team, as outlined in this document. The Project Manager will be expected to be knowledgeable of all aspects of the RPM Phase One project. The Project Manager will serve as an advisor for the CTA project team and will provide recommendations on how to effectively and efficiently implement the RPM Phase One project based on industry best practices.

Page 72 of 84 2018-05-07

Requisition No. C18FT102164819 Letters of Interest & Qualifications (LIQ) Owner’s Representative for Red and Purple Modernization (RPM) Phase One Project

Requirements: CTA prefers the Project Manager possess at least fifteen (15) years of project management experience. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as experience working on a project on an existing, operating rail transit system (projects in dense urban environments are preferred). The ideal candidate will also have experience working on a large capital project (≥$500M), as well as experience working on projects through multiple phases (planning, design, and construction).

2. Resident Engineer, Lawrence to Bryn Mawr Modernization (LBMM): The Resident Engineer, LBMM is responsible for overseeing the DBC’s implementation of all design and construction activities for the LBMM portion of the RPM Phase One project, ensuring that the DBC delivers the project safely, efficiently, and in accordance with the contract documents. The Resident Engineer, LBMM will serve as an advisor for the CTA project team and will provide recommendations on how to effectively and efficiently implement the LBMM portion of the RPM Phase One project based on industry best practices.

Requirements: CTA prefers the Resident Engineer, LBMM possess at least ten (10) years of Resident Engineer experience. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as experience working on a project on an existing, operating rail transit system (projects in dense urban environments are preferred). Advanced certifications, such as a Professional Engineer (PE) license, Project Management Professional (PMP) certification, or Certified Construction Manager (CCM) certification is also preferred but not required.

3. Resident Engineer, Red-Purple Bypass (RPB): The Resident Engineer, RPB is responsible for overseeing the DBC’s implementation of all design and construction activities for the RPB portion of the RPM Phase One project, ensuring that the DBC delivers the project safely, efficiently, and in accordance with the contract documents. The Resident Engineer, RPB will serve as an advisor for the CTA project team and will provide recommendations on how to effectively and efficiently implement the RPB portion of the RPM Phase One project based on industry best practices.

Requirements: CTA prefers the Resident Engineer, RPB possess at least ten (10) years of Resident Engineer experience. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as experience working on a project on an existing, operating rail transit system (projects in dense urban

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environments are preferred). Advanced certifications, such as a Professional Engineer (PE) license, Project Management Professional (PMP) certification, or Certified Construction Manager (CCM) certification is also preferred but not required.

4. Resident Engineer, Systems: The Resident Engineer, Systems is responsible for overseeing the DBC’s implementation of all design and construction activities for the systems (signals and traction power) portion of the RPM Phase One project, ensuring that the DBC delivers the project safely, efficiently, and in accordance with the contract documents. The Resident Engineer, Systems will serve as an advisor for the CTA project team and will provide recommendations on how to effectively and efficiently implement the systems portion of the RPM Phase One project based on industry best practices.

Requirements: CTA prefers the Resident Engineer, Systems possess at least ten (10) years of Resident Engineer experience. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as experience working on a signal and/or traction power project on an existing, operating rail transit system (projects in dense urban environments are preferred). Advanced certifications, such as a Professional Engineer (PE) license, Project Management Professional (PMP) certification, or Certified Construction Manager (CCM) certification is also preferred but not required.

5. Design-Build Coordinator: The Design-Build Coordinator will ensure that the CTA, DBC, OR, and other parties involved in the RPM Phase One project are aware of critical deliverables and project issues that may affect the delivery of the project (including open design and construction submittals, RFIs, and other items) and will facilitate communication among these parties to ensure issues are resolved before they have negative impacts on the project (such as unnecessary cost increases, schedule delays, safety issues, or quality issues).

Requirements: CTA prefers the Design-Build Coordinator possess at least ten (10) years of design and/or construction project experience. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as experience working on a transit project (projects in dense urban environments are preferred). Direct experience on design-build projects is preferred but not required.

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6. Design-Build Coordinator, Systems: The Design-Build Coordinator, Systems will ensure that the CTA, DBC, OR, and other parties involved in the RPM Phase One project are aware of critical systems-related deliverables and project issues that may affect the delivery of the project (including open design and construction submittals, RFIs, and other items) and will facilitate communication among these parties to ensure issues are resolved before they have negative impacts on the project (such as unnecessary cost increases, schedule delays, safety issues, or quality issues).

Requirements: CTA prefers the Design-Build Coordinator, Systems possess at least ten (10) years of signal and/or traction power design and/or construction project experience. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as experience working on a transit signal and/or traction power project (projects in dense urban areas are preferred). Direct experience on design-build projects is preferred but not required.

7. Project Controls Lead: The Project Controls Lead is responsible for overseeing project controls activities as described in Section 6.0 of the Scope of Services. The Project Controls Lead will be expected to be familiar with CTA’s cost and schedule management requirements, ensuring that cost and schedule processes are being administered consistently among the LBMM, RPB, and Systems portions of the project.

Requirements: CTA prefers the Project Controls Lead possess at least fifteen (15) years of project controls experience. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as experience working on a Federally-funded transit project. The ideal candidate will also have experience working on a large capital project (≥$500M).

8. Safety and Security Certification Lead: The Safety and Security Certification Lead is responsible for ensuring that the RPM Phase One project is implemented in accordance with the SSC process (see Section 7.0 of the Scope of Services for additional details).

Requirements: CTA prefers the Safety and Security Certification Lead possess at least ten (10) years of experience in safety and security oversight. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed, as well as

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specific experience managing safety and security programs meeting the requirements of Federal Circular c5800.1 for transportation infrastructure projects. The ideal candidate would also have attended Safety and Security training classes administered by the FTA and have the TSSP certification.

9. Quality Lead: The Quality Lead is responsible for ensuring that the RPM Phase One project is implemented in accordance with the DBC’s QMS and the CTA Infrastructure Department’s QMS (see Section 9.0 of the Scope of Services for additional details).

Requirements: CTA prefers the Quality Lead possess at least ten (10) years of experience in quality management. Within the last seven (7) years, the ideal candidate will have specific experience working on at least two (2) projects in a similar role for which they are being proposed. The ideal candidate will also have specific experience implementing quality management systems in compliance with ISO-9001 requirements and FTA Quality Management System Guidelines.

C. PROJECT TEAM APPROACH

To demonstrate the Proposer’s knowledge and experience, submit a clear plan of action and approach to accomplish the full range of activities required by the scope. The plan should be no more than ten (10) pages in length and include the following items:

1. Project approach narrative which demonstrates the Proposer’s understanding of the scope and its complexity and articulates a clear plan of action for the Proposer to accomplish the full range of activities required by the scope. 2. Organization chart and staffing plan, as well as additional discussion of reporting structures, communication flow, and coordination between prime firms and sub- consultants, as necessary. For all scope areas, staffing levels proposed should be sufficient to accomplish the full range of activities required by the scope. 3. Specific examples of workflow processes that will be used to manage key components of the project. Processes should be sufficient for a project the size of RPM Phase One. 4. Identify key challenges that the proposer perceives in accomplishing the scope and strategies to overcome these challenges. Challenges presented should be relevant for a project the size of RPM Phase One and solutions presented should be clear, thoughtful, and applicable to a project the size of RPM Phase One. 5. Brief descriptions of each project team’s technical expertise for each subject area required to support the RPM Phase One scope. For each scope area, the team proposed should be sufficient to accomplish the full range of activities required by the scope.

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The organizational chart should provide proposed staffing and management structure and identify all positions including support personnel necessary to complete the Scope of Services, described in Section IV. The staffing plan should include a brief description of the roles and responsibilities and clearly indicate which roles would be staffed by the prime and which would be staffed by the sub-consultants, as well as whether the position would be full-time or part-time and on-site or off-site. If an individual will not be full- time, a detailed explanation of how they will be utilized on a part-time basis is required.

To provide evidence of qualifications of the team and capability to accomplish the scope, proposers should submit position descriptions no more than one (1) page in length for each position listed on the organizational chart but not classified as a Key Personnel position. These position descriptions and resumes are not included in the page limit for the project team approach. For each position description, the following items shall be included:

a. Describe the specific work activities anticipated to be performed under the position. b. Describe the qualifications and relevant experience required for the position. c. Provide a representative resume of an individual currently employed by the firm(s) who would be a good candidate for the position.

The qualifications of the team will be evaluated based on overall ability to accomplish full Section, IV, Scope of Services, with specific consideration given to the nine specific scope items listed below.

1) Design/Construction Project Management Team  Scope reference: Section 3.0 2) Environmental Compliance Team  Scope reference: Section 3.13 3) Field Support Team  Scope reference: Section 4.0 4) Testing/Commissioning Oversight Team  Scope reference: Section 4.5 5) Project Controls Team  Scope reference: Section 6.0 6) Safety and Security Certification Oversight Team  Scope reference: Section 7.0 7) System Safety and Security Oversight Team  Scope reference: Section 8.0 8) Quality Management Team  Scope reference: Section 9.0 9) Document Control/Records Management/Closeout Team  Scope reference: Section 10.0

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The basis of the evaluation will be 1) the brief description of each project team’s technical expertise for each subject area submitted as part of the project approach narrative, and 2) the position descriptions and associated representative resumes submitted.

D. QUALIFICATIONS OF FIRM

1. Previous Owner’s Representative/Construction Management Experience: The CTA requires that Proposers have demonstrated capability as an OR prime consultant for similar work. Proposers must submit five (5) public infrastructure construction management projects which have been completed within the past seven (7) years and in which the respondent served as a Prime or Joint Venture partner.

The projects may include sub-consultant experience, provided that the Proposer performed the lead role. Of the projects submitted, at least one must be a design-build project, at least one must be a transit project, and at least one must be a very large project ≥ $500 million). If the Proposer is a Joint Venture, each firm shall include at least one project in which they performed the lead role.

Proposers must submit the following information for each representative project submission:

 Name of the project and location  Brief narrative description of project  Role of the firm on the project  The firm’s contract value  Original construction contract amount  Final construction contract amount  Percentage of project for which the firm was responsible  Original project completion date  Final project completion date  List of team members in proposal who were involved in the project (if applicable)  Client and alternate client current reference (name, position, address, email address and phone number)

The summary and narrative shall not exceed two (2) pages for each project. CTA prefers that projects submitted include at least one individual proposed as Key Personnel performing a similar role for which they are being proposed. Preference will also be given for demonstrated experience on projects with construction contract amounts ≥ $100 million, specific experience on projects located in dense urban environments, and

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projects that include complex transit signal and/or traction power work. Projects will also be evaluated with respect to schedule and budget, with preference given for projects that were completed on time and on budget.

2. Breadth of firms: CTA requires that Proposers have assembled a team of firms with demonstrated specialization in the following nine (9) areas included in the scope of services.

1. Design/Construction Project Management 2. Environmental Compliance 3. Field Support 4. Testing/Commissioning Oversight 5. Project Controls 6. Safety and Security Certification Oversight 7. System Safety and Security Oversight 8. Quality Management 9. Document Controls/Records Management/Closeout

For each of these nine areas, the Proposer must submit two (2) example projects in which the firms (including sub-consultants) provided specific services in these areas. The summary and narrative shall not exceed one (1) page for each project. The document should briefly describe the firm’s specific roles and responsibilities on each project. The services provided on the example projects should coincide with those being requested for RPM Phase One.

The Proposer should also indicate if it has worked together with any of the proposed sub-consultants as a team within the last seven (7) years.

E. RESPONSIBILITY

1. Financial

Proposers must demonstrate sufficient financial strength to finance and perform Section IV Scope of Services and complete the Contract in a satisfactory manner. Information provided must address the following:

a. Provide a copy of the Proposer’s complete financial statements for the last three (3) years, prepared in accordance with the Generally Accepted Accounting Principles (GAAP) of the Proposer’s jurisdiction, and audited by an independent certified public accountant authorized to practice in the jurisdiction of either Chicago or the city of the Proposer. (Note: this document need not be included on the CD).

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b. Provide a brief description of all legal actions for the past three (3) years where the Proposer was a debtor in bankruptcy; a defendant in a lawsuit for deficient performance under a contract and the damages claimed exceeded one (1) million dollars; a respondent in an administrative action for deficient performance on a project; a defendant in any criminal action.

c. Evidence that the Proposer is licensed in compliance with ordinances, statutes, codes and regulations of the municipality in which the Work is to be performed.

d. Evidence that the Proposer is not in arrears or default to the Authority upon any debt or contract, or is not a defaulter, as surety or otherwise, upon any obligations to the Authority, or has not failed to perform faithfully on any previous Contract with the Authority.

F. DIVERSITY OUTREACH PLAN

All Proposers must submit the following information in their proposals; however, CTA will evaluate and score the information submitted by firms in the competitive range. The total percentage received under this section will be applied to the total base scores of those firms as a bonus. Adjustments to the proposed plans/commitments may be negotiated between the CTA and Proposer prior to award of the Contract, and the final plans/commitments will be incorporated into the Contract as part of the awarded Proposer’s DBE commitment documents. In reviewing and evaluating the responses to this section, the CTA will consider the following factors:

Disadvantaged Business Enterprise (DBE)

1. DBE Utilization Plan: Proposer must submit a plan that clearly articulates the methods it will use to reach out to the DBE community and to utilize a diverse pool of DBE firms for subcontracting opportunities throughout the term of this Contract. The plan should include innovative and aggressive strategies, including but not limited to outreach, Mentor/Protégé plan and training and informational events for potential DBEs who are either certified or eligible for certification that may be impacted by or benefit from the Project. Proposer must also include a timeline of the proposed outreach efforts provided in their plan. 2. Past DBE : Performance: Proposer must submit detailed information pertaining to its performance in the area of Disadvantaged Business Enterprise (DBE) compliance on the firm’s five (5) most recent contracts in which there was a DBE goal (pursuant to 49 CFR Part 26). Information should include the contract/requisition number, project name, DBE contract goal, actual attainment, percentage breakdown of work subcontracted to DBEs to achieve the actual attainment and evidence of good faith efforts if any. If Proposer does not have the requisite previous performance with respect to DBE compliance, Proposer must submit the information listed above with

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respect to its Minority Business Enterprise (MBE) or Women Business Enterprise (WBE) compliance on the firm’s five most recent contracts with other public agencies, along with agencies’ contact information (project manager’s name, direct number and email). 3. Workforce Outreach and Training Plan: Proposer must submit a detailed plan for coordinating workforce development, internship, and training opportunities to attract and train a diverse pool of employees for this Contract. The plan should also describe Proposer’s outreach initiatives for recruiting training participants and potential hires for the Contract. Proposer may implement the workforce development and training independently or in coordination with existing workforce development programs. Strong consideration will be given to plans with innovative strategies to reach out to potential trainees and hires in the community(ies) that may be impacted by the Contract. 4. Utilization of MFIs or Community Banks: Proposer shall indicate the names of the proposed MFI(s) and/or Community Bank(s) it intends to utilize on this contract. In addition, Proposer should include innovative ways in which to partner with MFIs and/or Community Banks. Proposers are strongly encouraged to utilize MFIs and/or Community Banks located in communities that may be impacted by or benefit from the Contract. Information about MFIs is at http://www.federalreserve.gov/releases/mob/current/default.htm and information about Community Banks is available at https://www.fdic.gov/regulations/resources/cbi/data.html.

G. SUBMISSION DATA

The Proposal shall include the following additional information:

Appendix D Brief History of Company (Prime Only) Appendix E Disclosure of Ownership (Prime & Sub-consultants) Appendix F Certifications and Submission Forms 1. Debarment – Primary Participant (Prime Only) 2. Debarment – Lower Tier Participant (Sub-Consultant Only) 3. Lobbying (Prime & Sub-Consultant) 4. Drug Free Workplace (Prime Only) 5. Non-Disclosure Statement (Prime) 6. Non-Disclosure Statement (Sub-consultants) 7. Freedom of Information Declaration Form (Prime Only) 8. Affidavit of Minimum Wage Payment (Prime Only)

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9. Affidavit of Prompt Payment (Prime Only) 10. Table of Exceptions (Prime)

H. SUBMISSION OF PROPOSALS

Proposals are to be bound and submitted in clearly-marked packages. Proposals must clearly indicate the requisition number and include a cover letter which also acknowledges any addenda. Proposer must submit two (2) originals and two (2) copies. Originals must be marked "ORIGINAL" and contain original signatures signed in ink. In addition, ten (10) USB copies of the Proposal are required.

VII. SELECTION PROCESS

All Proposals will be evaluated by the CTA on the basis of most qualified. CTA reserves the right to make an award of contract or to choose not to award a contract to any Proposer. The evaluation will be based primarily on the written proposal. However, the CTA may also require oral presentations by those Proposers in the competitive range. The CTA also reserves the right to seek clarification of information provided in the submittals or request additional information. All Proposals will be evaluated by one or more evaluation committee(s). The evaluation committee(s) will rank the Proposers and recommend that the CTA commence negotiations with the highest ranked Proposer. If the CTA is unable to negotiate a fair and reasonable price with the highest ranked Proposer, the CTA will negotiate with the next highest ranked Proposer, and so on until a contract is successfully negotiated.

If Proposers in the competitive range are required to make oral presentations, failure of a Proposer to report for an oral presentation will be cause for dismissal of the Proposal from further consideration. However, the CTA is not required to hear a presentation from any Proposer and reserves the right to evaluate and rank Proposers and commence contract negotiations based on the initial Proposal submitted without providing any Proposer an opportunity for oral presentations.

CTA reserves the right to interview candidates for specific roles and request replacement of individual staff during negotiation or following award.

The CTA reserves the right to terminate this procurement at any stage if the CTA determines it to be in its best interests. In no event is the CTA liable to Proposers for any costs or damages incurred by Proposers or other interested parties in connection with the procurement process, including but not limited to any costs of preparing the Proposal, responding to requests for clarification or additional information, or attendance at oral presentations.

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VIII. EVALUATION CRITERIA

The CTA’s primary objective in the evaluation process is to select the Consultant best qualified to implement the Scope of Services. In reviewing and evaluating the Proposals to this LIQ, the CTA will consider the following factors in descending order of importance to develop the base score:

1. Qualifications of Key Personnel [Section VI.B] 2. Qualifications of Team Approach [Section VI.C] 3. Qualifications of Firm [Section VI.D]

A bonus of up to 25% of the total base score will be added based on the Diversity Outreach Plan [Section VI.F] for firms in the competitive range.

IX. CONFLICT OF INTEREST

The Consultant is prohibited from performing any work or services for the Authority which would result in an organizational conflict of interest. An organizational conflict of interest ("OCI") occurs when, because of other activities or relationships with other Persons, (i) a Person is unable or potentially unable to render impartial assistance or advice to the Authority or the Person's objectivity in performing services to the Authority is or might otherwise be impaired, or (ii) a Person has an unfair competitive advantage. The term "Person" includes companies and other contracting entities. In general, OCIs fall into three categories: (a) a Person has access to non- public information as part of its performance of services to the Authority and that information might provide that Person with a competitive advantage in a future procurement; (b) a Person, as part of its performance of contract responsibilities to the Authority, has set the ground rules for the performance of a future contract by, for example, writing the statement of work or defining the specifications; and (c) a Person's work under one contract with the Authority could entail evaluating its own work or that of a competitor, either through an assessment of performance under another contract or through an evaluation of proposals.

The Consultant has sole responsibility for compliance with this provision and, in the event of an OCI, Consultant shall provide the Authority with recommendations to avoid, neutralize or mitigate the OCI. The Authority's Purchasing Department in consultation with the Authority's General Counsel shall make the final determination as to whether an OCI exists and whether the Consultant's recommendations to avoid, neutralize or mitigate the OCI are sufficient. Any violation of this Section is a material breach of the Contract, which is cause for termination.

Typically, a consultant that has participated in an existing CTA contract would be precluded from performing as Program Manager over that same project. At the time of negotiation, the proposer that is recommended for contract award will be required to submit details of any real or apparent conflict of interest issues as they currently or

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potentially exist. The proposer will also be required to submit a recommended plan to avoid, neutralize or mitigate its conflict of interest issue(s). The proposer’s recommended plan must comply with all Organizational Conflict of Interest rules and regulations including, but not limited to, the requirements set forth in Federal Transit Administration (FTA) Circular 4220.1F (Chapter VI Pages 5 and 6)) , and the Federal Common Grant Rules. Specifically, FTA requires CTA to “identify and evaluate potential organizational conflicts of interest as early in the acquisition process as possible, and avoid, neutralize, or mitigate potential conflicts before contract award.”

Toward that end, proposers are requested to submit the following information with this proposal as a separate document to be labeled Conflicts Mitigation Information.

1. Identify the name, title and role of personnel who will be responsible for formulating the proposer’s mitigation plan. 2. Submit a preliminary plan detailing Proposer’s approach to mitigating current/potential conflict of interest issues for this contract. Proposer will be allowed to amend and update the preliminary plan prior to negotiation. 3. Submit a list of CTA projects in which your firm is currently engaged and define your firm’s role.

The conflict of interest information submitted with this Proposal will not be used by the CTA Evaluation Committee to evaluate the qualifications of the proposed firm and its proposed staff.

X. AUTHORITY’S BID PROTEST PROCEDURE

CTA’s protest procedures for all RFPs, IFBs and LIQs are available on-line in Chapter 16 of the following document:

http://www.transitchicago.com/assets/1/procurement/Procurement_Policy_and_Procedur es_V6_3_FINAL_5-20-16.pdf

Any protest regarding the solicitation, bid evaluation or award must be submitted in accordance with these protest procedures.

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Appendix A Model Agreement

PROFESSIONAL SERVICES

CONTRACT

between the

CHICAGO TRANSIT AUTHORITY

And

[VENDOR NAME]

for

Red and Purple Modernization (RPM)

Phase One Owner’s Representative

REQUISITION NO. C18FT102164819

TABLE OF CONTENTS ARTICLE 1. INCORPORATION OF RECITALS ...... 1

ARTICLE 2. DEFINITIONS ...... 1

ARTICLE 3. DUTIES AND OBLIGATIONS OF THE CONSULTANT ...... 3

3.1 THE PROJECT...... 3 3.2 STANDARD OF PERFORMANCE...... 4 3.3 SCOPE OF SERVICES...... 4 3.4 MEETINGS...... 5 3.5 PROGRESS REPORTS...... 5 ARTICLE 4. TERM AND SCHEDULE ...... 5

4.1 TERM OF SERVICES...... 5 4.2 MOBILIZATION...... 5 4.3 SCHEDULE...... 5 4.4 TIME IS OF THE ESSENCE...... 5 ARTICLE 5. PAYMENT & COMPENSATION ...... 6

5.1 CONSULTANT’S COMPENSATION...... 6 5.2 INVOICES...... 9 5.3 PAYMENT...... 9 5.4 CRITERIA FOR PAYMENT...... 9 5.5 DISPUTED INVOICES OR CHARGES...... 10 5.6 OVERPAYMENT...... 10 5.7 TAXES...... 10 5.8 PROMPT PAYMENT...... 10 5.9 NON‐APPROPRIATION OF FUNDS...... 11 5.10 SETOFF...... 11 ARTICLE 6. PERSONNEL ...... 11

6.1 PERSONNEL...... 11 6.2 CONSULTANT’S REPRESENTATIVE...... 12 6.3 MINIMUM WAGE...... 12 ARTICLE 7. SPECIAL CONDITIONS ...... 13

7.1 INSURANCE...... 13 7.2 DISADVANTAGED BUSINESS ENTERPRISE COMMITMENT...... 14 7.3 OTHER SPECIAL CONDITIONS...... 14 ARTICLE 8. INDEMNITY AND LIABILITY ...... 14

8.1 INDEMNITY...... 14 8.2 JOINT AND SEVERAL LIABILITY...... 15 ARTICLE 9. NOTICES ...... 15

ARTICLE 10. CONTRACT CHANGES ...... 15

10.1 RIGHT TO CHANGE SERVICES...... 15 10.2 NOTICE OF CLAIMS...... 16 10.3 DIRECTIVE ORDER...... 17 ARTICLE 11. DISPUTES ...... 17

ARTICLE 12. DEFAULT AND TERMINATION ...... 18

12.1 NOTICE OF DEFAULT AND TERMINATION ...... 18 12.2 CTA’S REMEDIES UPON DEFAULT...... 18 12.3 CTA’S REMEDIES UPON TERMINATION...... 18 12.4 NONEXCLUSIVITY...... 19 12.5 SUSPENSION...... 19 12.6 COURT DETERMINATION...... 19 12.7 DISCRETION OF DIRECTOR, PURCHASING...... 20 12.8 TERMINATION FOR CONVENIENCE...... 20 ARTICLE 13. GENERAL ...... 23

13.1 NO WAIVER OF LEGAL RIGHTS...... 23 13.2 GOVERNING LAW AND JURISDICTION...... 23 13.3 NO THIRD PARTY BENEFICIARY...... 23 13.4 CONTRACT INDUCEMENTS...... 23 13.5 LIMITATION OF LIABILITY...... 23 13.6 SEVERABILITY...... 24 13.7 CONTRACT INTERPRETATION...... 24 13.8 ASSIGNS...... 24 13.9 INDEPENDENT CONSULTANT...... 24 13.10 PARTICIPATION BY OTHER AGENCIES...... 24 13.11. ENTIRE AGREEMENT...... 25 13.12 ORDER OF PRECEDENCE...... 25 13.13 COUNTERPARTS...... 25 13.14 CONSULTANT AUTHORITY...... 25 ARTICLE 14. WARRANTIES AND REPRESENTATIONS ...... 26

ARTICLE 15. COMPLIANCE WITH ALL LAWS ...... 27

15.1 CONSULTANT’S COMPLIANCE WITH ALL LAWS...... 27 15.2 COMPLIANCE WITH 49 CFR PART 26...... 27 15.3 CIVIL RIGHTS...... 27 15.4 ILLINOIS HUMAN RIGHTS ACT...... 29 15.5 FLY AMERICA...... 30 15.6 STATE ENERGY CONSERVATION PLAN...... 30 15.7 ETHICS ORDINANCE...... 30 15.8 PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS AND RELATED ACTS...... 30 15.9 FOREIGN TRADE RESTRICTIONS...... 31 15.10 CONFLICT OF INTEREST...... 32 15.11 NO EXCLUSIONARY OR DISCRIMINATORY SPECIFICATIONS...... 33 15.12 NO FEDERAL GOVERNMENT OBLIGATION TO CONSULTANT OR OTHERS...... 33 15.13 OBLIGATION TO COMPLY WITH CHANGES IN FEDERAL LAWS AND REGULATIONS...... 33 15.14 INCORPORATION OF FEDERAL TRANSIT ADMINISTRATION (FTA) TERMS...... 34 15.15 ENVIRONMENTAL REQUIREMENTS...... 34 15.16 PERMITS AND LICENSES...... 34 15.17 CHANGE IN OWNERSHIP...... 34 15.18 OBLIGATION TO COMPLY WITH THE ILLINOIS STATE OFFICIALS AND EMPLOYEES ETHICS ACT...... 34 15.19 ILLINOIS CRIMINAL CODE CERTIFICATION...... 34 15.20 INELIGIBLE CONSULTANTS...... 35 15.21 ANTI-KICKBACK ACT...... 35 15.22 IDOT TRAINING PROGRAM GRADUATE (TPG) ON-THE -JOB TRAINING ...... 36

ARTICLE 16. ACCESS AND RECORDS ...... 37

16.1 AUDIT, INSPECTION AND RETENTION OF RECORDS...... 37 16.2 RIGHT OF ENTRY...... 38 ARTICLE 17. OWNERSHIP OF DOCUMENTS, INTELLECTUAL PROPERTY, CONFIDENTIALITY ...... 39

17.1 OWNERSHIP OF DOCUMENTS...... 39 17.2 CONFIDENTIAL INFORMATION...... 39 17.3 ADVERTISING AND PUBLICITY...... 40 ARTICLE 18. SUBCONTRACTING & ASSIGNMENT ...... 40

18.1 GENERAL ...... 40 18.2 ASSIGNMENTS...... 40 18.3 SUBCONSULTANTS...... 41

PROFESSIONAL SERVICES AGREEMENT

This Professional Services Agreement is made and entered into as of the day of ______, ______by and between the Chicago Transit CTA, a political sub-division, body politic and separate municipal corporation having its principal place of business at 567 West Lake Street, Chicago, Illinois 60661-1498 (hereinafter referred to as the “CTA”), and ______, a professional engineering and architectural consultant or firm authorized and licensed to do business in the State of Illinois (hereinafter referred to as the “Consultant”).

RECITALS

WHEREAS, the CTA requires certain professional services as hereinafter defined; and

WHEREAS, the Consultant warrants and represents that it is ready, willing and able to perform such professional engineering services in accordance with the terms and conditions as hereinafter set forth;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, the parties as follows:

ARTICLE 1. INCORPORATION OF RECITALS

The above recitals are expressly incorporated in and made a part of this Contract.

ARTICLE 2. DEFINITIONS

Unless otherwise expressly stated herein, the following words, terms and phrases shall have those meanings set forth below:

Amendment. A written order to the Consultant issued by the CTA in accordance with the Contract. A fully executed Amendment may require approval by the CTA’s Board, and must have the signatures of all required parties. An Amendment may affect a single Task Order or the entire Contract.

Base Scope of Services. Services and Deliverables required to be performed and provided by the Consultant as described on Exhibit 1 and as described generally in this Contract.

Changed Services. A change (either an increase or decrease) in the quality, quantity, or programmatic requirements of the Scope of Services specified in the Contract as determined by the CTA. Changed Services do not include those items that are reasonably inferable from the Contract as being necessary for the proper, timely, and orderly completion of the specified Services and Deliverables as set forth in the Scope of Services and other requirements of the Contract.

Chief Infrastructure Officer. The CTA’s Chief Infrastructure Officer or authorized representative.

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Contract. The several writings that comprise the Contract, including these enumerated Articles of this Professional Services Contract, any Task Orders issued to the Consultant under this Contract, all Exhibits that are incorporated by reference, and any Amendments, and other documents, if any, made a part of the Contract by mutual written agreement of the parties. May also be referred to as the “Agreement.”

CTA. The Chicago Transit CTA, an Illinois municipal corporation. May also be referred to as the “Authority”

Consultant. The individual, partnership, firm, corporation, joint venture, or other entity identified in the Contract.

Day, day, Days or days. Calendar day or days, unless otherwise specified as business day or working days. A day contains 24 hours, begins at midnight, and includes every day shown on the calendar including all days Monday through Friday, and all Saturdays, Sundays, and all Holidays on which the CTA’s central offices are closed. If “business day” or “working day” is used, it means days on which the CTA’s 567 W. Lake Street location is open for business.

Deliverables. All submittals required to be delivered by the Consultant to the CTA in connection with the Scope of Services of the Contract, including work product, materials, documents, drawings, magnetic media and reports, and all underlying information, data research, and statistics as either expressly noted in the Contract or as may be required from time to time by the CTA.

FAR. Federal Acquisition Regulations, 48 CFR Chapter 1.

Director, Purchasing. The CTA’s Director, Purchasing, or authorized representative.

LIQ. The Letters of Interest and Qualifications to which the Consultant responded with respect to this Contract.

Notice. A written communication between the CTA and the Consultant, either of which may be the originator, that provides information or gives direction related to the Contract.

Notice-to-Proceed. If provided, a written authorization issued by the CTA to the Consultant authorizing the Consultant to begin providing the Scope of Services identified therein on a certain date.

Permit. Any consent, permit, clearance, authorization, approval, notification, ruling, exemptions, variance, registration, filing, decision, order, license, franchise or qualification required or advisable to be issued by or made with any governmental or regulatory agency or department in connection with the Scope of Services.

Project. The Red Purple Modernization (RPM) Phase One project, and ancillary individual projects, all as identified in the Scope of Services.

Project Site. Property owned or controlled by the CTA which is the subject of the Project, if any.

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Regulation. Any law, ordinance, statute, or lawful order issued by authorities having jurisdiction.

Schedule. The schedule submitted to and approved by the CTA for the completion of those tasks necessary to complete the Scope of Services.

Services. The professional services to be provided under the Contract by the Consultant for which special qualification, training, licensing, or certification may be a prerequisite.

Scope of Services. Both the Base Scope of Services, and the Services and Deliverables required to be performed and provided by the Consultant in each Task Order issued to the Consultant.

Subconsultant. An individual, firm, partnership, corporation, or business entity other than an employee of the Consultant that contracts with the Consultant to furnish the Scope of Services under this Contract. The word “Subconsultant” is referred to as if singular in number and means each Subconsultant and any authorized representative of each Subconsultant.

Subcontract. A contract between Consultant and a Subconsultant.

Task Order. The Services related to be performed by the Consultant in addition to the Base Scope of Services. Each Task Order will normally cover a specific task, a single product or study. The scope and budget of each Task Order will be determined by the CTA.

True-Up. An adjustment of overhead and burden rates pursuant to Section 5.1.

ARTICLE 3. DUTIES AND OBLIGATIONS OF THE CONSULTANT

3.1 The Project. a) General

The description of the contained herein is intended to be general in nature and should not be construed to be a complete description or a limitation on the Services to be provided hereunder. The CTA is undertaking the Project as described in the Scope of Services.

b) CTA Roles

The CTA, acting through its officials, employees and other agents, retains final authority with regard to all decisions related to the program, a Project or otherwise under the Scope of Services. The Consultant will report to the following CTA personnel:

i) Chief Infrastructure Officer for direction in performance of responsibilities. Except as otherwise provided in this Agreement, the Consultant is to provide all Deliverables to and work at the direction of the Chief Infrastructure Officer;

ii) Vice President, Budget & Capital Finance for direction in funding the Project;

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iii) Vice President, Purchasing & Supply Chain or the Director, Purchasing for all other matters including but not limited to contractual matters including issues regarding time, money, contract interpretation, contract modification, claims, disputes and time extensions. In the event of any conflict in CTA direction, the Consultant reports to and takes direction from the Vice President, Purchasing & Supply Chain. These roles may be modified at any time or from time to time by notice from the Vice President, Purchasing & Supply Chain.

3.2 Standard of Performance. The Consultant shall perform all Services required of it under the terms and conditions of this Contract with that degree of skill, care, and diligence normally exercised by professionals performing these types of services in projects of a scope and magnitude comparable to the Project. The Consultant shall use its best efforts to assure timely and satisfactory completion of its Services. The Consultant shall at all times act in the best interest of the CTA, consistent with the professional obligations assumed by it in entering into this Contract.

Consultant must ensure that all Scope of Services that require the exercise of professional skills or judgment are accomplished by professionals qualified and competent in the applicable discipline and appropriately licensed, if required by law. Consultant remains responsible for the professional and technical accuracy of all Services or Deliverables furnished, whether by Consultant or its Subconsultants or others on its behalf.

The Consultant shall perform all Services under this Contract in accordance with the terms and conditions of this Contract and to the reasonable satisfaction of the CTA, and in accordance with CTA’s then-current procedures as provided to the Consultant. If the Consultant fails to comply with the foregoing standards, the Consultant must perform again, at its own expense, any and all of the Scope of Services which is required to be re-performed as a direct or indirect result of such failure. Any review, approval, acceptance, or payment for any and all of the Services by the CTA, does not relieve the Consultant of its responsibility for the professional skill and care and technical accuracy of its Services and Deliverables. This provision shall in no way be considered as limiting the rights of the CTA against the Consultant either under this Contract, in law or in equity.

3.3 Scope of Services. The CTA hereby retains the Consultant to perform the Scope of Services. The Consultant will perform all tasks, responsibilities, and submittals identified in the Scope of Services in a satisfactory form and manner, as reasonably determined by the CTA.

When the Scope of Services requires Consultant to prepare Deliverables, the Consultant understands that the CTA must review and approve such Deliverables prior to acceptance thereof. Partial or incomplete Deliverables may be accepted for review only when required for a specific and well- defined purpose and when consented to in advance by the CTA. In no event will partial or incomplete Deliverables be considered as satisfying the specific submittal requirements as set forth herein. The delivery of partial or incomplete Deliverables shall in no way relieve the Consultant of its schedule or cost commitments hereunder.

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Where the Scope of Services includes providing oversight of other consultants or contractors engaged by CTA, all such oversight must be in accordance with the CTA’s then-current procedures.

3.4 Meetings. The Consultant shall meet with the CTA's representatives on a regular basis throughout the duration of the Services, to inform the CTA’s Chief Infrastructure Officer of the status of performance of the Scope of Services, including without limitation, resolved and unresolved issues, schedules, costs, recommendations and any other appropriate items.

The Consultant shall further attend such meetings with representatives of the CTA and other interested parties as may be required in connection with the Services. As requested by the CTA, the Consultant shall be responsible for the preparation of minutes. Copies of such minutes shall be distributed by the Consultant to interested parties in accordance with directions of the CTA's Chief Infrastructure Officer or his designated representative.

3.5 Progress Reports. As requested by the CTA, the Consultant shall submit a written status report to the CTA summarizing the status of the Consultant’s performance of the Scope of Services, the Schedule, the status of the budget, any problems encountered and proposed solutions, and outlining all other appropriate issues.

ARTICLE 4. TERM AND SCHEDULE

4.1 Term of Services. The term of services (“Term”) is up to seven (7) years from the date of this Contract, with up to three (3) one year renewal options, exercisable by notice to the Consultant from the Director, Purchasing.

4.2 Mobilization. The Consultant shall commence the applicable portion of the Scope of Services immediately upon receipt of a written Notice-to-Proceed from the CTA.

4.3 Schedule. The Consultant must develop a detailed Schedule for all of the Services the Consultant must perform. The Schedule must be acceptable to the CTA. By accepting the Schedule, the CTA is not assuming any of the Consultant’s responsibility for the timely and orderly completion of the Services or the coordination of the performance of the Consultant’s Services with that of other contractors.

4.4 Time is of the Essence. Time is of the essence of this Contract. The Consultant shall diligently provide the Scope of Services in conformity with the provisions and time requirements set forth herein and in the Scope of

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Services.

ARTICLE 5. PAYMENT & COMPENSATION

5.1 Consultant’s Compensation. The Consultant will be entitled to receive for satisfactory performance of the Scope of Services the compensation set forth below:

a) Cost Plus Fixed Fee; Not-to-Exceed Contract Value

Consultant will be paid on a cost plus fixed fee basis for the Services, except as otherwise set forth in a Task Order. The fixed fee for the Base Scope of Services is as follows:

[Fixed fee to be inserted here]

The fixed fee for a Task Order will be set forth in the Task Order. Fixed fee dollar amounts will not be adjusted through the any overhead adjustments under Section 5.1(c).

Costs are determined on the basis of direct labor costs, overhead and burden, plus expressly allowed reimbursable third party expenses.

In no event will any price, fee, costs, or other amounts incurred or accrued during performance of the Services by the Consultant exceed the Not-to-Exceed Contract Value provided on the Acceptance Page, as amended pursuant to any Amendments.

b) Labor Costs

The Consultant shall be paid only actual labor rates for the Scope of Services provided hereunder at the salary rates approved by the CTA. Any changes to the salary rate ranges must be approved in writing by the Director, Purchasing and the Chief Infrastructure Officer before becoming applicable. Adjustments to salary rates are allowed no more than once per calendar year; adjustments may not be made in the calendar year in which the applicable Notice to Proceed was issued, or, if the applicable Notice to Proceed was executed after September 1, the following calendar year. Each applicable salary increase is capped at three percent. Any amounts paid in excess of the CTA approved salary rate or hours shall be the sole responsibility of the Consultant and shall not be passed onto the CTA in any manner, including its overhead rate.

The Consultant will complete the Scope of Services as described and in accordance with the applicable attached manpower and budget estimates. Any changes to this manpower and budget estimates must be approved in writing by the Director, Purchasing and the Chief Infrastructure Officer. The Consultant must comply with any other restrictions on labor rates and hours as provided in the Scope of Services.

The Consultant is required to submit to the CTA an out of office or vacation calendar at the

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end of every month. The timesheets should be reviewed by the Consultant against the calendar for accuracy to determine if an employee was at work on any particular day.

c) Overhead and Burden Rates

i) Provisional Rates

The following rates will be in effect as provisional rates:

Firm Provisional Rate Fiscal Year(s) for Audit

[Provisional rates to be inserted here]

ii) Audited Rates

Consultant shall submit audited rates, on its behalf and on behalf of any Subconsultants, to the Director, Purchasing within six months of the end of each firm’s fiscal year. Audits shall be performed by performed by certified independent accountants arranged and paid for by the firm being audited. If Consultant or any Subconsultant has a FAR indirect cost rate established by a cognizant Federal or State government agency applicable to the Work for the applicable fiscal year, Consultant must submit such cognizant rate. Consultant represents and warrants that upon each such submission of audited rates, on its behalf and on behalf of each Subconsultant:

1. unless submitted as a cognizant rate, there is no applicable FAR indirect cost rate established by a cognizant Federal or State government agency applicable to the Work for the fiscal period being submitted; 2. such rates are prepared in accordance with FAR Part 31, and includes only such costs as are allowable in accordance with the cost principles of FAR Part 31; 3. all known material transactions or events that have occurred affecting the firm’s ownership, organization and indirect cost rates have been disclosed in the preparation of such audited rates; 4. all costs included in such rate are properly allocable to government contracts on the basis of a beneficial or causal relationship between the expenses incurred and the contracts to which they are allocated in accordance with applicable regulations; and 5. any costs included in such indirect costs are not claimed as direct costs, and the Consultant or Subconsultant is not otherwise being compensated for such indirect costs under this contract, and similar types of costs have been accounted for consistently.

The CTA, in its sole discretion, reserves the right to waive the requirement for a FAR- compliant audit for a specific year, where the CTA has determined that there is good cause. Good cause is intended to cover a financial or other hardship that would befall a Subconsultant, if the FAR compliant audit were required. This applies only to

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Subconsultants and must be requested in writing by the Consultant to the Director, Purchasing within three (3) months of the end of the applicable Subconsultant’s fiscal year. The Consultant must notify its Subconsultants of the availability of this waiver. If the CTA grants a waiver to a Subconsultant of the FAR compliant audit requirement, the Subconsultant will be required to submit financial statements and a calculation of its overhead rate which have been audited or certified by an officer of the company. This rate must be in compliance with FAR Part 31 cost principles (e.g. eligible and ineligible indirect costs). The CTA will perform a review of this rate and reserves the right to perform an audit to ensure compliance with FAR Part 31 cost principles. The exception described in this paragraph only applies to the requirement to supply a FAR compliant audit of the overhead rate for Subconsultants that receive a waiver. All other terms regarding overhead rates remain in force.

Overhead and burden rates are assumed to be the firm’s field office rate, unless otherwise agreed to in writing by the Director, Purchasing. The CTA in its sole discretion may approve the use of a home office overhead and burden rate, where it is determined that it is in the CTA’s best interest to have work performed at the firm’s home office. All terms regarding overhead rate audits remain in force for home office overhead and burden rates.

The CTA reserves the right to withhold overhead and burden payments from any firm which fails to provide the CTA with an acceptable audited rate or other documentation required by the CTA, until such time as an acceptable audit or other required documentation is received and approved, in writing, by the CTA.

iii) True-Up

The provisional overhead and burden rates shall be used for billing purposes until an adjustment pursuant to this Section 5.1(c)(iii) (a “True-Up”).

The Consultant will perform a True-Up:

1. for the full contract term within 180 days of the end of the contract term and the CTA’s receipt of all applicable audited rates and supporting documentation from the Consultant and any Subconsultants; 2. from time to time, as determined by the CTA by notice to the Consultant, within 30 days of such notice, for the period described in the notice; and 3. within 30 days of the bankruptcy or insolvency, voluntary or involuntary, or the winding up, or temporary or permanent suspension of the business, of any firm, with respect to such firm only.

To perform a True-Up, the Consultant shall prepare a reconciliation spreadsheet, in the format provided by CTA, reconciling provisional rates with the applicable audited rates for the Consultant and all Subconsultants for the applicable periods for the review of the CTA. The CTA may also perform its own reconciliation. The final True-Up

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reconciliation shall be subject to the approval of the CTA, and any disputes shall be subject to Article 11.

For any True-Up which occurs before the end of the contract term, the provisional rates will be adjusted for the remaining term to reflect the most recent applicable audited rate. True-Ups will not affect the manpower and budget estimates.

After each True-Up, the contract value will be adjusted in accordance with the approved overhead and burden rate. Any amount payable by the CTA as a result of such adjustment may be included on the Consultant’s next invoice; any amount payable by the Consultant to the CTA must be paid within 30 days of CTA approval of the True-Up, or, in the sole discretion of the CTA, provided as a credit on the next invoice.

d) Reimbursable Expenses. Reasonable, documented third party expenses may be reimbursable solely to the extent provided in the Base Scope of Services, or Task Order, as applicable, and approved in advance by the Chief Infrastructure Officer, without markup or administrative fee, and in accordance with all FTA, CTA and legal requirements. If travel expenses are allowed as additional compensation, only those actual travel expenses approved by the CTA shall be eligible for reimbursement. In no event shall such reimbursement of actual approved travel expenses exceed the amounts set forth in or permitted by the United States General Services Administration (GSA) rates in effect for Chicago at the time Consultant incurs such expense.

5.2 Invoices. The Consultant must submit appropriate, itemized invoices to the CTA on forms furnished or approved by the CTA. Invoices must include a reference to this Contract name, the number assigned thereto by the CTA, and the Task Order number (if applicable), and must be forwarded to the CTA at the notice addresses specified in Article 9, Notices.

5.3 Payment. Payment will be made net 30 days after approval of submitted invoice, except, with respect to Task Orders, a Task Order which provides alternate payment terms. Payment will be made on the basis of invoices and supporting documentation, approved by the CTA. The CTA will not be obligated to pay for any Services or Deliverables that do not comply with the terms and conditions of the Contract.

5.4 Criteria for Payment. a) Progress Payments. Upon receipt of an invoice from the Consultant, the CTA will pay the Consultant the applicable fee for the Scope of Services deemed satisfactorily performed. A progress payment, or partial or entire use of the Scope of Services by the CTA, will not constitute acceptance of the Scope of Services.

b) Final Payment. Final payment will be made by the CTA after the entire Scope of Services has

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been accepted and the final True-Up has occurred. The acceptance of final payment by the Consultant will operate as, and will be, a release to the CTA, its employees, and agents from all claims or liability under this Contract, for anything done or furnished or relating to the Scope of Services under this Contract, or for any act or neglect of the CTA relating to or connected with this Contract. Final payment will not, however, relieve the Consultant and its Subconsultants from compliance with the requirements of this Contract.

5.5 Disputed Invoices or Charges. In the event of a dispute between the Consultant and the CTA as to whether any particular invoice or charge shall be paid, or as to whether the amount of such charge is reasonable, allocable, or allowable, the CTA and the Consultant shall, jointly or individually, refer such dispute to the Director, Purchasing for resolution in accordance with Article 11, Disputes. The CTA shall not withhold payment for undisputed sums on such invoice while a dispute is being resolved.

5.6 Overpayment. If, at any point, the CTA determines that the Consultant has been overpaid, the Director, Purchasing will provide written notice to the Consultant of the overpayment. The Consultant must remit the amount of overpayment to the CTA within 30 days of said notification or notify the CTA of its disagreement. Any disagreement will be resolved pursuant to the Disputes provision in Article 11, Disputes. The CTA may withhold payment on subsequent Consultant invoices in the amount of the disputed overpayment until the dispute has been resolved.

5.7 Taxes. Federal Excise Tax does not apply to materials purchased for the CTA by virtue of Exemption Certificate No. 36-73-0234K. Illinois Retailers Occupation Tax, Use Tax, and Municipal Retailers’ Occupational Tax do not apply to materials or services purchased by the CTA by virtue of Chapter 70 Illinois Compiled Statutes Section 3605, 33 as amended. These taxes must not be included in any of the prices quoted in the Consultant’s Proposal or included in any invoices or supporting documentation. The CTA’s Illinois Tax Exemption Identification number is E9978-2987-07.

5.8 Prompt Payment. a) The Consultant is required to pay all Subconsultants, for all Services or Deliverables that the Subconsultant has satisfactorily completed, no later than 14 days after the Consultant has received payment from the CTA. All of the Consultant’s contracts with its Subconsultants must state that the Subconsultant will receive payment within 14 days of the date that the Consultant has received payment from the CTA.

b) A delay in or postponement of payment to the Subconsultant by Consultant requires good cause and prior written approval of the Director, Purchasing.

c) The Consultant is required to include, in each subcontract, a clause requiring the use of appropriate arbitration mechanisms to resolve all payment disputes.

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d) The CTA will not pay the Consultant for Services performed or Deliverables submitted unless and until the Consultant certifies that the Subconsultants have been promptly paid for the Services they have performed under all previous payment requests, as evidenced by the filing with the CTA of lien waivers, canceled checks, and the Consultant’s sworn statement that it has complied with the prompt payment requirements.

e) Failure to comply with prompt payment requirements is a breach of the Contract, which may lead to any remedies permitted under law, including, but not limited to Consultant debarment.

5.9 Non‐appropriation of Funds. If no funds or insufficient funds are appropriated and budgeted by the CTA for payments to be made under this Contract, then the CTA will notify the Consultant in writing of that occurrence and this Contract shall terminate on the earlier of the date specified in the notice or whenever the funds appropriated for payment under this Contract are exhausted. No payments will be made to the Consultant under this Contract beyond those amounts appropriated and budgeted by the CTA to fund payments under this Contract. The CTA will not pay for lost or anticipated profits resulting from termination pursuant to this Section.

5.10 Setoff. The CTA shall have the right of setoff of any claim of the CTA against any payments due or to become due to the Consultant or any other contract or obligation of the Consultant or any affiliate thereof with the CTA.

ARTICLE 6. PERSONNEL

6.1 Personnel. a) The Consultant shall, immediately upon execution of this Contract, assign and maintain a staff of competent personnel which is fully equipped, available as needed, and qualified to perform the Base Scope of Services and from time to time under each Task Order.

b) CTA reserves the right to identify any individual proposed in the Consultant’s LIQ response attached as Exhibit 4 for any Task Order, and Consultant will use commercially reasonable efforts to include such individual in its proposed team for such Task Order.

c) The Base Scope of Services, LIQ, LIQ Response, or Task Order may identify certain positions as “key personnel” or “key staff”; Consultant shall not substitute any “key personnel” or “key staff” without prior approval of the both the Chief Infrastructure Officer and Director, Purchasing, except with respect to leave required by law, death, incapacity or termination of the labor relationship. Upon any such substitution, except with respect to leave required by law, death, incapacity or termination of the labor relationship, the Consultant will pay to the CTA as fixed and liquidated damages a payment equal to the following:

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The current labor rate per hour of the individual being replaced, multiplied by The current applicable overhead and burden rate (without regard to True-Ups), multiplied by 40 hours, multiplied by 12 weeks;

it being agreed between the parties that such amount is not a penalty, but a reasonable liquidated damage amount in order to compensate the CTA for its costs related to accommodating substitute personnel. At the CTA’s sole option, such amount may be setoff against any other amount due to the Consultant, as provided in Section 5.10.

d) If the Consultant proposes to substitute any “key personnel” or “key staff”, the request for substitution must include a reference to the original position description and evaluation criteria in the LIQ to confirm that the proposed replacement staff member is qualified to serve in the position. CTA will review and determine if the candidate is qualified for the position prior to taking any action.

e) The CTA reserves the right to direct the Consultant to remove any personnel from the Services provided under this Contract for any reason therefore given in writing, and to review and approve the replacement.

f) CTA reserves the right to interview candidates proposed for any roles in advance of commencement of such candidate’s services.

6.2 Consultant’s Representative. Consultant shall appoint and designate in writing to the CTA the employee(s) or representative(s) who will have decision making authority on behalf of Consultant sufficient to address and facilitate the Services, to be available at all times on matters pertinent to the Scope of Services and by whose agreement and signature the Consultant can and will be bound. The Consultant shall notify the CTA in writing of a change in the designation of such person.

6.3 Minimum Wage. Consultant and its Subconsultants must comply with Transit Board Ordinance No. 014-124 (“Minimum Wage Policy”), to provide for a fair and adequate minimum wage to be paid to certain employees of certain CTA consultants and subconsultants, as described below. The minimum wage that must be paid pursuant to the Minimum Wage Policy is set forth in the CTA Minimum Wage Regulations, available at: http://www.transitchicago.com/business/procurement_information/regulation_and_polices.aspx (“Minimum Wage”).

The Minimum Wage must be paid to:

1. all Consultant and Subconsultant employees performing work or services on property owned or controlled by the CTA or at any other location specified by the CTA in the Contract as the location for performance of the work or services;

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2. those Consultant and Subconsultant employees who are directly performing work or services for which the CTA pays the Consultant an hourly rate or a per piece work rate for work; and 3. those Consultant and Subconsultant employees who fulfill the CTA’s requirement for the Consultant to provide specified work hours or a specified number of workers;

provided; the Minimum Wage requirement does not apply:

a) to valid IRS Code Section 501(c)(3) not-for-profit organizations; b) with respect to any employee: 1. whose work or services are performed in general support of the Consultant’s or Subconsultant’s operations, 2. do not directly relate to the work or services provided to the CTA under the Contract, 3. are either not included in the Contract Price or are included in the Contract Price as overhead, and 4. that employee's regularly assigned work location does not fall within category #1 above; c) to categories of employees subject to subsection 4(a)(2), subsection 4(a)(3), subsection 4(d), subsection 4(e), or Section 6 of the Illinois Minimum Wage Law, 820 ILCS 105/1 et seq., as amended; but does apply to those workers described in subsections 4(a)(2)(A) and 4(a)(2)(B) of the Illinois Minimum Wage Law; and d) to employees subject to a collective bargaining agreement that provides for different wages than those required by the Minimum Wage Policy, provided that collective bargaining agreement was either in force prior to November 15, 2014 or, if negotiated after November 15, 2014, clearly and specifically waives the requirements of the Minimum Wage Policy.

Consultant and its Subconsultants must cooperate in any investigation by the CTA regarding compliance with the Minimum Wage Policy. Failure of the Consultant or any of its Subconsultants to comply with the Minimum Wage Policy or to cooperate in such an investigation is grounds for the CTA declaring the Consultant in default of this Contract and exercising such remedies as the CTA deems appropriate.

Consultant must include this provision in all subcontracts and cause its Subconsultants to comply with its requirements.

If this Contract includes any provisions (including, but not limited to, Davis-Bacon Act or Illinois Prevailing Wage Act) requiring payment of higher wages than required by the Minimum Wage Policy, then the Consultant and its Subconsultants shall pay the higher wages required by such provisions.

ARTICLE 7. SPECIAL CONDITIONS

7.1 Insurance. The Consultant will take out and maintain, during the entire Term of this Contract, insurance that meets with the requirements, if any, set forth in the attached Exhibit 2 and shall comply with all procedures set forth therein. Consultant shall submit to the CTA proof of insurances meeting the standards set forth in Exhibit 2.

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7.2 Disadvantaged Business Enterprise Commitment. Consultant will comply with all requirements set forth in the DBE Special Conditions in Exhibit 3.

7.3 Other Special Conditions. Consultant will comply with all other Special Conditions, if any, set forth in the Exhibits to this Contract.

ARTICLE 8. INDEMNITY AND LIABILITY

8.1 Indemnity. The Consultant shall indemnify, defend, and hold harmless to the maximum extent permitted by law the CTA, its agents, Board members, officials and employees (the “Indemnified Parties”) against all injuries, death, losses, damages, claims, suits, liabilities, judgments, costs, fines, penalties and expenses (collectively referred to as the “Loss” or “Losses”) that may in any manner accrue against the Indemnified Parties as a consequence of the award or performance of this Contract. This indemnity applies: (i) whether any loss for which the CTA seeks indemnity is caused or contributed to by the sole or partial negligent act or omission of the Consultant or their respective agents or employees; and (ii) whether any of the losses that the CTA seeks indemnity for are caused or contributed to by the sole or partial negligence or omission of the Consultant’s Subconsultants or their employees. The Consultant must, at its own expense, appear, defend, and pay all reasonable charges of attorneys and all other costs and expenses arising in connection with this indemnity. The CTA will have the right, at its sole option, to participate in the defense of any such Loss, without relieving the Consultant of its obligations hereunder.

If indemnity pursuant to this subparagraph is not permitted by the applicable law, then, to the maximum extent permitted by law, the Consultant must make full contribution to the CTA for its percentage share of any liability that is attributable to the Consultant’s acts or omissions.

If any judgment is rendered against an Indemnified Party, the Consultant must satisfy and discharge the judgment at its own expense. The Consultant expressly waives any legal limitations on its liability to the Indemnified Parties for contribution, including but not limited to limitations related to the payment of workers compensation benefits. The Consultant expressly understands and agrees that any bond or insurance protection required by this Contract, or otherwise provided by the Consultant, will in no way limit the Consultant‘s responsibility to indemnify and defend the Indemnified Parties against Losses pursuant to this Section.

The Consultant must promptly provide, or cause to be provided, to the CTA copies of such notices as Consultant may receive of any Loss for which an Indemnified Party is entitled to indemnification hereunder.

The Consultant’s indemnification obligations will survive the expiration or termination of this Contract.

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8.2 Joint and Several Liability. In the event that the Consultant, or its successors or assigns, if any, is comprised of more than one individual or other legal entity (or a combination thereof), then and in that event, each and every obligation or undertaking herein stated to be fulfilled or performed by the Consultant shall be the joint and several obligation or undertaking of each such individual or other legal entity.

ARTICLE 9. NOTICES

All notices under this Contract must be in writing, delivered personally; by U.S. mail, first class and registered or certified, return receipt requested, with postage prepaid; or by overnight delivery service and addressed to the Consultant or to the CTA at the following addresses:

If to the CTA: Chicago Transit Authority c/o Director, Purchasing 567 W. Lake Street Chicago, IL 60661-1498

With Copies to: Chicago Transit Authority c/o Chief Infrastructure Officer 567 W. Lake Street Chicago, IL. 60661-1498

Except invoices to: Chicago Transit Authority c/o Manager, Financial Audit Oversight 567 W. Lake Street Chicago, IL. 60661-1498

If to the Consultant: All notices shall be delivered to the address specified in the LIQ Response attached as Attachment A.

Notices delivered by the U.S. mail will be deemed effective 3 days after mailing in accordance with this Section. Notices delivered personally or by overnight delivery services will be deemed effective upon delivery. The addresses stated herein may be revised without need for Amendment of this Contract, provided written notification is given in accordance with this provision.

ARTICLE 10. CONTRACT CHANGES

10.1 Right to Change Services. The CTA may, from time to time, order additions, deletions, or revisions to the Scope of the Services. If the Consultant does not have written authorization from the CTA to proceed with Changed Services in an executed Amendment, then the Consultant will not be compensated for any

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Changed Services.

10.2 Notice of Claims. a. Oral Notification. The Consultant shall provide immediate oral notification to the Chief Infrastructure Officer upon discovering any conditions or circumstances that may require an adjustment to the compensation or Schedule (such conditions or circumstances, the “Claim”). Upon notification, the Chief Infrastructure Officer will attempt to resolve the identified issue as promptly as possible.

b. Written Notification and Sworn Statement. The Consultant shall deliver written notice of such claim to the Chief Infrastructure Officer within fourteen (14) days of oral notice. The written notice of Claim shall include documents to substantiate costs for related services, schedule impact and any other applicable documentation to support the claim.

To the extent that the cost and schedule impact are not yet known, the Consultant may instead submit a notice of future Claim, with its good faith, best estimate of such impacts; no action need by taken by the CTA with respect to such notice. The Consultant must, at least once every 30 days thereafter, either provide a notice with update estimates, or make a Claim; failure to provide such update or make a Claim is deemed a withdrawal of the Claim by Consultant.

The Claim shall include a sworn certification signed by the Consultant for each claim. The Consultant must certify that it has fully reviewed the claim and has determined that the supporting data is current, accurate, and complete and, to the best of the Consultant’s knowledge and belief, the amount requested reflects the adjustment for which the Consultant believes the CTA to be responsible under the terms of the Contract. In addition, the certification must include a statement that the signatory is authorized to certify the claim on behalf of the Consultant and must be signed by the Consultant’s president, vice-president, or other officer who is authorized to bind the Consultant. Any false claims may be subject to the penalties imposed by the Program Fraud Civil Remedies Act and United States Department of Transportation regulations, “Program Fraud Civil Remedies,” as further described in Section 15.8 of this Contract.

c. Infrastructure Response. The Chief Infrastructure Officer will respond to the Claim in writing within thirty (30) days of receipt. The response will be either a determination of the Claim or a determination that additional time or documentation is needed to evaluate the Claim. If the Chief Infrastructure Officer determines that additional documentation is required to evaluate the Claim, the Consultant will be advised of such need for additional documentation, and will state the time for providing additional documentation. If the Chief Infrastructure Officer requires additional time to evaluate the Claim, the Chief Infrastructure Officer will advise the Consultant in writing of the additional time that will be required. Failure to provide any of the required information may result in denial of the Claim. The Chief Infrastructure Officer’s determination will be sent to the Consultant in writing. If the Consultant accepts the Chief Infrastructure Officer’s determination of the Claim, then the Claim will be handled in accordance with Section 10.1.

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d. Purchasing Appeal. If the Consultant does not accept the Chief Infrastructure Officer’s decision with respect to the Claim, then the Consultant may submit a dispute to the Director, Purchasing in accordance with Article 11, within thirty (30) days after receipt of the Chief Infrastructure Officer’s determination unless the Director, Purchasing extends the time, in writing. By failing to meet the time limits specified, the Consultant will be deemed to accept the Chief Infrastructure Officer’s decision. The Consultant’s compliance with this process is a condition precedent to filing suit.

e. Notice Periods Absolute. The Consultant further understands and agrees that, regardless of any case law decision to the contrary, the notice requirements of this Section shall not be subject to or diminished by any claim on the part of the Consultant that the CTA or any person acting on behalf of the CTA, directed the Consultant to provide additional services or had actual or constructive knowledge of additional services were performed. The Consultant further acknowledges that the time requirements and notice content requirements of this Section have the purpose, among others, of allowing the Chief Infrastructure Officer and Director, Purchasing, to evaluate claims related to changes in the scope, contemporaneously with the Services that are the subject of the claim and to be able to make decisions that may mitigate the cost of such changes.

10.3 Directive Order. If the CTA orders Changed Services, and the Consultant and the CTA have not agreed on an adjustment to the compensation and/or Schedule, the Director, Purchasing may direct the Consultant to perform the work through a Directive Order. The Consultant shall proceed to perform the requested Services as described in the Directive Order. Any failure by the Consultant to proceed promptly as directed shall constitute an event of default. The Director, Purchasing, may determine an adjustment to contract price and/or contract time for the Changed Services. The decision of the Director, Purchasing, will be final and binding, subject only to Article 11, Disputes. Directive Orders will be incorporated into Amendment(s).

ARTICLE 11. DISPUTES

Any dispute concerning a Claim or other matters, which under the terms of the Contract are to be resolved pursuant to this Article 11, that is not resolved by the execution of an Amendment by both the CTA and the Consultant will be decided by the Director, Purchasing. In addition, Consultant may initiate the dispute process by sending a Notice of Dispute to the Director, Purchasing. The Director, Purchasing will reduce the decision to writing and send a copy of it by certified mail, return receipt requested, to the Consultant. The decision of the Director, Purchasing will be final and binding on the Consultant unless, within 30 days after receipt of a copy of a decision, the Consultant sends by certified mail, return receipt requested, a written appeal to the CTA’s Vice President, Purchasing & Supply Chain. In connection with such an appeal, the Consultant will have an opportunity to be heard and to offer evidence in support of its appeal. The decision of the Vice President, Purchasing & Supply Chain will be final and binding on the Consultant unless the Consultant files an action to challenge the decision in a court of competent jurisdiction in Chicago, Illinois and the court determines the decision to be arbitrary and capricious or obtained by fraud. If the Consultant does not commence such an action for judicial review within 60 days after the Consultant receives a copy of the decision of the Vice President, Purchasing & Supply Chain, the Consultant waives all

Professional Services Agreement (rev. 8/16) Page 17 right to seek judicial review. Nothing in this Section relieves the Consultant from diligently proceeding with performance of the Scope of Services under the Contract, as directed by the CTA.

ARTICLE 12. DEFAULT AND TERMINATION

12.1 Notice of Default and Termination If the Consultant fails to perform any of its obligations under the Contract, the Director, Purchasing at his or her sole discretion may notify the Consultant in writing that the Consultant is in default. The notice may allow a cure period of up to fourteen (14) days. If the default cannot be cured within the cure period, and the Consultant requests additional time to cure, the Director, Purchasing may extend the cure period in writing. If the Consultant fails to cure within the cure period (or if applicable, the extended cure period), the Director, Purchasing may terminate the Contract, in whole or in part, by sending a notice of termination for default. Termination for default will be effective upon Consultant’s receipt of the written notice of termination. The Director, Purchasing declaration of termination will be final.

12.2 CTA’s Remedies upon Default. Upon issuance of a notice of default to the Consultant, the CTA may invoke any or all of the following remedies, in addition to any other remedies available under the Contract, at law or in equity, or otherwise:

1. The right to stop payment to the Consultant.

2. The right to terminate the Contract, or any Task Order.

3. The right to collect monetary damages, including but not limited to, all expert witness or other contractor fees, court costs, and reasonable attorney’s fees that the CTA may incur in connection with any claim, suit, or action based upon, related to, or arising from, directly or indirectly, an event of default.

4. The right to deem the Consultant non-responsible in future contracts to be awarded by the CTA.

12.3 CTA’s Remedies upon Termination. Upon termination of the Contract, or a Task Order, the CTA may invoke any or all of the remedies set forth in Section 12.2 and the following remedies (in the event of a Task Order termination, the remedies applying only with respect to such terminated Task Order):

1. In the event of a termination for default, the CTA may hire a new vendor to complete the Scope of Services, in which event the Consultant agrees to support the transition to the new vendor, and bear all costs incurred by the CTA, including any increased cost of completing the Scope of Services with the new vendor. Such costs may, at CTA’s option, be payable on demand or be deducted by the CTA from any moneys due or which may become due to the Consultant.

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2. If the Contract is terminated for default, the Consultant shall, if directed by the CTA, assign such Subconsultant contracts to the CTA as the CTA, in its sole discretion, may direct. The Consultant shall include a provision in all of its Subconsultant contracts which provides that the Consultant may assign the Subconsultant contracts to the CTA. The sole obligation accepted by the CTA under such Subcontracts will be to pay for Services satisfactorily performed after the date of the assignment. In the event a conditional assignment has not been executed, the Consultant will promptly execute, or cause to be executed, any assignment, agreement, or other document that may be required by the CTA for compliance with this provision. For any subcontract so assigned and accepted by the CTA, the Consultant shall remain liable to the Subconsultants for any payment already invoiced to and paid by the CTA, and for any claim, suit, or cause of action based on or the result of any error, omission, negligence, fraud, willful or intentionally tortious conduct, or any other act or omission, or breach of contract by the Consultant, its officers, employees, agents, and other Subconsultants, arising prior to the date of assignment to the CTA, when such claim, suit, or cause of action has not been discharged, disposed of, or otherwise resolved as of that date. The Consultant will include these requirements in its Subcontracts, and hereby irrevocably grants the CTA a power of attorney to give effect to this provision.

3. The right to setoff any amounts due to the CTA against any payments due or to become due to the Consultant under any other contract that the Consultant or any affiliate thereof may have with the CTA.

12.4 Nonexclusivity. The remedies under the terms of this Contract are not intended to be exclusive of any other remedies provided. Each and every remedy shall be cumulative and shall be in addition to any other remedies, existing now or hereafter, at law, or in equity.

12.5 Suspension. The CTA may at any time request that the Consultant suspend its Services, or any part thereof, by giving written notice to the Consultant. No costs incurred after the date of such suspension shall be allowed. The Consultant shall promptly resume its performance of such Services under the same terms and conditions as stated herein upon written notice by the CTA and such equitable extension of time as may be mutually agreed upon by the CTA and the Consultant when necessary for completion of the Services. Any additional costs or expenses actually incurred by the Consultant as a result of remobilization shall be treated in accordance with the compensation provisions under Article 5 of this Contract.

12.6 Court Determination. If the Contract is terminated by the CTA for default, and it is subsequently determined by a court that the termination was not justified, such termination will be deemed a termination for convenience, effective as of the date the Consultant received the original notice of termination, and the provisions applicable to termination for convenience will apply.

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12.7 Discretion of Director, Purchasing. Whether to declare the Consultant in default and/or to terminate for cause is within the sole discretion of the Director, Purchasing and neither that decision nor the factual basis for it is subject to review or challenge under Article 11, Disputes.

12.8 Termination for Convenience. The CTA may terminate this Contract, in its entirety, or any portion of the Scope of Services, at any time, by a notice in writing from the CTA to the Consultant. In such event, the CTA will give notice to Consultant specifying the extent to which performance of Services under the Contract is terminated. Such Notice of Termination for Convenience will be effective on the date of receipt. The Consultant shall then restrict its activities, and those of its Subconsultants, to winding down its work. No payment will be made for Services performed after the Notice of Termination for Convenience becomes effective, except for winding down activities specified in the termination notice and as provided in this Section.

a) Obligations of the Consultant Upon Termination for Convenience. After receipt of a Notice of Termination for Convenience, except as otherwise directed by the CTA, the Consultant must do the following: i) Transfer title and deliver to the CTA in the manner, at the times, and to the extent directed by the CTA, parts, work in process, completed work, supplies and other material procured as a part of, or acquired in connection with the performance of, if any, the Services terminated by the Notice of Termination for Convenience, as well as the completed or partially completed plans, drawings, information, and other property, which if the Contract had been completed, would have been required to be furnished to the CTA; ii) Use its best efforts to sell, in the manner, at the times, to the extent and at the price or prices directed or authorized by the CTA, property of the types referred to in Section 12.8(a)(i) above, if any; provided, however, that the Consultant (1) shall not be required to extend credit to any purchaser, and (2) may acquire any such property under the conditions prescribed by and at a price or prices approved by the CTA; provided, further, that the proceeds of any such transfer or disposition will be applied in reduction of any payments to be made by the CTA to the Consultant under the Contract or will otherwise be credited to the price or cost of the Services covered by the Contract or paid in such other manner as the CTA may direct; iii) Complete performance of each part of the Services as shall not have been terminated by the Notice of Termination for Convenience in accordance with the Contract; iv) Take such action as may be necessary, or as the CTA may direct, for the protection and preservation of the property or inventory related to this Contract which is in the possession of the Consultant and in which the CTA has or may acquire an interest; and v) Comply with all other requirements of the CTA as may be specified in the Notice of Termination for Convenience.

b) Termination Claim. After receipt of a Notice of Termination for Convenience, the Consultant shall submit to the Chief Infrastructure Officer its termination claim within 30 days of such termination, in accordance with Section 10.2, in the form and with certification prescribed by the CTA.

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c) Agreement As to Amount to be Paid. Subject to Section 12.8(b), the Consultant and the CTA may agree upon the whole or part of the amount or amounts to be paid to the Consultant by reason of the total or partial termination for convenience pursuant to this Article, which amount or amounts shall not exceed the portion of the total cost of the work identified in the Scope of Services completed by the Consultant immediately prior to the Notice of Termination for Convenience, adjusted to account for defective work not remedied as reduced by the amount of payments otherwise made. The Contract will be amended accordingly, and the Consultant will be paid the agreed amount. Nothing in Section 12.8(d) prescribing the amount to be paid to the Consultant in the event of failure of the Consultant and the CTA to agree upon amount to be paid to the Consultant by reason of the termination for convenience pursuant to this Section shall be deemed to limit, restrict, or otherwise determine or affect the amount or amounts which may be agreed upon to be paid to the Consultant pursuant to this Section 12.8(c).

d) Determination As to Amount to be Paid. In the event of failure of the Consultant and the CTA to agree, as provided in Section 12.8(c), upon the whole amount to be paid the Consultant by reason of the termination for convenience pursuant to this Section, the CTA will pay the Consultant the amounts determined by the CTA as follows, but without duplication of any amounts agreed upon in accordance with Section 12.8(c), with respect to the Services performed prior to the effective date of the Notice of Termination for Convenience, the total (without duplication of any items) of: i) The portion of the total cost of the work identified in the Scope of Service immediately prior to the Notice of Termination for Convenience, adjusted to account for defective work not remedied; ii) The cost of settling and paying claims arising out of the termination of the Services under subcontracts or orders, exclusive of the amounts paid or payable on account of supplies or materials delivered or services furnished by the Subconsultant prior to the effective date of the Notice of Termination for Convenience for Services under the Contract, which amounts shall be included in the cost on account of which payment is made under 12.8(d)(i) above; iii) The reasonable cost of the preservation and protection of the property or inventory related to this Contract pursuant to 12.8(a)(iv) and any other reasonable cost incidental to termination for convenience under the Contract, including expenses incidental to the determination of the amount due to the Consultant as the result of the termination for convenience under the Contract. iv) In no event shall the CTA be responsible for unabsorbed or underabsorbed overhead as part of termination claims under this Subsection.

e) Cap on Amount to be Paid. The total sum to be paid to the Consultant will not exceed the total cost of the work identified in the Scope of Services, as reduced by the amount of payments otherwise made, and in all events must not exceed the Not-to-Exceed Contract Value. Except for normal spoilage, and except to the extent that the CTA will have otherwise expressly assumed the risk of loss, there will be excluded from the amounts payable to the Consultant, the fair value, as determined by the CTA, of property which is destroyed, lost, stolen, or damaged so as to become undeliverable to the CTA, or to a buyer pursuant to 12.8(a)(ii).

f) Deductions from Amount to be Paid. In arriving at the amount due the Consultant under this

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Article, there will be deducted, (i) any claim which the CTA may have against the Consultant in connection with the Contract including but not limited to a credit for defective work and (ii) the agreed price for, or the proceeds of sale of, materials, supplies or other things acquired by the Consultant or sold, pursuant to the provisions of this Article, and not otherwise recovered by or credited to the CTA.

g) Partial Termination. If the termination hereunder is partial, prior to the settlement of the terminated portion of this Contract, the Consultant may file with the CTA a request in writing for an adjustment of the price or prices specified in the Contract relating to the continued portion of the Contract (the portion not terminated by the Notice of Termination for Convenience), and such adjustment as may be agreed upon will be made in such price or prices.

h) Payments on Account of Termination Payment. The CTA may from time to time, under such terms and conditions as it may prescribe and in its sole discretion, make partial payments on accounts against cost incurred by the Consultant in connection with the terminated portion of the Contract whenever in the opinion of the CTA the aggregate of such payments shall be within the amount to which the Consultant will be entitled hereunder. If the total of such payments is in excess of the amount finally agreed or determined to be due under this Article, without limitation, such excess shall be payable by the Consultant to the CTA upon demand.

i) Preservation of Records. Unless otherwise provided for in the Contract or by applicable statute, the Consultant, from the effective date of termination and for a period of three (3) years after final settlement under the Contract, shall preserve and make available to the CTA at all reasonable times at the office of the Consultant but without direct charge to the CTA, all its books, records, documents, electronic data, and other evidence bearing on the costs and expenses of the Consultant under the Contract and relating to the work terminated hereunder, or to the extent approved by the CTA, microfilm, microfiche, or other authentic reproductions thereof.

j) Flow Through to Subconsultants. The Consultant shall insert in all subcontracts that the Subconsultant shall stop performance of the Services on the date of and to the extent specified in a Notice of Termination for Convenience from the CTA and shall require that any tier Subconsultants insert the same provision in any tier subcontracts. The Consultant shall communicate, immediately upon receipt thereof, any Notice of Termination for Convenience issued by the CTA to the affected Subconsultants of any tier.

k) No Other Payments; No Damages. Under no circumstances is the Consultant entitled to anticipatory, unearned profits or consequential damages as a result of a termination or partial termination under this Section. The payment to the Consultant determined in accordance with this Section constitutes its exclusive remedy for a termination hereunder.

l) No Waiver. Anything contained in the Contract to the contrary notwithstanding, a termination under this Section 12.8 shall not waive any right or claim to damages that the CTA may have and the CTA may pursue any cause of action that it may have under the Contract.

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ARTICLE 13. GENERAL

13.1 No Waiver of Legal Rights. Neither the acceptance by the CTA, or any representative of the CTA, nor any payment for, or acceptance of, the whole or any part of the Scope of Services, nor any extension of time, nor any possession taken by the CTA, will operate as a waiver by the CTA of any portion of this Contract, or of any power herein reserved, or any right of the CTA to damages herein provided. A waiver of any breach of this Contract will not be held to be a waiver of any other or subsequent breach. The CTA may only waive its rights in a writing executed by the Director, Purchasing.

Whenever, under this Contract, the CTA by a proper power waives the Consultant’s performance in any respect, or waives a requirement or condition to either the CTA’s or the Consultant's performance, the waiver so granted, will only apply to the particular instance and will not be deemed a waiver forever or for subsequent instance of the breach of the performance, requirement, or condition. No such waiver will be construed as a modification of this Contract; regardless of the number of times the CTA may have waived the performance, requirement, or condition.

13.2 Governing Law and Jurisdiction.

This Contract will be governed in accordance with the laws of the State of Illinois, without regard to choice of law principles. The Consultant hereby irrevocably submits itself to the exclusive original jurisdiction of those State or Federal courts located within the County of Cook, State of Illinois, with regard to any controversy arising out of, relating to, or in any way concerning the execution or performance of this Contract. The Consultant agrees that service of process on the Consultant may be made, at the option of the CTA, either by registered or certified mail addressed to the applicable office as provided for in this Contract, by registered or certified mail addressed to the office actually maintained by the Consultant, or by personal delivery to any officer, director, or managing or general agent of the Consultant.

13.3 No Third Party Beneficiary. The parties agree that this Contract is solely for the benefit of the parties and nothing herein is intended to create any third party beneficiary rights for Subconsultants or other third parties.

13.4 Contract Inducements. No payment, gratuity, political campaign contribution or offer of employment shall be made in connection with any CTA contract, by or on behalf of a Subconsultant to the prime Consultant or higher tier Subconsultant or any person associated therewith, as an inducement for the award of a subcontract or order.

13.5 Limitation of Liability. In carrying out any of the provisions of this Contract or in exercising any power or authority granted to them thereby, there will be no liability upon the board members, officials, agents or employees of

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the CTA, including without limitation the Director, Purchasing, and the Project Manager, either personally or as officials of the CTA, it being understood that in such matters they act as representatives of the CTA.

13.6 Severability. If any provisions of this Contract shall be held or deemed to be or shall in fact be invalid or unenforceable as applied in any particular case in any jurisdiction or jurisdictions or because it conflicts with any other provision or provisions hereof or any constitution, statute, ordinance, rule or law or public policy, or for any other reason, such circumstances shall not have the effect of rendering the provision in question invalid or unenforceable in any other case or circumstances, or of rendering any other provision or provisions herein contained invalid, inoperative, or unenforceable. The invalidity or unenforceability of any one or more phrases, sentences, clauses or sections contained in this Contract shall not affect the remaining portions of this Contract or any part thereof.

13.7 Contract Interpretation. Any headings of this Contract are for convenience of reference only and do not define or limit the provisions thereof. Words of any gender shall be deemed and construed to include correlative words of the other genders. Words importing the singular number shall include the plural number and vice versa, unless the context shall otherwise indicate. All references to any exhibit or document shall be deemed to include all supplements and/or amendments to any such exhibits or documents entered into in accordance with the terms and conditions hereof and thereof. All references to any person or entity shall be deemed to include any person or entity succeeding to the rights, duties, and obligations of such persons or entities in accordance with the terms and conditions of this Contract. References to any Regulation, rule, statute, law, order or similar include such Regulation, rule, statute, law, order or similar as amended, modified, replaced, interpreted or consolidated from time to time.

13.8 Assigns. Subject to Article 18, all of the terms and conditions of this Contract shall be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors, transferees and assigns.

13.9 Independent Consultant. The Consultant will perform the Scope of Services under this Contract as an independent Consultant, and nothing herein is intended or will be construed to create any partnership, agency, or joint venture relationship between the CTA and the Consultant or any Subconsultant. Neither the Consultant nor its Subconsultants, or the employees or agents of any of them, will be deemed for any purpose to be employees of the CTA. The Consultant will be solely responsible for the withholding or payment of all applicable Federal, State, and local personal income taxes, social security taxes, unemployment and sickness disability insurance, and other payroll taxes with respect to the Consultant's employees.

13.10 Participation by Other Agencies.

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Other local government agencies may negotiate their own agreements with Consultant based on other terms and conditions in this Contract. Other agencies will issue their own contracts directly to Consultant. Participation by other agencies shall have no adverse effect on the CTA. The CTA will not be responsible for any obligation due from any other agency to Consultant. The CTA will have no liability for the acts or omissions of any other agency, and makes no representation that the process followed by the CTA to select Consultant for this Contract complies with the procurement rules, regulations or policies of the other agency.

13.11. Entire Agreement. This Contract constitutes the entire agreement between Consultant and the CTA with regard to its subject matter, and no other oral or written understandings, representations, inducements, consideration, promises, or interpretations are part of the Contract. No changes, amendments, modifications, cancellation, or discharge of this Contract, or any part thereof, will be valid unless in writing and signed by the authorized representatives of the parties hereto, or their respective successors and assigns, in accordance with all applicable laws.

13.12 Order of Precedence. The order of precedence of component parts of the Contract shall be as follows:

1. This Professional Services Agreement. 2. Base Scope of Service. 3. Task Orders issued to the Consultant. 4. Exhibits to this Agreement. 5. Attachments to this Agreement.

All Amendments executed will be a part of the Contract and will take precedence over any other part of the Contract wherever they conflict therewith. An Amendment more recently executed will take precedence over any prior Amendment wherever it conflicts therewith.

13.13 Counterparts. This Contract is comprised of several identical counterparts, each to be fully executed by the parties and each to be deemed an original having identical legal effect.

13.14 Consultant Authority. Execution of this Contract by the Consultant is authorized and signature(s) of each person signing on behalf of the Consultant have been made with complete and full authority to commit the Consultant to all terms and conditions of this Contract, including each and every representation and certification contained herein, attached hereto, and collectively incorporated by reference herein, or as may be required by the terms and conditions hereof. If other than a sole proprietorship, the Consultant must provide satisfactory evidence that the execution of the Contract is authorized in accordance with the business entity’s rules and procedures.

If the Consultant is a corporation, the president or vice-president must sign the Contract. In the

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event that the Contract is executed by someone other than the president or vice president, a certified copy of the section of the corporate by-laws or resolution of the corporation that permits the person to execute the Contract for the corporation must be furnished by Consultant prior to execution by the CTA.

If the Consultant is a partnership or a joint venture, all partners or participants in the joint venture must sign the Contract unless one partner or joint venture participant is authorized to sign for the partnership or joint venture, in which case evidence of such authority, satisfactory to the Director, Purchasing, must be submitted by the Consultant prior to execution by the CTA.

A partnership, joint venture, or sole proprietor operating under an assumed name must be registered with the Illinois County in which it is located, as provided in the Assumed Business Name Act, 805 ILCS 405 et seq., as amended.

ARTICLE 14. WARRANTIES AND REPRESENTATIONS

In connection with the execution of this Contract, the Consultant warrants and represents:

a. That it is financially solvent; that it, its employees, agents or Subconsultants, if any are competent to perform the Services required under this Contract; and that the Consultant is legally authorized to execute and perform or cause to be performed this Contract under the terms and conditions stated herein; and

b. That the Consultant shall not knowingly use the services of any Subconsultant who is debarred or suspended by the CTA, any agency of the United States or the State of Illinois during the term of such debarment or suspension for any purpose in the performance of its Services under this Contract; and

c. That the Consultant and its Subconsultants, if any, are not in default at the time of the execution of this Contract, or deemed by the Purchasing Manager to have, within three (3) years immediately preceding the date of this Contract, been found to be in default, on any contract awarded by the CTA; and

d. That this Contract is feasible of performance in accordance with all of its provisions and requirements and that the Consultant can and shall perform, or cause to be performed, the Services in accordance with the provisions and requirements of this Contract; and

e. That, except only for those representations, statements, or promises expressly contained in this Contract, and any exhibits attached hereto and incorporated by reference herein, no representation, statement or promise, oral or in writing, or of any kind whatsoever, by the CTA, its officials, agents, or employees, has induced the Consultant to enter into this Contract or has been relied upon by the Consultant, including any with reference to: (i) the meaning, correctness, suitability or completeness of any provisions or requirements of this Contract; (ii) the nature, existence, or location of materials, structures, obstructions, utilities or conditions, surface or subsurface, which may be encountered at or on the Program Site; (iii) the nature, quantity,

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quality or size of any materials, equipment, labor and other facilities, needed for the performance of this Contract (iv) the general conditions which may in any way affect this Contract of its performance; or (v) any other matters; whether similar to or different from those referred to in (i) through (iv) immediately above, affecting or having any connection with this Contract, the negotiation thereof, any discussions thereof, the performance thereof or those employed therein or connected or concerned therewith; and

f. That, the Consultant acknowledges that the CTA, in its selection of the Consultant to perform the services hereunder, materially relied upon the Consultant's Response to the Letters of Interest and Qualifications, and the Consultant's oral presentation(s), if any and the Consultant warrants the accuracy and completion of such response and oral presentation(s), if any.

ARTICLE 15. COMPLIANCE WITH ALL LAWS

15.1 Consultant’s Compliance with All Laws. The Consultant shall at all times observe and comply with all applicable laws, ordinances, rules, regulations and executive orders of the federal, state, and local government, now existing or hereinafter in effect, which may in any manner affect the performance of this Contract.

15.2 Compliance with 49 CFR Part 26. The Consultant, sub recipient 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 DOT-assisted contracts. 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 CTA deems appropriate.

The Consultant agrees to include this assurance in all subcontracts.

15.3 Civil Rights. 1. Nondiscrimination. In accordance with Title VI of the Civil Rights Act, as amended, 42 USC § 2000d, Section 303 of the Age Discrimination Act of 1975, as amended, 42 USC § 6102, Section 202 of the Americans with Disabilities Act of 1990, 42 USC §12132, and Federal Transit Law at 49 USC § 5332, the Consultant agrees that it will not discriminate against any employee or applicant on the basis of race, color, creed, national origin, sex, sexual orientation, gender identity, 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 this Contract: a. Race, Color, Creed, National Origin, Sexual Orientation, Gender Identity, Sex. In accordance with Title VII of the Civil Rights Act, as amended, 42 USC § 2000e, and Federal Transit Laws at 49 USC § 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,

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Department of Labor,” 41 CFR 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 USC § 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect Services provided under this Contract. 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, sexual orientation, gender identity, sex, or age. Such action will 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 all implementing requirements FTA may issue. b. Age. In accordance with Section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 USC § 623 and Federal Transit Law at 49 USC § 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 USC § 12112, the Consultant agrees that it will comply with the requirements of US Equal Employment Opportunity Commission, “Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act,” 29 CFR Part 1630, pertaining to employment of persons with disabilities. In addition, the Consultant agrees to comply with any implementing requirements FTA may issue.

During the performance of this Contract, the Consultant agrees as follows: a. The Consultant will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The Consultant will take affirmative action to ensure that applicants are employed and that employees are treated during employment, without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action will 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 agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided by the Director, Purchasing setting forth the provisions of this nondiscrimination clause. b. The Consultant will, in all solicitations or advertisements for employees placed by or on behalf of the Consultant, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. c. The Consultant will send to each labor union or representative of workers with whom the representative has a collective bargaining agreement or other contract or understanding, a notice advising the labor union or workers’ representative of the Consultant's commitments under Section 202 of Executive Order No, 11246 of September 24, 1965, and will post copies of the notice in conspicuous places available to employees and applicants for employment.

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d. The Consultant will comply with all provisions of Executive Order No. 11246 of September 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. e. The Consultant will furnish all information and reports required by Executive Order No. 11246 of September 24, 1965, and by the rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to its books, records, and accounts by the CTA and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulation, and orders. f. In the event of the Consultant's noncompliance with the nondiscrimination clauses of this Contract or with any of such rules, regulations, or orders, this Contract may be canceled, terminated, or suspended in whole or in part and the Consultant may be declared ineligible for further Government contracts in accordance with procedures authorized in Executive Order No. 11246 of September 24, 1965, and such other sanctions may be imposed and remedies applied as provided in Executive Order No. 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. g. The Consultant must include the provisions of the above paragraphs (a) through (f) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order No. 11246 of September 24, 1965, so that such provisions will be binding upon each Subconsultant or vendor. The Consultant will take such action with respect to any subcontract or purchase order as the CTA may direct as a means of enforcing such provisions including sanctions for noncompliance, provided, however, that in the event the Consultant becomes involved in, or is threatened with, litigation with a Subconsultant or vendor as a result of such direction by the Federal Government contracting agency, the Consultant may request the United States to enter into such litigation to protect the interests of the United States.

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.

15.4 Illinois Human Rights Act. During the term of this Contract, the Consultant must: 1. Refrain from unlawful discrimination and discrimination based on citizenship status in employment and undertake affirmative action to assure equality of employment opportunity and eliminate the effects of past discrimination. 2. Comply with the procedures and requirements of the Illinois Department of Human Rights’ regulations concerning equal employment opportunities and affirmative action. 3. Provide such information, with respect to its employees and applicants for employment, and assistance as the Department may reasonably request from time to time. 4. Have written sexual harassment policies that must include, at a minimum, the following information: (i) the illegality of sexual harassment; (ii) the definition of sexual harassment under State law; (iii) a description of sexual harassment, utilizing examples; (iv) Consultant’s internal complaint process including penalties; (v) the legal recourse, investigative and complaint process available through the Illinois Department of Human Rights and the Illinois Human Rights Commission; (vi) directions on how to contact the Illinois Department of Human Rights and the Illinois Human Rights Commission; and (vii)

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protection against retaliation as provided in Section 6-101 of the Illinois Human Rights Act (775 ILCS 5/2-105). A copy of the policies must be provided to the Illinois Department of Human Rights upon request. 5. The Consultant must include verbatim or by reference, the provisions of this Section 15.4 in every subcontract it awards under which any portion of its obligations under this Contract are undertaken or assumed, so that such provisions will be binding upon such Subconsultant. In the same manner as with other provisions of this Contract, Consultant will be liable for such Subconsultant’s compliance with applicable provisions of this clause; and further it will promptly notify the CTA and the Illinois Department of Human Rights in the event that any Subconsultant fails or refuses to comply therewith. In addition, the Consultant must not utilize any Subconsultant declared by the Illinois Human Rights Commission to be ineligible for contracts or subcontracts with the State of Illinois or any of its political subdivisions or municipal corporations.

15.5 Fly America. The Consultant agrees to comply with 49 USC § 40118 (the “Fly America Act”) in accordance with the US 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 US Flag air carriers for US 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 must submit, if a foreign air carrier was used, an appropriate certification or memorandum adequately explaining why service by a US flag air carrier was not available or why it was necessary to use a foreign air carrier and must, 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.

15.6 State Energy Conservation Plan. The Consultant must comply with all current standards and policies relating to energy efficiency which are contained in the State of Illinois Energy conservation plan issued in compliance with the Energy Policy and Conservation Act, which are incorporated in this Contract by reference.

15.7 Ethics Ordinance. Consultant agrees to comply with the CTA’s Ethics Ordinance, CTA Ordinance No. 004-76, as amended from time to time, the provisions of which are hereby incorporated into this Contract. The Consultant agrees that, as provided by Section 5.3 of the CTA Ethics Ordinance, any contract negotiated, entered into, or performed in violation of any of the provisions of the Ethics Ordinance shall be voidable as to the CTA at the election of the CTA.

15.8 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 USC § 3801 et seq. and United States Department of Transportation regulations, “Program Fraud Civil Remedies,” 49 CFR Part 31, apply to its actions pertaining to

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the Scope of Services. Upon execution of this 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 this Contract or the FTA assisted project for which Scope of Services are 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 CTA or to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the CTA of 49 USC § 5307, the Government reserves the right to impose the penalties of 18 USC § 1001 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 the FTA. It is further agreed that the clauses must not be modified, except to identify the Subconsultant that will be subject to the provisions.

15.9 Foreign Trade Restrictions. The Consultant and each Subconsultant certifies that it:

1. Is not owned or controlled by one or more citizens of a foreign country included in the list of countries that discriminate against U.S. firms published by the Office of the United States Trade Representative (USTR); 2. Has not knowingly entered into any Contract or Subcontract for the Scope of Services with a person that is a citizen or national of a foreign country on said list, or is owned or controlled directly or indirectly by one or more citizens or nationals of a foreign country on said list; or 3. Has not procured any product nor subcontracted for the supply of any product for use on this Contract that is produced in a foreign country on said list.

Unless the restrictions of this clause are waived by the Secretary of Transportation in accordance with 49 CFR Part 30.17, no Contract will be awarded to a Subconsultant who is unable to certify to the above. If the Consultant knowingly procures or subcontracts for the supply of any product or service of a foreign country on said list for use on this Contract, the FTA may direct, through the CTA, cancellation of the Contract at no cost to the Government or the CTA. Further, Consultant agrees that it will incorporate this provision for certification without modification in each subcontract. The Consultant may rely on the certification of a prospective Subconsultant unless the Consultant has knowledge that the certification is erroneous. The Consultant will provide immediate written notice to the CTA if it learns that its certification or that of a Subconsultant was erroneous when submitted or has become erroneous by reason of changed circumstances.

Further, the Consultant must provide immediate written notice to the CTA if the Consultant learns that its certification or that of a Subconsultant was erroneous when submitted or has become

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erroneous by reason of changed circumstances.

Each Subconsultant must agree to provide written notice to the Consultant if at any time it learns that its certification was erroneous by reason of changed circumstances.

This certification is a material representation of fact upon which reliance was placed when making the Contract award. If it is later determined that the Consultant or any Subconsultant of any tier knowingly rendered an erroneous certification, the FTA may direct, through the CTA, cancellation of the Contract or Subcontract for default at no cost to the Federal Government or the CTA.

Nothing contained in the foregoing will be construed to require establishment of a system of records in order to render, in good faith, the certification required by this provision. The knowledge and information of a Consultant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings.

This certification concerns a matter within the jurisdiction of an agency of the United States of America, and making of a false, fictitious, or fraudulent certification may render the maker subject to prosecution under 18 USC § 1001.

15.10 Conflict of Interest. 1. No Board member, officer or employee of the CTA or other unit of local government, who exercises any functions or responsibilities in connection with the carrying out of the Scope of Services or the carrying out of the Scope of Services to which this Contract pertains, may have any personal interest, direct or indirect, in this Contract or the proceeds thereof.

2. In accordance with 41 USC § 22, the Consultant agrees that no member of or Delegate to the Congress of the United States, or the Illinois General Assembly and no members of the Chicago Transit Board or CTA employees, may be admitted to any share or part of this Contract or to any private financial interest, profit, or benefit arising herefrom.

3. The Consultant covenants that it, its officers, directors and employees and Subconsultants presently have no interest and will not acquire any interest, direct or indirect, in the Scope of Services to which this Contract pertains, which would conflict in any manner or degree with the performance of the Services hereunder. The Consultant further covenants that, in the performance of this Contract, no person having any such interest will be employed by the Consultant.

4. The Consultant is prohibited from performing any work and/or services for the CTA which would result in an organizational conflict of interest. An organizational conflict of interest (“OCI”) occurs when, because of other activities and/or relationships with other persons, (i) a person is unable or potentially unable to render impartial assistance or advice to the CTA or the person’s objectivity in performing services to the CTA is or might otherwise be impaired, or (ii) a person has an unfair competitive advantage. The term “person” includes companies and other contracting entities. In general, OCIs fall into three categories: (a) a person has access to non- public information as part of its performance of services to the CTA and that information may

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reasonably be determined to provide that person with a competitive advantage in a future procurement; (b) a person, as part of its performance of contract responsibilities to the CTA, has set ground rules for the performance of a future contract by, for example, writing the statement of work or defining the specifications; and (c) a person’s work under one contract with the CTA could entail evaluating its own work or that of a competitor, either through an assessment of performance under another contract or through an evaluation of proposals.

5. The Consultant has sole responsibility for compliance with this Section 15.10 and, in the event of an OCI, Consultant shall provide the CTA with recommendations to avoid, neutralize and/or mitigate the OCI. The CTA’s Purchasing Department in consultation with the CTA’s General Counsel shall make the final determination as to whether an OCI exists and whether the Consultant’s recommendations to avoid, neutralize or mitigate the OCI are sufficient.

6. Consultant stipulates that it has submitted a conflict mitigation plan to avoid, neutralize and/or mitigate conflict of interest issue(s) under this Contract, attached as Exhibit E. The Consultant warrants that it, its employees, representatives, Subconsultants and affiliates will adhere to the requirements stated under Consultant’s conflict migration plan.

7. Any violation of this Section 15.10 is a material breach of the Contract, which is cause for termination.

15.11 No Exclusionary or Discriminatory Specifications. Apart from inconsistent requirements imposed by Federal statute or regulations, the Consultant agrees to comply with the requirements of 49 USC § 5323 (h)(2) by refraining from using any Federal assistance awarded by FTA to support procurements using exclusionary or discriminatory specifications.

15.12 No Federal Government Obligation to Consultant or Others. 1. The Consultant acknowledges and agrees that, notwithstanding any concurrence by the Federal Government in or approval of the award of this Contract, the Federal Government is not a party to this Contract and will not be subject to any obligations or liabilities to the Consultant, or any other person (whether or not a party to this Contract) in connection with this Contract or pertaining to any matter resulting from this Contract or the Scope of Services. 2. The Consultant agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by the FTA. It is further agreed that the clause must not be modified, except to identify the Subconsultant who will be subject to its provisions.

15.13 Obligation to Comply with Changes in Federal Laws and Regulations. The Consultant will at all times comply with all applicable FTA regulations, policies, procedures, and directives, including without limitation those listed directly or by reference in FTA’s “Master Agreement” between the CTA and FTA, as they may be amended or promulgated from time to time

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during the term of this Contract. The Consultant’s failure to so comply will constitute a material breach of this Contract.

15.14 Incorporation of Federal Transit Administration (FTA) Terms. The preceding provisions include, in part, certain Standard Terms and Conditions required by the US DOT, whether or not expressly set forth in the preceding Contract provision. All requirements of U.S. DOT, as set forth in the most recent effective version of FTA Circular 4220.1, and as amended from time to time, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA-mandated terms will be deemed to control in the event of a conflict with other provisions contained in this Contract. The Consultant must not perform any act, fail to perform any act, or refuse to comply with any CTA requests that would cause the CTA to be in violation of the FTA terms and conditions.

15.15 Environmental Requirements. The Consultant must comply with all applicable standards, orders, or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 USC § 1251 et seq., and the Clean Air Act, as amended, 42 USC § 7401 et seq. The Consultant also must report each violation to the CTA and understands and agrees that the CTA will, in turn, report each violation as required, to the FTA and the appropriate US EPA Regional Office. The Consultant must also include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA.

15.16 Permits and Licenses. Unless otherwise expressly provided, the Consultant is fully responsible for identifying, requiring and obtaining, at its own expense, all permits and licenses necessary to provide the Scope of Services described in this Contract.

15.17 Change in Ownership. Any direct or indirect change in ownership or control of the Contractor will be subject to compliance with the CTA’s then-current “Purchasing Policies and Procedures”, including submission of updated ownership disclosure affidavits, as provided therein.

15.18 Obligation to Comply with the Illinois State Officials and Employees Ethics Act. The Consultant agrees to comply with all of the requirements of the Illinois State Officials and Employees Ethics Act, 5 ILCS 430/1-1 et seq., (“Ethics Act”), as it may be amended from time to time, the provisions of which are incorporated into this Contract to the same force and effect as if set forth in full herein. As required by the Ethics Act, as amended, the Consultant agrees to cooperate fully and expeditiously with the State Office of the Executive Inspector General in all investigations or audits. This obligation applies to all officers, directors, agents, partners, employees, and Subconsultants of the Consultant. The Consultant agrees to insert this provision in all Subcontracts.

15.19 Illinois Criminal Code Certification.

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As required by Section 33E-11 of the Illinois Criminal Code of 1961, as amended (the “Act”), the undersigned certifies that the Consultant or any agent, partner, employee or officer of the Consultant is not barred from contracting with any unit of state or local government as a result of engaging in or being convicted of either bid-rigging in violation of Section 3 of Article 33E or bid-rotating in violation of Section 4 of Article 33E of the Act or any similar offenses of any state or the United States that contain the same elements as the offenses of bid-rigging or bid-rotating.

15.20 Ineligible Consultants. (a) The Consultant certifies to the best of its knowledge and belief that it, its principals and any subconsultants used in the performance of this contract, meet the CTA’s requirements and have not violated any City or sister agency policy, codes, state, federal, or local laws, rules or regulations and have not been subject to any debarment, suspension or other disciplinary action by any government agency. Additionally, if at any time the consultant becomes aware of such information, it must immediately disclose it to the CTA.

(b) Consultant further certifies that neither it nor any of its Subconsultants are currently debarred for violations of any applicable public contracts incorporating labor standards provisions or included on any applicable list thereof, including without limitation the General Service Administration’s System for Award Management, the Illinois Department of Transportation’s Suspension List, the Illinois Department of Labor Public Works Debarred Contractors List, the Illinois Department of Human Rights Debarred Companies List, the City of Chicago’s List of Debarred Firms and Individuals, or the CTA’s Suspension and Debarments Report.

15.21 Anti-Kickback Act.

(a) Salaries of all employees of the Consultant performing services under this Agreement shall be paid unconditionally by the Consultant, and not less often than once a month, without deduction or rebate on any account, except only for such payroll deductions as are mandatory by law or permitted under the applicable regulations issued by the United States Secretary of Labor pursuant to the "Anti-Kickback Act" of June 13, 1934 (48 Stat. 948; 62 Stat. 740; 63 Stat. 108; title 18 U.S.C., Section 874, and Title 40 U.S.C., Section 276c). The Consultant shall comply with all applicable "Anti-Kickback" regulations and shall insert appropriate provisions in all Subcontracts covering work under this Agreement to ensure compliance of all Subconsultants with such regulations, and shall be responsible for the submission of affidavits required thereunder, except as the United States Secretary of Labor may specifically provide for variations of or exemptions from the requirements thereof.

(b) If, in the performance of this Agreement, there is any underpayment of salaries by the Consultant, the CTA may withhold out of payments due to the Consultant an amount sufficient to pay to the employees who were underpaid, the difference between the salaries required to be paid and the salaries actually paid such employees for the total number of hours worked. The amounts withheld shall be disbursed by the CTA for and on account of the Consultant to the respective employees to which such amounts are due.

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15.22 IDOT Training Program Graduate (TPG) On-The -Job Training This Section 15.22 shall only apply where the CTA has indicated Illinois Department of Transportation (IDOT) funding applies.

The Consultant is encouraged to participate in the incentive program to provide additional on-the-job training to certified graduates of IDOT funded pre-apprenticeship training programs (the “IDOT TPG Program”).

It is the policy of IDOT to fund IDOT pre-apprenticeship training programs throughout Illinois to provide training and skill-improvement opportunities to assure the increased participation of minority groups, disadvantaged persons and women in all phases of State-funded construction. The intent of the IDOT TPG Program is to place certified graduates of the IDOT funded pre-apprentice training programs on IDOT-funded project sites when feasible, and provide the graduates with meaningful on-the-job training intended to lead to journey-level employment. IDOT has determined this Contract shall include the IDOT TPG Program requirements. To benefit from the incentives to encourage the participation in the additional on-the-job training under the IDOT TPG Program, the Consultant shall make every reasonable effort to employ certified graduates of IDOT-funded pre- apprenticeship training programs.

Participation by the Consultant or Subconsultant in the IDOT TPG Program entitles the Consultant or Subconsultant to be reimbursed at $15.00 per hour for training provided to a certified TPG on this Contract, subject to the CTA’s approval. This reimbursement will be made even though the Consultant or Subconsultant may receive additional training program funds from other sources for other trainees, provided such other source do not specifically prohibit the Consultant or Subconsultant from receiving other reimbursement. For purposes of the IDOT TPG Program, the Consultant is not relieved of requirements under the Illinois Prevailing Wage Act or the Federal Davis Bacon Act.

No training reimbursement shall be made to the Consultant if the Consultant or Subconsultant fails to provide the required training. It is expected that a TPG will begin training on the project as soon as feasible after start of work utilizing the skill involved and remain on the project through completion of the Contract, so long as training opportunities exist in the TPG’s work classification or until the TPG has completed the training program. Should the TPG’s employment end in advance of the completion of the Contract, the Consultant shall promptly notify the consultant or CTA staff person designated in writing by CTA that the TPG’s involvement in the Contract has ended and supply a written report of the reason for the end of the employment, the hours completed by the TPG under the Contract for which reimbursement under the TPG Program has been or will be sought.

The Consultant will provide for the maintenance of records and furnish periodic reports documenting its performance under this Provision.

METHOD OF MEASUREMENT: The unit of measurement is in hours.

BASIS OF PAYMENT: This work will be paid for at the Contract unit price of $15.00 per hour for certified TPGs. The estimated total number of hours, unit price and total price have been included in an allowance added to the Contract to pay for the reimbursement.

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The Consultant shall provide training opportunities aimed at developing full journeyworkers in the type of trade or job classification involved. The initial number of TPGs for which the incentive is available under this Contract is as notified by CTA to Consultant in writing. During the course of performance of the Contract, the Consultant may seek approval from the CTA for additional incentive-eligible TPGs. In the event the Consultant subcontracts a portion of the Contract work, it shall determine how many, if any, of the TPGs are to be trained by the Subconsultant, provided however, that the Consultant shall retain the primary responsibility for meeting the TPG requirements. The Consultant shall also insure that this TPG Provision is included in such subcontract if the TPGs are to be trained by a Subconsultant and that the incentive payment is passed on to each Subconsultant.

For the Consultant to meet the obligations for participation in this TPG incentive program under this Provision, IDOT has contracted with several entities to provide screening, tutoring and pre-training to individuals interested in working in the applicable construction classification and has certified those students who have successfully completed the program and are eligible to be TPGs.

The Director of IDOT’s Office of Business and Workforce Diversity (OBWD) or the Director’s designee will provide assistance and referrals to the Consultant for the applicable TPGs. For purposes of this Contract, contacting the Director of IDOT’s OBWD or the Director’s designee and interviewing each candidate he/she recommends constitutes reasonable recruitment.

Prior to commencing construction, the Consultant shall submit to the CTA for approval the TPGs to be trained in each selected classification. Furthermore, the Consultant shall specify the starting time for training in each of the classifications. No employee shall be employed as a TPG in any classification in which he/she has successfully completed a training course leading to journeyman status or in which he/she has been employed as a journeyman. Notwithstanding the on-the-job training purpose of this TPG Provision, some offsite training is permissible as long as the offsite training is an integral part of the work of the Contract and does not comprise a significant part of the overall training.

Training and upgrading of TPGs of IDOT pre-apprentice training programs is intended to move said TPGs toward journeyman status and is the primary objective of this TPG Provision. Accordingly, the Consultant shall make every effort to enroll TPGs through the IDOT-funded TPG programs. The Consultant will be responsible for demonstrating its compliance with the TPG Program in order to be entitled to the TPG Program Provision $15.00 an hour incentive.

The Consultant or Subconsultant shall provide each TPG with a certificate showing the type and length of training satisfactorily completed.

ARTICLE 16. ACCESS AND RECORDS

16.1 Audit, Inspection and Retention of Records. The Consultant and its Subconsultants, if any, shall furnish the CTA with such information as may be requested relative to the progress, execution and cost of the Services. The Consultant shall

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maintain records showing actual time devoted and costs incurred.

The Consultant shall permit and agree to cooperate with the authorized representatives of the CTA including but not limited to, the Office of the Executive Inspector General, the U.S. Department of Transportation, the Comptroller General of the United States, and the State of Illinois, who may inspect and audit all data and records of the Consultant relating to the Consultant's performance and Subconsultant contracts under this Contract from date of this Contract through and until the expiration of five years after termination of this Contract. In the event of litigation or settlement of claims arising from the performance of this Contract, the Consultant agrees to maintain the same until the CTA, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims, or exceptions related thereto.

The Consultant shall maintain its books, records, documents, and other evidence, and adopt accounting procedures and practices sufficient to reflect properly all costs of whatever nature, claimed to have been incurred and anticipated to be incurred for or in connection with the performance of this Contract for five (5) years after the final payment made in connection with this Contract. This system of accounting shall be in accordance with generally accepted accounting principles and practices, consistently applied throughout.

No provision in this Contract granting the CTA a right of access to records and documents is intended to impair, limit or affect any right of access to such records and documents which the CTA would have had in the absence of such provisions.

If the Consultant enters into any agreements with any service providers with respect to any records or data owned by the CTA, Consultant shall remain responsible for compliance with this Article.

16.2 Right of Entry. The Consultant, and any of its officers, employees, or agents, shall be permitted to enter upon any portion of the Project Site owned by the CTA in connection with the performance of its Services hereunder, subject to the terms and conditions contained herein and those rules established by the CTA. The Consultant shall provide advance notice to the CTA of any such intended entry. Consent to enter upon a Project Site given by the CTA shall not create, nor be deemed to imply, the creation of any additional responsibilities on the part of the CTA.

The Consultant shall comply with all safety procedures and directives including, but not limited to, those specified in the CTA Manual of Procedures.

The Consultant shall use, and shall cause each of its officers, employees and agents to use, the highest degree of care when entering upon any property owned by the CTA in connection with the Services. In the case of any property owned by the CTA, or property owned by and leased from the CTA, the Consultant shall comply and shall cause each of its officers, employees and agents, to comply with any and all instructions and requirements for the use of such property, any licenses for which are hereby incorporated by reference. Any and all claims, suits or judgments, costs, or expenses, including attorneys' reasonable fees, arising from, by reason of, or in connection with any such entries shall be treated in accordance with the applicable terms and conditions of this Contract, including without

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limitation the indemnification provisions contained in Article 8 of this Contract.

ARTICLE 17. OWNERSHIP OF DOCUMENTS, INTELLECTUAL PROPERTY, CONFIDENTIALITY

17.1 Ownership of Documents. All documents and other media, data studies, data and software application files in any format, designs, intellectual property and reports, including without limitation, the Deliverables, developed in the performance of this Contract or provided as instruments of the Scope of Services are agreed to be the sole property of the CTA. During the performance of the Scope of Services, the Consultant will be responsible for any loss or damage to the materials herein enumerated while they are in its possession, and any such item lost or damaged will be restored at the expense of the Consultant. At any time, upon demand by the CTA, the Consultant must furnish to the CTA, at the Consultant’s expense, a complete set of all such materials prepared by the Consultant and its Subconsultants as of the date of such demand. In the event of the Consultant’s failure to comply with the CTA’s demand hereunder, the parties hereby agree that any remedy at law would be inadequate and that the CTA will be entitled to appropriate injunctive and other equitable relief, including without limitation, the remedy of specific performance.

The Consultant agrees not to assert or authorize others to assert any rights or make any claim under the patent or copyright laws, or otherwise to any such documents and other materials referenced in this Article.

The Consultant, for a period of 5 years after the completion of the Contract, agrees to furnish all retained materials at the request of the CTA; provided that the Consultant will be permitted to retain a copy of such materials for the purpose of maintaining its records.

If the Consultant enters into any agreements with any service providers with respect to any records or data owned by the CTA, Consultant shall remain responsible for compliance with this Article.

17.2 Confidential Information. The Consultant, each Subconsultant, and its and their Board members, employees, officials, Subconsultants and agents (“Consultant Parties”) will keep confidential all information furnished to it by the CTA or otherwise learned by it in the performance of the Scope of Services hereunder, as well as information prepared by or on behalf of the Consultant.

To the extent that the CTA specifically designates, orally or in writing, any information furnished by the CTA as confidential information (“CTA Confidential Information”) such CTA Confidential Information and all information prepared by or on behalf of the Consultant based on CTA Confidential Information shall be subject to the provisions of this Section. The Consultant will ensure the confidentiality of this information in a manner using at least as great a degree of care as

Professional Services Agreement (rev. 8/16) Page 39

the manner used to maintain the confidentiality of the Consultant's own most confidential information. All Consultant Parties with access to the CTA Confidential Information must sign a Confidentiality Statement certifying that such person or entity will not disclose, publish, or otherwise make available to any person or party the CTA Confidential Information protected by the Contract. The Consultant acknowledges that the disclosure of any CTA Confidential Information will give rise to irreparable injury to the CTA, which cannot be adequately compensated in damages. Accordingly, the Consultant agrees that the CTA may obtain injunctive relief against disclosure or threatened disclosure of the CTA Confidential Information, in addition to such other remedies that may be available to the CTA in law or at equity. This paragraph of the Contract will survive the termination of this Contract.

17.3 Advertising and Publicity. The Consultant must not disclose, use or refer to this Contract or any of its terms, or the name of the CTA in any published articles, “white papers,” newsletters, advertising, publicity releases, promotional materials, materials distributed to existing or prospective customers or other informational materials for public release without the prior express written consent of the CTA. Notwithstanding the above, Consultant may identify the CTA as a customer or client in a general customer reference list or experience statement.

ARTICLE 18. SUBCONTRACTING & ASSIGNMENT

18.1 General The subcontracting of all or any part of the Services by Consultant shall not relieve Consultant from any of the obligations or conditions of this Contract. Consultant shall direct, coordinate, and control the activities of all Subconsultants with respect to the Services. The Consultant must supervise and direct the Services competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Services in accordance with the Contract. It is the Consultant’s responsibility to see that the Services complies with the Contract.

The work of any Subconsultant shall be subject to inspection and approval by CTA to the same extent as the work of Consultant is subject to inspection and approval under this Contract, and all subcontracts made by Consultant under the terms hereof shall so provide. Nothing contained in the Contract nor any subcontract shall create any contractual relationship between CTA and any Subconsultant, other than designating the CTA a third party beneficiary thereof, or create any obligation on the part of CTA to pay or cause the payment of any sums to any Subconsultant or grant any Subconsultant any rights as a third party beneficiary.

18.2 Assignments. All of the terms and conditions of this Contract will be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors, transferees, and assigns. The

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Consultant may not assign this Contract in whole or in part, or any Contract funds or claims due, or to become due, in each case without the written approval of the Director, Purchasing. In no case will such written approval relieve the Consultant from its obligations or change the terms of the Contract.

18.3 Subconsultants. The Consultant must submit for approval a detailed breakdown of its Subconsultants under this Contract by name and costs. The Consultant may replace or substitute a Subconsultant only with the prior written approval of the Chief Infrastructure Officer and Director, Purchasing.

The Consultant must require each Subconsultant to comply with all applicable provisions of this Contract but will not make this entire Contract part of any subcontract.

The Consultant must incorporate the following provisions into each agreement with a Subconsultant and require the same to be incorporated into all agreements with lower-tier Subconsultants: 1. Section 3.2 “Standard of Performance” 2. Section 5.7 “Taxes” 3. Section 5.8 “Prompt Payment” 4. Section 6.3 “Minimum Wage Policy” 5. Article 8 “Indemnity and Liability” 6. Article 12 “Events of Default, Remedies, Termination, Right to Offset, Suspension” (in all subcontracts in excess of $10,000) 7. Section 13.2 “Governing Law and Jurisdiction” 8. Section 13.7 “Contract Interpretation” 9. Section 15.2 “Compliance with 49 CFR Part 26” 10. Section 15.3 “Civil Rights” 11. Section 15.4 “Illinois Human Rights Act” 12. Section 15.5 “Fly America” 13. Section 15.7 “Ethics Ordinance” 14. Section 15.8 “Program Fraud and False or Fraudulent Statements and Related Acts” 15. Section 15.9 “Foreign Trade Restrictions” 16. Section 15.10 “Conflict of Interest” 17. Section 15.12 “No Federal Obligation to Consultant or Others” 18. Section 15.13 “Obligation to Comply with Changes in Federal Laws and Regulations” 19. Section 15.14 “Incorporation of Federal Transit Administration (FTA) Terms” 20. Section 15.15 “Environmental Requirements” 21. Section 15.18 “Obligation to Comply with the Illinois State Officials and Employees Ethics Act” 22. Section 15.20 “Ineligible Consultants” 23. Section 15.21 “Anti-Kickback Act” 24. Article 16 “Access and Records” 25. Article 17 “Ownership of Documents, Intellectual Property, Confidentiality” 26. All other provisions required by Laws and Regulations to apply to Subconsultants.

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This provision does not and will not operate to relieve the Consultant of any duty or liability under the Contract nor does it create any duty or liability on the part of the CTA.

[REMAINDER OF PAGE INTENTIONALLY BLANK]

Professional Services Agreement (rev. 8/16) Page 42

ACCEPTANCE

IN WITNESS WHEREOF, the parties hereto have executed this Contract on the day and year first above written.

Contract Number: [___] Not-to-exceed Contract Value: [___]

Dated this ______of ______, 2018, at Chicago, IL.

CONSULTANT CHICAGO TRANSIT AUTHORITY

By: ______By: ______(Signature) Dorval R. Carter, Jr., President

______Name Vice President, Purchasing ______Title

[If a corporation and signed by any person other than the president or vice-president, a certified copy of the resolution or by-law authorizing such person to sign must be attached to this Contract. Refer Section 20.3 for additional instructions and requirements.]

State of ______

County of ______Signed and sworn before me by the signatory whose name appears above on this:

______day of ______, 20______. (day) (month) (year)

My Commission expires: ______. Authorized by Ordinance No.: ______(Signature of Notary Public) of the Chicago Transit Board

______Assistant Secretary

Approved as to form and legality for the sole benefit of the CTA. Subject to proper authorization and execution thereof.

______Attorney

EXHIBITS

Exhibit 1 Scope of Services

Exhibit 2 Insurance Requirements

Exhibit 3 Disadvantaged Business Enterprise Special Conditions

Exhibit 4 LIQ Document

ATTACHMENTS

Attachment A List of Key Personnel & Staff Salary Ranges

Attachment B Team Organizational Chart

Attachment C Cost and Price Analysis Sheets

Attachment D Resumes of Key Personnel

Attachment E Conflict Mitigation Plan

Attachment F Certification of Primary Participant Regarding Debarment, Suspension, and other Responsibility Matters (Consultant)

Attachment G Certification of Lower Tier Participant Regarding Debarment, Suspension, and Other Responsibility Matters (Subconsultants)

Attachment H Certification of Restriction on Lobbying (Consultant and Subconsultants)

Attachment I Certification of Drug Free Workplace (Consultant and Subconsultants)

Attachment J DBE Forms and Schedules

Attachment K Disclosure of Ownership

Attachment L Freedom of Information Act Declaration

Attachment M LIQ Non-Disclosure Statement Prime Consultant (Consultant)

Attachment N LIQ Non-Disclosure Statement Subconsultant (Consultant and Subconsultants)

Attachment O LIQ Response

Appendix B Special Conditions Disadvantage Business Enterprise (DBE) Requirements

SPECIAL CONDITIONS DISADVANTAGED BUSINESS ENTERPRISE REQUESTS FOR PROPOSALS (RFP) LETTERS OF INTEREST AND QUALIFICATIONS (LIQ)

CONTRACT NUMBER: ______C18FT102164819

I. POLICY AND TERMS

A. The policy of the Chicago Transit Authority (CTA or Authority) is to create a level playing field on which Disadvantaged Business Enterprises (DBE) as defined in United States Department of Transportation (USDOT) Regulation 49 CFR Part 26, as revised from time to time, can complete fairly for CTA contracts, regardless of funding source.

B. The Authority has established the following DBE participation goal for this contract:

Disadvantaged Business Enterprise Goal:

35%

C. The CTA may establish separate DBE goals for the design work and construction work on this Project (“split DBE goals”). The design goal would pertain to all architectural, engineering, construction management, surveying and other professional services work pertaining to design. The construction goal would pertain to all work pertaining to building the structure that is designed. If the CTA has established split DBE goals for this Contract, it will be so noted in the box above next to the relevant percentage.

In the event the CTA establishes split DBE goals, the bidder must submit two separate, clearly marked Schedule Ds, one each for the design and construction portions of the contract. Each schedule must identify the total value of each portion of work, which includes but is not limited to overhead & profit, options, contingency, and allowances. The split DBE goal is intended to cover all of the work under the contract, and the two Schedule Ds should, when added together, constitute the contract price of all work. If the Contractor has any questions about whether any work constitutes design work or construction work, please ask CTA for clarification.

Split DBE goals are independent goals for each portion of the Work, and the Contractor will be independently evaluated for its performance in meeting each of the two goals.

D. In the case that the Proposer cannot provide completed schedules due to the nature of the Proposal (e.g. Design/Build), the submitted proposal is to include completed schedules, to the extent the proposer can identify DBE participation (e.g. design team) and a written commitment that the Proposer will comply with the DBE goal.

E. The DBE contract goal is expressed as a percentage of the total contract price (except for split DBE goals, described above). The Bidder may meet the DBE goal by evidencing

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Appendix C Freedom of Information Act Notice

participation by one or more certified DBEs. The Bidder may also meet the goal by documenting good faith efforts to meet the goal as described in 49 CFR Part 26 and as set forth in Section V below and/or by a combination of DBE participation and good faith efforts documentation. Any evidence of good faith efforts must be submitted with the sealed bid or the bid may be rejected in its entirety by the Authority.

F. The DBE contract goal shall apply to the total dollar value of this contract, inclusive of all goods, work or services added to the contract by amendments, modifications, options, or change orders. The Bidder agrees to make good faith efforts to include DBE participation equal to the goal percentage applied to the dollar amount of any goods, work or services so added. Failure to do achieve such DBE participation or make such good faith efforts and document them to the satisfaction of the Authority will be deemed an event of default under the contract.

G. The goal may be met, as further explained in Section IV hereof 1) by the Bidder’s status as a DBE, 2) by participation in a Joint Venture by one or more DBEs, 3) by subcontracting a portion of the work to one or more DBEs, 4) by the purchase of materials used in the performance of the contract from one or more DBEs or 5) by any combination of the above or through sufficient documentation of its good faith efforts to meet the DBE goal as defined in Section V hereof.

H. A Bidder who fails to meet the DBE goal and fails to demonstrate sufficient and reasonable good faith efforts to meet the goal shall not be eligible to be awarded the contract. All documentation of good faith efforts by a Bidder must be included in the envelope or package containing the bid.

I. The Authority prohibits agreements between a Bidder and a DBE in which the Bidder prohibits the DBE from providing subcontracting quotations to other Bidders. Such agreements will render the Bidder ineligible for contract award.

II. DEFINITIONS

A. “Area of Specialty” means the description of the DBE’s business, which has been determined by the Director of Diversity Programs to be most reflective of the DBE’s claimed specialty or expertise as stated in their certification in the IL UCP DBE Directory. Credit toward the DBE contract goal for this contract shall be limited to the participation of firms performing within their Area of Specialty. The Authority reserves the right to investigate and determine active DBE participation and applicable DBE credit specifically identified for this contract prior to award.

NOTICE: The Authority does not make any representations concerning the ability of any DBE to perform work within its Area of Specialty. It is the responsibility of the Bidder to determine the capability and capacity of the DBE firms to satisfactorily perform the work proposed.

B. “Authority” means the Chicago Transit Authority.

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C. “Bid” includes the following Authority purchasing requests: Invitation for Bids (IFB).

D. “Bidder” includes bidders and contractors. The terms “Bidder” and “Contractor” are used interchangeably in these Special Conditions.

E. “Commercial Useful Function” or “CUF” means that a DBE is responsible for execution of a distinct element of the work of a contract and carries out its responsibilities by actually performing, managing, and/or supervising the work involved. With respect to materials and supplies used on a contract, the DBE must be responsible for negotiating price, determining quantity and quality, ordering materials and installing (where applicable) and paying for the material itself. To determine whether a DBE is performing a commercially useful function, the Authority will evaluate the amount of work subcontracted, industry practices, and other relevant factors. However, it is not a commercially useful function when a DBE’s role is limited to that of an extra participant through which funds are passed to obtain the appearance of DBE participation on the contract.

F. “Disadvantaged Business Enterprise” or “DBE” means a small business certified by the Illinois Universal Certification Program (IL UCP) as a business owned and controlled by socially and economically disadvantaged individuals in accordance with USDOT Regulation 49 CFR Part 26.

G. “Directory” means the Directory of Certified Disadvantaged Business Enterprises maintained and published by IL UCP and entitled the “IL UCP DBE Directory.” The directory is available at https://webapps.dot.illinois.gov/UCP/ExternalSearch. Bidders are responsible for verifying the current certification status of all proposed DBE’s.

H. “Funding Source” means any source of funds used for an Authority contract. It includes, but is not limited to, funds provided by the US Department of Transportation (DOT), the Federal Transit Administration (FTA), the Illinois Department of Transportation (IDOT), the Regional Transportation Authority (RTA), the City of Chicago (City), the Federal Emergency Management Agency (FEMA), the Illinois Emergency Management Agency (IEMA), the US Department of Homeland Security (DHS) or the Department of Commerce and Economic Opportunity (DCEO).

I. “Good Faith Efforts” means efforts to achieve a DBE contract goal as specified in 49 CFR Part 26 and Section V hereof.

J. “IL UCP” means the Illinois Unified Certification Program.

K. “Joint Venture” means an association of two or more businesses to carry out a single business enterprise for profit, and for which purpose they combine their expertise, property, capital, efforts, skill and knowledge. Bidders may develop joint venture agreements as an instrument to provide participation by DBEs in contract work. A joint venture seeking to be credited for DBE participation may be formed among DBE firms or between a DBE firm and non-DBE firm.

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In order to qualify for credit as a DBE, the DBE must be responsible for a distinct, clearly defined portion of the work and the DBE must share in the capital contribution, control, management, risks and profits of the joint venture commensurate with its ownership interest.

L. “Purchasing Agent” means the Authority employee who holds the position of Vice President, Purchasing, or designee.

M. “Socially and Economically Disadvantaged Individuals” means any individual who is a citizen of the United States (or lawfully admitted permanent residents) and who is in the following groups, the members of which are rebuttably presumed to be socially and economically disadvantaged:

1. “Black Americans”, which includes persons having origins in any of the Black racial groups of Africa;

2. “Hispanic Americans”, which includes persons of Mexican, Puerto Rican, Cuban, Dominican, Central or South American, or other Spanish or Portuguese culture or origin, regardless of race;

3. “Native Americans”, which includes persons who are American Indians, Eskimos, Aleuts, or Native Hawaiians;

4. “Asian-Pacific Americans”, which includes persons whose origins are from Japan, China, Taiwan, Korea, Burma (Myanmar), Thailand, Malaysia, Indonesia, Vietnam, Laos, Cambodia (Kampuchea), the Philippines, Brunei, Samoa, Guam, the U.S. Trust Territories of the Pacific (Republic of Palau), and the Commonwealth of the Northern Marianas Islands, Macao, Fiji, Tonga, Kirbati, Jauvlu, Nauru, Federated States of Micronesia or Hong Kong; and

5. “Subcontinent Asian Americans”, which includes persons whose origins are from India, Pakistan, Bangladesh, Bhutan, the Maldives Islands, Nepal or Sri Lanka.

6. “Women”

7. Any additional groups whose members are designated as socially and economically disadvantaged by the SBA, at such time as the SBA designation becomes effective.

The Director of Diversity may determine on a case-by-case basis that individuals who are not members of one of the above-listed groups are socially and economically disadvantaged.

N. “Subcontractor” means the individual or firm that has a subordinate contract to that of the Contractor under which the materials or equipment are supplied or services or labor is performed.

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O. “USDOT” or “DOT” refers to the U.S. Department of Transportation.

III. JOINT VENTURES

The Director of Diversity will evaluate the Joint Venture agreement submitted on behalf of the proposed Joint Venture and all related documents to determine whether these DBE requirements have been satisfied. In addition, the Director of Diversity will consider the record of the joint venturers as joint venturers on other Authority contracts, if any.

NOTE: DBE/non-DBE Joint Ventures are creditable at any tier. Whenever a Joint Venture is proposed as the prime Contractor, Authority requires that each joint venturer sign the bid submitted to the Authority.

IV. COUNTING DBE PARTICIPATION TOWARD THE CONTRACT GOAL

The inclusion of any DBE by the Bidder in its bid documents shall not conclusively establish the Bidder’s eligibility for full DBE credit for the firm’s participation in the contract. The amount of DBE participation credit shall be based upon an analysis by the Director of Diversity of the specific duties which will be performed by the DBE.

The Bidder may count toward its DBE goal only expenditures to firms which are currently certified by the IL UCP and which perform a CUF.

To determine whether a firm is performing a CUF, the Director of Diversity will evaluate the amount of work subcontracted, industry practices and other relevant factors. The Director of Diversity reserves the right to deny or limit DBE credit to the Bidder where any DBE is found to be engaged in substantial pass-through activities with others.

DBE participation shall be counted toward the DBE goal in the contract as follows:

A. Once a DBE is determined to be eligible in accordance with these rules, the total dollar value of the contract awarded to the DBE may be counted toward the DBE goal except as indicated below.

B. A Bidder may count toward its DBE goal that portion of the total dollar value of a contract with an eligible Joint Venture equal to the distinct, clearly defined portion of the work of the contract that the DBE performs with its own forces. The Joint Venture agreement must clearly state the work to be performed by the DBE and the method of allocating a dollar value to that work for counting toward compliance with the DBE goal.

C. Consistent with normal industry practices, a DBE may enter into its own subcontracts. If a DBE subcontracts more than thirty percent (30%) or a significantly greater portion of the work of the contract than would be expected on the basis of normal industry practices, the DBE shall be presumed not to be performing a commercially useful function. Evidence may be presented by the Bidder involved to rebut this presumption.

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D. When a DBE subcontracts a part of the work under the contract to another firm, the value of the subcontracted work may only be counted towards the DBE goal if the DBE’s Subcontractor is itself a DBE. Work that a DBE subcontracts to a non-DBE firm does not count towards the DBE goal.

E. The Bidder may count one-hundred percent (100%) of its expenditures for materials and supplies required under the contract and which are obtained from a DBE manufacturer towards the DBE goal. The Bidder may count sixty percent (60%) of its expenditures for material and supplies under the contract obtained from a DBE regular dealer towards its DBE goal. The terms “manufacturer” and “regular dealer” are defined in 49 CFR Part 26.55(e)(1)(ii) and (2)(ii).

F. The Bidder may count towards its DBE goal expenditures to DBEs which are not manufacturers or regular dealers, such as fees or commissions charged for services and assistance in the procurement of essential personnel, facilities, equipment, materials or supplies and transportation charges as set forth in 49 CFR Part 26. However, the Director of Diversity must determine the fee or charge to be reasonable and not excessive as compared with fees or charges customarily allowed for similar services.

G. The Bidder must use good business judgment when negotiating with Subcontractors and take a DBE’s price and capabilities into consideration. The fact that there may be some additional costs involved in finding and using DBE firms is not sufficient reason to fail to meet the DBE goal set forth in the contract, as long as such costs are reasonable.

V. GOOD FAITH EFFORTS

In order to be responsive, a Bidder must make good faith efforts to meet the DBE contract goal set forth in the contract. The Bidder must document the good faith efforts it made in that regard. Thus, the Bid submitted to the Authority must be accompanied by written documentation prepared by the Bidder evidencing all of its sufficient and reasonable good faith efforts toward fulfilling the goal. These efforts must be active steps, and ones, which could reasonably be expected to lead to sufficient DBE participation to meet the contract DBE contract goal. Mere pro forma efforts are not acceptable and will be rejected by the Director of Diversity.

Good Faith Efforts require that the Bidder consider all qualified DBEs who express an interest in performing work under the contract. This means that the Bidder cannot reject a DBE as unqualified unless the Bidder has sound reasons based on a thorough investigation of the DBE’s capabilities. Further, the DBE’s standing within its industry, membership in specific groups, organizations or associations and political or social affiliations (for example, union vs. non-union employee status) are not legitimate causes for the rejection or non-solicitation of DBE bids in the Contractor’s efforts to meet the contract DBE contract goal.

The following list, which is not exclusive or exhaustive, sets forth the types of actions, which indicate good faith efforts on the part of a Bidder to meet the DBE goal. The extent and type of

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actions required will vary depending on such things as industry practice; the time available for submitting a bid and the type of contract involved.

A. Implementation of the outreach activities and utilization efforts as described in Contractor’s Diversity Outreach Plan, as evidenced in the reports and documentation provided in accordance with Section VII.

B. Attendance at a pre-bid meeting, if any, scheduled by the Authority to inform DBEs of subcontracting opportunities under a given solicitation.

C. Advertisement in general circulation media, trade association publications, and minority- focus media for at least twenty (20) days before bids are due. If 20 days are not reasonably available due to the timing of the Authority’s bid opening date, publication for a shorter reasonable time is acceptable.

D. Written notification to capable DBEs that their interest in the contract is solicited.

E. Documentation of efforts to negotiate with DBEs for specific sub-contracts including at a minimum:

1. The names, addresses, and telephone numbers of DBEs that were contacted and the date(s) of contact;

2. A description of the information provided to DBEs regarding the plans and specifications for portions of the work to be performed; and

3. A statement explaining why additional agreements with DBEs were not reached.

F. For each DBE the Bidder contacted but rejected as unqualified, the reason for the Bidder’s conclusion.

G. Documentation of efforts made to assist the DBEs contacted that needed assistance in obtaining bonding or insurance required by the Bidder or the Authority.

H. Documentation of efforts to utilize the services of small business organizations, community and contractor groups to locate qualified DBEs.

I. Documentation that the Bidder has broken out contract work items into economically feasible units in fields where there are available DBE firms to perform the work.

J. Evidence that adequate information was provided to interested DBEs about the plans, specifications and requirements of the contract, and that such information was communicated in a timely manner.

K. Documentation of any efforts made to assist interested DBEs in obtaining necessary equipment, supplies, materials or related assistance or services from third parties.

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VI. GOOD FAITH EFFORTS RECONSIDERATION

If it is determined that the apparent successful low Bidder(s) has failed to show good faith efforts to meet the contract DBE goal through participation, documentation of good faith efforts to meet the contract goal and/or a combination of the two, the Authority will provide it with ONE opportunity for administrative reconsideration before the Authority awards the contract to another Bidder. This reconsideration will include the following:

A. The Bidder will be permitted to either provide written evidence or to present oral argument at a pre-scheduled time that the documentation it submitted with its bid met the DBE goal and/or documented good faith efforts to do so. No new evidence of good faith efforts may be presented after the bid submission deadline.

B. The Authority’s Reconsideration Officer will review the evidence presented by the Bidder and issue a written determination that the Bidder has: 1) met the DBE goal; 2) not met the DBE goal but has made adequate good faith efforts to do so; or 3) has not met the DBE goal and the good faith efforts made were not adequate.

C. The decision of the Authority’s Reconsideration Officer is final and may not be appealed to the Authority or its funding agencies.

D. The Authority will not award a contract to any Bidder who does not meet the contract DBE contract goal through participation by DBEs on the proposed contract or documentation of sufficient good faith efforts to meet that goal or a combination of the two. Thus, it is essential that all Bidders submit ALL relevant documentation concerning DBE participation on the proposed contract and/or good faith efforts to meet the DBE goal in the envelope or package containing their sealed bids.

VII. PROCEDURE TO DETERMINE BID COMPLIANCE

A. If the Bidder is a Joint Venture, the Bidder as well as the Joint Venture partner MUST complete and sign Schedule B.

B. A DBE Subcontractor of any tier, DBE Joint Venture partner and/or the Bidder if it is a DBE MUST complete and sign Schedule C.

C. The Bidder MUST complete and sign Schedule D.

D. All completed Schedules MUST be submitted at the same time as or prior to submittal of the sealed bid. In addition, any documentation evidencing the Bidder’s good faith efforts to meet the contract DBE goal must be submitted with the bid. Any bids submitted without completed and executed Schedules as indicated above and/or evidence of good faith efforts will be deemed non-responsive and their bids will be rejected by the Authority.

E. Letters of Certification

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1. A copy of each proposed DBE firm’s current Letter of Certification or No Change Affidavit (“NCA”) from the DBE’s certifying agency should be submitted with the bid.

ALL CERTIFICATIONS MUST BE PRE-CERTIFICATIONS. This means that the DBE’s certification must be issued before the due date for bids.

2. All Letters of Certification or NCA issued by the DBE’s certifying agency must include a statement of the DBE firm’s area of specialization, relevant North American Industry Classification System (“NAICS”) codes, and appropriate DBE goal credit (see Section IV. COUNTING DBE PARTICIPATION TOWARD THE CONTRACT GOAL). The DBE’s scope of work set forth on Schedule C must conform to its stated area of specialization. Where a DBE is proposed to perform work not covered by its area of specialization, the DBE must request an expansion of its area of specialization from its certifying agency in writing prior to the time set by the Authority for bid opening. Further, the DBE’s request for a new area of specialization must be approved by the certifying agency so that the DBE is certified in the expanded area of specialization prior to the award of the contract.

F. Joint Ventures

1. Where the Bidder is a Joint Venture that includes a DBE joint venturer, the Bidder must submit a fully executed copy of the Joint Venture agreement with its bid. The Joint Venture agreement must show that the DBE firm will be responsible for a clearly defined portion of the work to be performed, and that the DBE firm’s capital contribution, control, management, risks and profits are commensurate with its ownership interest.

2. Further, if the Bidder is counting the DBE joint venturer’s participation in the Joint Venture toward meeting the DBE goal on Schedule B, the Joint Venture agreement must include specific details related to: 1) contributions of capital and equipment by each Joint Venture member; 2) work items to be performed by the DBE’s own forces and the dollar value thereof; 3) work items to be performed under the supervision of the DBE; 4) the DBE’s management, supervisory and operating personnel to be dedicated to the performance of the project and the dollar value thereof; and (5) the authority of each joint venturer to contractually obligate the Joint Venture and to expend funds. Failure to submit a copy of a Joint Venture agreement that addresses each of the foregoing requirements will result in the DBE participation in the Joint Venture being ineligible for counting toward the DBE goal and cause the Joint Venture to be considered by the Authority to be non-responsible and its bid to be non-responsive.

G. Bidders List

The Bidder must also create a Bidders List, consisting of information about all

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Subcontractors that submitted a Bid or quote. The Bidders List will include the name, address, DBE/non-DBE status, age of firm and the appropriate range of annual gross receipts. A form for creating the Bidder’s List included in this IFB.

VIII. REPORTING REQUIREMENTS DURING THE TERM OF THE CONTRACT

A. The Bidder shall, within seven (7) calendar days of contract award, or prior to any work being performed by any Subcontractor of any tier, execute written subcontracts or purchase orders with the Subcontractors included in the Bid. In the event the Bidder cannot complete the agreement with one or more Subcontractors within this seven (7) day period, the Bidder must provide a written explanation for the delay and an estimated date by which the written agreement will be completed to the Director of Diversity. These written agreements shall be made available to the Director of Diversity upon request. All contracts between the Bidder and its Subcontractors must contain the following clauses as set forth in section IX and XI herein: prompt payment clause, retainage clause, and non- discrimination clause.

B. The Contractor must utilize the Authority’s Diversity Management System (“B2GNow”), https://cta.dbesystem.com/, which provides the Contractor an easy-to-use, web-based service for reporting payments rendered to all Subcontractors.

The Contractor will receive an electronic alert for every payment received from the Authority and must report all Subcontractor payments in B2GNow no later than seven (7) calendar days after paying the Subcontractor(s). Failure to follow these directions may delay payment.

C. The Contractor will be expected to respond to desk audits performed at the contract’s quarterly milestones. Requests for information will include, but are not limited to, subcontractor invoices and proof of payment (i.e. cancelled check or electronic fund transfer (“EFT”) statement).

IX. PROMPT PAYMENT TO SUBCONTRACTORS

A. The Contractor is required to pay each first tier Subcontractor for all Work that the Subcontractor has performed to the satisfaction of the CTA no later than fourteen (14) days after the Contractor has received payment from the CTA for that Work, and each tier of Subcontractors must likewise pay the next lower tier of Subcontractors within fourteen (14) calendar days after receiving payment. The Contractor agrees to include these assurances in all subcontracts, and require its Subcontractors to include these assurances in their subcontracts.

B. If this Contract provides for retainage, the CTA will make partial payments of retainage amounts for distinct portions of the Work that have been satisfactorily completed; the Contractor must then remit to each first-tier Subcontractor its share of any retainage within fourteen (14) days after receipt of such retainage from CTA, and each tier of Subcontractors must likewise remit retainage to the next lower tier of Subcontractors within fourteen (14)

CTA DBE Special Conditions Revised 12.01.2017 Page 10 of 15

calendar days after receiving payment. If this Contract does not provide for retainage, then neither Contractor nor any Subcontractor may withhold retainage from a Subcontractor. Retainage must be reported in B2GNow. The Contractor agrees to include these assurances in all subcontracts, and require its Subcontractors to include these assurances in their subcontracts.

C. A delay in or postponement of payment to the Subcontractor requires good cause and prior written approval of the Authority.

D. The Contractor is required to include, in each subcontract, a clause requiring the use of appropriate arbitration mechanisms to resolve all payment disputes.

E. The Authority will not pay the Contractor for work performed unless and until the Contractor ensures that the Subcontractors have been promptly paid for the work they have performed under all previous payment requests, as evidenced by the filing with the Authority of lien waivers, canceled checks (if requested) and the Contractor’s sworn statement that it has complied with the prompt payment requirements. Prime Contractors must submit a prompt payment affidavit (form to be provided by the Authority) which identify each Subcontractor (both DBE and non-DBE) and the date and amount of the last payment to such Subcontractor, with every payment request filed with Authority, except for the first payment request, on every contract with the Authority.

F. Failure to comply with these prompt payment requirements is a breach of the Contract which may lead to any remedies permitted under law, including, but not limited to, Contractor debarment. In addition, Contractor’s failure to promptly pay its Subcontractors may also be subject to the provisions of 50 ILCS 505/9.

X. DBE SUBSTITUTIONS

A. Arbitrary changes by the Bidder of the DBE participation commitments previously indicated in Schedule D are prohibited. No changes may be made by the Bidder to the DBE firms listed on Schedule D after the opening of Bids but prior to contract award. However, in the event the Purchasing Agent, after consulting with the Diversity Programs Department, determines that a critical DBE Subcontractor is non-responsible, the Authority may require that Bidder replace the non-responsible DBE Subcontractor prior to contract award. In that event, Bidder must replace the non-responsible DBE Subcontractor with a responsible, certified DBE Subcontractor or document adequate good faith efforts as set forth in Section V hereof, must submit all information required in subsection C.5 hereof, and must receive the prior written approval of the Director of Diversity for such substitution.

B. Further, after contract award, the Contractor shall neither terminate a DBE subcontract for convenience, nor reduce the scope of the work to be performed by a DBE, nor decrease the price to a DBE, without receiving prior written approval of the Director of Diversity. Such approval is required even if the DBE agrees with the change to the DBE’s Subcontract desired by the Contractor.

CTA DBE Special Conditions Revised 12.01.2017 Page 11 of 15

C. It may become necessary, at times, for the Contractor to substitute a Subcontractor in order to complete the contract work. The substitution procedure to be followed when the Subcontractor being substituted is a DBE is:

1. The Contractor must immediately notify the Purchasing Agent and the Director of Diversity, in writing, of the proposed substitution of Subcontractor. The Contractor’s notification must include the specific reasons it intends to reduce the scope of or terminate a DBE subcontract; adequate documentation to support the Contractor’s proposed action; and a proposed substitute firm to complete the DBE’s portion of work.

2. Before transmitting the request for substitution to the Director, Diversity Programs, the contractor must give notice in writing to the DBE subcontractor of its intent to terminate and/or substitute and the reason for the request. The Contractor must give the DBE five (5) calendar days to respond to the request and advise the Authority and the Contractor of the reasons, if any, why it objects to the proposed termination of its subcontract. If required in a particular case as a matter of public necessity (e.g., safety), the Contractor may provide a response period shorter than five days.

3. The following is a non-exclusive list of the types of reasons, which justify substitution: the DBE was found not to be able to perform, or not to be able to perform on time; the DBE’s work product was not acceptable; the DBE demands an unreasonable escalation of its price.

4. The following is a non-exclusive list of the types of reasons which do not justify substitution: a replacement firm has been recruited by the Contractor to perform the same work under more advantageous terms; performance issues by the DBE were disputed and every reasonable effort to have the dispute resolved or mediated has not been taken; the DBE has requested a reasonable price escalation which may be justified due to unforeseen circumstances (e.g., a change in scope of DBE’s work).

5. If the Subcontractor to be substituted for the DBE is not a DBE, the Contractor must document adequate good faith efforts as set forth in Section V hereof.

6. The Contractor’s request for approval of a substitution must include the name, address, and principal official of the proposed substitute Subcontractor and the dollar value and scope of work of the proposed subcontract. If the new Subcontractor is a DBE, all DBE affidavits and documents required by Schedule C shall be attached.

7. The Authority will evaluate the submitted documentation and respond within fifteen (15) calendar days to the request for approval of the substitution. The Authority’s response may approve the request, seek more information, and request an interview to clarify the problem or reject the proposed DBE substitution, with the reasons for the rejection stated in the Authority’s response. In the case of an expressed emergency need to receive the necessary decision for the sake of job progress, the

CTA DBE Special Conditions Revised 12.01.2017 Page 12 of 15

Authority will respond as soon as practicable.

8. Actual substitution by the Contractor may not be made prior to the Authority’s approval. Once notified of the Authority’s approval, the substitute subcontract must be executed within five (5) calendar days, and a copy submitted to the Director of Diversity.

D. The Authority will not approve extra payment for escalated costs incurred by the Contractor when a substitution of Subcontractors becomes necessary in order to comply with the DBE requirements of the contract.

XI. NON-COMPLIANCE

A. Failure to comply with the DBE requirements of the contract or with the DBE substitution procedures or failure to use DBEs as stated in the Bid constitutes a material breach of contract. The Director of Diversity shall have the discretion to recommend to the Authority’s Purchasing Agent that the Authority apply suitable sanctions to the Contractor if the Contractor is found to be in non-compliance with the DBE requirements. Such sanctions include, but are not limited to, withholding payment to the Contractor until corrective action is taken; suspension and/or termination of the contract, in whole or in part; declaring the Contractor non-responsible; and debarring or suspending the Contractor from entering into future contracts with the Authority.

B. The failure by the Contractor to use a DBE Subcontractor to the extent the Contractor committed to use said DBE gives the underutilized DBE specific contract remedies, including the right to damages, the right to resolve the dispute by binding arbitration before an independent arbitrator and the right to recover its reasonable expenses, including attorneys’ fees, if the DBE is the prevailing party, as follows:

1. Damages. In the event the Contractor has not complied with the contractual DBE percentage and the change to the contractual DBE usage has not been approved by the Authority, an affected DBE may recover from the Contractor damages suffered by said DBE as a result of being underutilized. This provision is intended for the benefit of any DBE affected by underutilization and grants such entity third party beneficiary rights under the contract. Any rights conferred by this provision are non- waivable and take precedence over any conflicting provisions in the agreement between the Contractor and the DBE.

2. Arbitration procedures. If requested by the DBE, the DBE shall have the right to initiate binding arbitration of any dispute concerning damages suffered as a result of being underutilized. A DBE desiring to arbitrate must notify the Contractor in writing to initiate the arbitration process. Unless the affected parties agree to a different schedule in writing, within ten (10) days of receipt by the Contractor of the intent to arbitrate from the DBE, the above-described disputes must be arbitrated in accordance with the Commercial Arbitration Rules of the American Arbitration Association (“AAA”), a not-for-profit agency, with an office at 225 North Michigan

CTA DBE Special Conditions Revised 12.01.2017 Page 13 of 15

Avenue, Suite 2527, Chicago, Illinois 60601-7601. All such arbitrations must be initiated by the DBE filing a demand for arbitration with the AAA; must be conducted by the AAA; and must be held in Chicago, Illinois.

3. Fees. All fees of the arbitrator are the initial responsibility of the DBE; provided, however, that the arbitrator is authorized to award reasonable expenses, including attorneys’ and arbitrator fees, as damages to a prevailing DBE.

4. Entry of judgment. Judgment upon the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

C. In addition, federal and state laws apply to false representations, deception and fraud:

1. Illinois Law. Under Illinois law, it is a Class 2 felony to make certain false representations as to the status of a person or entity in obtaining a governmental contract. In addition, any person convicted of this felony offense must pay to the governmental unit that issued the contract a penalty equal to one and a half times the amount of the contract. (720 ILCS 5/17-29)

2. Federal Law. False, fraudulent, or deceitful statements made in connection with DBE participation in DOT assisted programs could also result in liability under 49 CFR Part 31, Program Fraud and Civil Remedies and possible prosecution under 18 U.S.C. 1001.

D. If the Contractor does not pay any Subcontractor listed on a pay request or return a Subcontractor’s retainage within the time limits required under the Prompt Payment provision of the contract, the Contractor must pay the Subcontractor an additional amount for interest at the lower of one percent (1%) per month or the highest lawful rate on the outstanding balance, for each month, prorated per diem for any partial month, that the Contractor fails or refuses to pay the Subcontractor. All agreements between the Contractor and its Subcontractors must provide for interest as set forth herein for all contracts.

E. The Contractor or Subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. The Contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by the Contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as the Authority deems appropriate. The Contractor agrees to include this assurance in all subcontracts.

F. The Contractor and Subcontractor shall comply with the requirements of the Illinois Human Rights Act (775 ILCS 5/1-100, et seq.) and the Illinois Public Works Employment Discrimination Act (775 ILCS 5/10/0.01, et seq.) and shall refrain from unlawful discrimination under Illinois law in the performance of this contract. The failure by the Contractor to carry out these requirements is a material breach of this contract, which may

CTA DBE Special Conditions Revised 12.01.2017 Page 14 of 15

result in the termination of this contract or such other remedy as the Authority deems appropriate. The Contractor agrees to include this assurance in all subcontracts.

XII. RECORD KEEPING

The Contractor shall maintain records of all relevant data with respect to the utilization of DBEs and shall retain these records for a period of at least three (3) years after final acceptance of the work. Full access to said records shall be granted to the Authority, its Federal and/or State funding agencies, the U.S. Department of Justice, the USDOT, the Illinois Office of Inspector General and any duly authorized representatives thereof.

XIII. MINORITY FINANCIAL INSTITUTIONS

The Bidder is encouraged to utilize financial institutions owned and controlled by socially and economically disadvantaged individuals and community banks. Information about such institutions is available on-line at http://www.federalreserve.gov/releases/mob/current/default.htm and https://www.fdic.gov/regulations/resources/cbi/data.html.

CTA DBE Special Conditions Revised 12.01.2017 Page 15 of 15

ASSISTANCE AGENCIES The following agencies are available to prospective bidders for assistance. Alliance of Business Leaders & Entrepreneurs Black Contractor United (BCU) (ABLE) 150 N. Michigan Ave. 11906 S. Michigan Ave. Suite 2800 Chicago, IL 60601 Chicago, IL 60628 Contact: Donna Gaines Contact: Belinda Henderson Phone: (312) 624-7733 Phone: (773) 483-4000 Fax: (312) 275-7841 Fax: (773) 483-4150 Email: [email protected] Email: [email protected] / [email protected] Website: www.ablechicago.com Website: www.blackcontractorsunited.com Services Services x Business Development x Business Development

Chatham Business Association (CBA) Chicago Minority Business Development Council, Inc. (CMBDC) 8441 S. Cottage Grove Ave. 105 W. Adams St. Suite 2300 Chicago, IL 60619 Chicago, IL 60603 Contact: Melinda Kelly Contact: Shelia C. Hill Morgan Phone: (773) 994-5006 Phone: (312) 755-8880 Fax: (773) 994-9871 Fax: (312) 755-8890 Email: [email protected] Email: [email protected] Website: www.cbaworks.org Website: www.cmbdc.org Services Services x Business Development x Business Development x Certification Assistance x Certification Assistance x Technical Assistance Chicago Urban League (CUL) Federation of Women Contractors (FWC)

4510 S. Michigan Ave. 5650 S. Archer Ave.

Chicago, IL 60653 Chicago, IL 60638 Contact: Kenya Spann Contact: Joan Anderse Phone: (773) 285-5800 Phone: (312) 360-1122 Fax: (773) 285-7772 Fax: (312) 360-0239 Email: [email protected] Email: [email protected] Website: www.thechicagourbanleague.org Website: www.fwcchicago.com Services Services x Business Development x Business Development ASSISTANCE AGENCIES The following agencies are available to prospective bidders for assistance. Hispanic-American Construction Industry Illinois Hispanic Chamber of Commerce (IHCC) Association (HACIA) 650 W. Lake Street 222 W. Merchandise Mart Plaza Suite 415 Suite 1212, c/o 1871 Chicago, IL 60661 Chicago, IL 60654 Contact: Jorge Perez Contact: Omar Duque Phone: (312) 575-0389 Phone: (312) 425-9500 Fax: (312) 575-0544 Fax: N/A Email: [email protected] Email: [email protected] Website: www.haciaworks.org Website: www.ihccbusiness.net Services Services x Business Development x Business Development x Certification Assistance x Certification Assistance x Technical Assistance x Technical Assistance Latin American Chamber of Commerce (LACC) Philippine American Chamber of Commerce of Greater Chicago (PACCGC) 3512 W. Fullerton Ave. 3413 N. Milwaukee Ave.

Chicago, IL 60647 Chicago, IL 60641 Contact: D. Lorenzo Padron Contact: James Villar Phone: (773) 252-5211 Phone: (773) 340-1632 Fax: (773) 252-7065 Fax: N/A Email: [email protected] Email: [email protected] Website: www.LACCUSA.com Website: www.paccgc.org Services Services x Business Development x Business Development x Certification Assistance x Certification Assistance x Technical Assistance x Technical Assistance Women’s Business Development Center Women Construction Owners & Executives (WBDC) (WCOE) 8 S. Michigan Ave. 308 Circle Avenue 4th Floor Chicago, IL 60603 Forest Park, IL 60130 Contact: Freida Curry Contact: Mary Kay Minaghan Phone: (312) 853-3477 Phone: (708) 366-1250 Fax: (312) 853-0145 Fax: (708) 366-5418 Email: [email protected] E-mail: [email protected] Website: www.wbdc.org Website: www.wcoeusa.org Services Services x Business Development x Business Development x Certification Assistance x Certification Assistance x Technical Assistance x Technical Assistance ASSISTANCE AGENCIES The following agencies are available to prospective bidders for assistance.

Project information and current DBE directory of certified local and out-of-state companies are available.

Chicago Transit Authority Chicago Transit Authority Project Information Diversity Programs Information Purchasing Department Diversity Programs Department 567 W. Lake St. 567 W. Lake St. Chicago, IL 60661-1465 Chicago, IL 60661-1465 Fax: (312) 681-2405 Fax: (312) 681-2495

Director, Purchasing Interim Senior Manager, Diversity Programs John Reinitz JuanPablo Prieto Phone: (312) 681-2420 Phone: (312) 681-2600 E-mail: [email protected] E-mail: [email protected] GUIDANCE CONCERNING GOOD FAITH EFFORTS (49 CFR – 26.53)

In order to be responsive, a bidder must make good faith efforts to meet the DBE participation goal set forth in the contract. The bidder must document the good faith efforts it made in that regard. Thus, the Bid submitted to the Authority must be accompanied by written documentation prepared by the bidder evidencing all of its sufficient and reasonable good faith efforts toward fulfilling the goal. These efforts must be active steps, and ones, which could reasonably be expected to lead to sufficient DBE participation to meet the contract DBE participation goal. Mere pro forma efforts are not acceptable and will be rejected by the General Manager, DBE Program. Good Faith Efforts require that the bidder consider all qualified DBEs, who express an interest in performing work under the contract. This means that the bidder cannot reject a DBE as unqualified unless the bidder has sound reasons based on a thorough investigation of the DBE’s capabilities. Further, the DBE’s standing within its industry, membership in specific groups, organizations or associations and political or social affiliations (for example, union vs. non-union employee status) are not legitimate causes for the rejection or non- solicitation of bids in the Contractor’s efforts to meet the contract DBE participation goal. The following list, which is not exclusive or exhaustive, sets forth the types of actions, which indicate good faith efforts on the part of a bidder to meet the DBE goal. The extent and type of actions required will vary depending on such things as industry practice; the time available for submitting a bid and the type of contract involved.

o Attendance at a pre-bid meeting, if any, scheduled by the Authority to inform DBEs of subcontracting opportunities under a given solicitation. o Advertisement in general circulation media, trade association publications, and minority-focus media for at least twenty (20) days before bids are due. If 20 days are not available, publication for a shorter reasonable time is acceptable. o Written notification to capable DBEs that their interest in the contract is solicited. o Documentation of efforts to negotiate with DBEs for specific sub-contracts including at a minimum: x The names, addresses, and telephone numbers of DBEs that were contacted and the date(s) of contact. x A description of the information provided to DBEs regarding the plans and specifications for portions of the work to be performed. x A statement explaining why additional agreements with DBEs were not reached. o For each DBE the bidder contacted but rejected as unqualified, the reason for the bidder’s conclusion. o Documentation of efforts made to assist the DBEs contacted that needed assistance in obtaining bonding or insurance required by the bidder or the Authority. o Documentation of efforts to utilize the services of small business organizations, community and contractor groups to locate qualified DBEs. o Documentation that the bidder has broken out contract work items into economically feasible units in fields where there are available DBE firms to perform the work. o Evidence that adequate information was provided to interested DBEs about the plans, specifications and requirements of the contract, and that such information was communicated in a timely manner. o Documentation of any efforts made to assist interested DBEs in obtaining necessary equipment, supplies, materials or related assistance or services. DBE – SCHEDULES INSTRUCTION PAGE

1. Do not submit Instructions Page. 2. Joint ventures that intend to count participation by a DBE as a joint venture partner toward the DBE goal must complete Schedule B and attach a copy of the joint venture agreement. The DBE joint venture partner(s) must also complete a Schedule C and be included on the Schedule D. 3. All DBE firms included on DBE utilization plan must complete a Schedule C. a. Schedule C-1 is to be used for CONSTRUCTION contracts, excluding design/build. b. Schedule C-2 is to be used for NON-CONSTRUCTION contracts, excluding task order based contracts. c. Schedule C-3 is to be used for TASK ORDER BASED contracts, including design/build construction contracts. 4. Identify all DBE firms (1st tier, 2nd tier, etc.) for total DBE utilization on Schedule D. If you need to use additional pages, number pages accordingly 5. Verify that all Schedules are filled out completely; compliance staff cannot make assumptions for blank spaces. 6. Attach a copy of each DBE’s most recent Letter of Certification and include the date of the DBE’s next No-Change Affidavit (NCA). 7. When calculating DBE participation percentage, use total bid amount (including overhead and profit) as the denominator. 8. Use the chart below for counting credit based on the work the DBE firm will be performing. Subcontracting firms performing labor or services on the contract that are not identified in the work categories below will receive 100% credit pending review by the Authority:

DBE WORK CATEGORIES Work Categories Credit (%) Joint Venture partner 100% of work performed Manufacturer 100% Trucking 100% Regular Dealer 60% Broker Fees and/or commission

Definitions

Joint venture: An association of a DBE firm and one or more other firms to carry out a single, for-profit business enterprise, for which the parties combine their property, capital, efforts, skills and knowledge, and in which the DBE is responsible for a distinct, clearly defined portion of the work of the contract and whose share in the capital contribution, control, management, risks, and profits of the joint venture are commensurate with its ownership interest. Manufacturer: A firm that operates or maintains a factory or establishment that produces, on the premises, the materials, supplies, articles, or equipment required under the contract and of the general character described by the specifications. Trucking: A firm that owns and operates at least one fully licensed, insured, and operational truck. If the DBE leases trucks from a non-DBE firm, credit will only be assessed for the total value of transportation services provided by non-DBE leased trucks equipped with drivers not to exceed

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 1 of 2 DBE – SCHEDULES INSTRUCTION PAGE the value of transportation services on the contract provided by DBE-owned trucks or leased trucks with DBE employee drivers. Regular Dealer: A firm that owns, operates, or maintains a store, warehouse, or other establishment in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business. Broker dealers: A supplier that is neither a manufacturer nor a regular dealer.

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 2 of 2 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE

JOINT VENTURE INFORMATION

a. NAME OF JOINT VENTURE: ______

b. ADDRESS: ______

c. PHONE NUMBER: ( ) -

JOINT VENTURE PARTNERS INFORMATION (attach additional pages if necessary)

a. FIRM A

i. FIRM NAME: ______

ii. ADDRESS: ______

iii. PHONE NUMBER: ()-

iv. DBE CERTIFIED: YES NO

b. FIRM B

i. FIRM NAME: ______

ii. ADDRESS: ______

iii. PHONE NUMBER: ()-

iv. DBE CERTIFIED: YES NO

c. FIRM C

i. FIRM NAME: ______

ii. ADDRESS: ______

iii. PHONE NUMBER: ()-

iv. DBE CERTIFIED: YES NO

ROLE(S) OF DBE FIRM(S) (attach additional pages if necessary)

Describe the role(s) of the DBE firm(s) in the joint venture: ______

______

______

______

______

______

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 1 of 8 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE JOINT VENTURE AGREEMENT

Attach a copy of the joint venture agreement.

In order to demonstrate the DBE venture(s)’s share in the ownership, control management responsibilities, risks and profits of the joint venture, the proposed joint venture agreement must include specific details related to: (1) the contributions of capital and equipment; (2) work items to be performed by the DBE's own forces, (3) work items to be performed under the supervision of the DBE venture(s); and (4) the commitment of management, supervisory and operative personnel employed by the DBE to be dedicated to the performance of the project.

DBE CERTIFICATION

Attach a copy of the DBE firm(s) certification letter which shows the date of their next No Change Affidavit (NCA).

JOINT VENTURE OWNERSHIP

a. AGREEMENTS

Attach a copy of all written agreements between the firms concerning this project.

b. PERCENTAGE OF OWNERSHIP

i. DBE OWNERSHIP PERCENTAGE(S): ______%

ii. NON-DBE OWNERSHIP PERCENTAGE(S): ______%

c. PROFIT & LOSS

i. DBE OWNERSHIP PERCENTAGE(S): ______%

ii. NON-DBE OWNERSHIP PERCENTAGE(S): ______%

d. CAPITAL CONTRIBUTIONS (attach additional pages if necessary) Provide a detailed description of the initial and anticipated on-going financial contributions for each firm participating in this joint venture.

______

______

______

______

e. CONTRIBUTION OF EQUIPMENT (attach additional pages if necessary) Provide a detailed description of equipment to be provided by each firm participating in this joint venture. Description should include the type, quality, and quantities.

______

______

______

______

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 2 of 8 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE

f. OTHER APPLICABLE OWNERSHIP INTERESTS (attach additional pages if necessary) Provide a detailed description of any other applicable ownership interests including, but not limited to, ownership options and agreements which restrict or limit ownership and/or control.

______

______

______

______

g. CURRENT CTA CONTRACTS (attach additional pages if necessary) Provide a detailed description of ALL current CTA contracts and completed CTA contracts during the past two (2) years by any of the firms participating in this joint venture.

______

______

______

______

CONTROL OF THE JOINT VENTURE Identify name and firm of the individuals who are, or will be, responsible for and have the authority to engage in the following management functions and policy decisions. Indicate any limitations to their authority such as dollar limits and co-signatory requirements.

a. CHECK SIGNING: ______

______

b. AUTHORITY TO ENTER INTO CONTRACTS: ______

______

c. SIGNING, CO-SIGNING, AND/OR COLLATERALIZING LOANS: ______

______

d. ACQUISITIONS OF LINE(S) OF CREDIT: ______

______

e. ACQUISITION AND INDEMINIFICATION OF PAYMENT AND PERFORMANCE BONDS: ______

______

f. NEGOTIATING AND SIGNING LABOR AGREEMENTS: ______

______

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 3 of 8 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE

MANAGEMENT OF CONTRACT PERFORMANCE (Identify name(s) and firm(s) only)

i. SUPERVISION OF FIELD OPERATIONS: ______

ii. MAJOR PURCHASES: ______

iii. ESTIMATING: ______

iv. ENGINEERING: ______

FINANCIAL CONTROLS OF JOINT VENTURE a. WHICH INDIVIDUAL(S) AND/OR FIRM(S) WILL BE RESPONSIBLE FOR KEEPING THE BOOKS OF ACCOUNTS? ______

b. IDENTIFY THE “MANAGING PARTNER”, IF ANY, AND DESCRIBE THE MEANS AND MEASURE OF THEIR COMPENSATION:

______

______

______

c. WHAT AUTHORITY DOES EACH FIRM PARTICIPATING IN THIS JOINT VENTURE HAVE TO COMMIT OR OBLIGATE THE OTHER TO INSURANCE AND BONDING COMPANIES, FINANCIAL INSTITUTIONS, SUPPLIES, SUBCONTRACTORS, AND/OR OTHER PARTIES PARTICIPATING IN THE PERFORMANCE OF THIS CONTRACT OR THE WORK OF THIS PROJECT?

______

______

______

______

______

PERSONNEL Identify the number of personnel (by trade and profession) from each firm needed to perform the joint venture’s work under this contract. Attach additional pages if necessary.

FIRM A: FIRM B: FIRM C: TRADE ______

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 4 of 8 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE

FIRM A: FIRM B: FIRM C: PROFESSION ______

PROFESSIONAL

ADMINISTRATIVE

UNSKILLED LABOR

a. ARE ANY PROPOSED JOINT VENUTRE EMPLOYEES CURRENTLY EMPLOYED BY ANY FIRM PARTICIPATIN IN THIS JOINT VENTURE? YES NO

NO. EMPLOYED BY FIRM A: ______

NO. EMPLOYED BY FIRM B: ______

NO. EMPLOYED BY FIRM C: ______

b. IDENTIFY NAME AND FIRM OF THE INDIVIDUAL WHO WILL BE RESPONSIBLE FOR JOINT VENTURE HIRING?

______

ADDITIONAL INFORMATION Please state any other material facts and additional information pertinent to the control and structure of this joint venture.

______

______

______

______

______

______

______

______

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 5 of 8 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE

The undersigned affirm that the foregoing statements are correct and include all material information necessary to identify and explain the terms and operations of our joint venture and the intended participation of each firm in the undertaking. Further, the undersigned covenant and agree, under which work is done for CTA by the firm, to provide to CTA current, complete and accurate information regarding actual joint venture work and the payment therefor, and any proposed changes to any provision of the joint venture, or those of each firm relevant to the joint venture by authorized representatives of CTA or any of its funding agencies.

Any misrepresentation regarding the status of a person or an entity in order to qualify for DBE status may result in conviction for a Class 2 felony, including a penalty for one and a half times the value of the contract. Material misrepresentation on any matter will also be grounds for terminating any contract which may be awarded, and for initiating action under federal or state laws concerning false statements.

NOTE: If, after filing this Schedule B and before the completion of the joint venture's work on the project, there is any change in the information submitted, the joint venture must inform the Director of Diversity Programs directly in writing or through the prime contractor if the joint venture is a subcontractor.

Signature of Owner, President, or Authorized Agent of Firm A Name of Firm A

Printed Name of Owner, President, or Authorized Agent of Firm A Printed Title

Date Phone

PUBLIC NOTARY SECTION

On this day of , 20 , the above-signed Officer of

Name of Firm A: personally known to me as the person(s) described in the foregoing Affidavit, acknowledged that h/she executed the same in the capacity therein stated and for the purpose therein contained.

IN WITNESS OF, I HEREUNTO SET MY HAND AND OFFICIAL SEAL. OFFICIAL NOTARY SEAL Signature of Notary Public

My Commission Expires:

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 6 of 8 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE

The undersigned affirm that the foregoing statements are correct and include all material information necessary to identify and explain the terms and operations of our joint venture and the intended participation of each firm in the undertaking. Further, the undersigned covenant and agree, under which work is done for CTA by the firm, to provide to CTA current, complete and accurate information regarding actual joint venture work and the payment therefor, and any proposed changes to any provision of the joint venture, or those of each firm relevant to the joint venture by authorized representatives of CTA or any of its funding agencies.

Any misrepresentation regarding the status of a person or an entity in order to qualify for DBE status may result in conviction for a Class 2 felony, including a penalty for one and a half times the value of the contract. Material misrepresentation on any matter will also be grounds for terminating any contract which may be awarded, and for initiating action under federal or state laws concerning false statements.

NOTE: If, after filing this Schedule B and before the completion of the joint venture's work on the project, there is any change in the information submitted, the joint venture must inform the Director of Diversity Programs directly in writing or through the prime contractor if the joint venture is a subcontractor.

Signature of Owner, President, or Authorized Agent of Firm B Name of Firm B

Printed Name of Owner, President, or Authorized Agent of Firm B Printed Title

Date Phone

PUBLIC NOTARY SECTION

On this day of , 20 , the above-signed Officer of

Name of Firm B: personally known to me as the person(s) described in the foregoing Affidavit, acknowledged that h/she executed the same in the capacity therein stated and for the purpose therein contained.

IN WITNESS OF, I HEREUNTO SET MY HAND AND OFFICIAL SEAL. OFFICIAL NOTARY SEAL Signature of Notary Public

My Commission Expires:

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 7 of 8 DBE - SCHEDULE B AFFIDAVIT OF JOINT VENTURE

The undersigned affirm that the foregoing statements are correct and include all material information necessary to identify and explain the terms and operations of our joint venture and the intended participation of each firm in the undertaking. Further, the undersigned covenant and agree, under which work is done for CTA by the firm, to provide to CTA current, complete and accurate information regarding actual joint venture work and the payment therefor, and any proposed changes to any provision of the joint venture, or those of each firm relevant to the joint venture by authorized representatives of CTA or any of its funding agencies.

Any misrepresentation regarding the status of a person or an entity in order to qualify for DBE status may result in conviction for a Class 2 felony, including a penalty for one and a half times the value of the contract. Material misrepresentation on any matter will also be grounds for terminating any contract which may be awarded, and for initiating action under federal or state laws concerning false statements.

NOTE: If, after filing this Schedule B and before the completion of the joint venture's work on the project, there is any change in the information submitted, the joint venture must inform the Director of Diversity Programs directly in writing or through the prime contractor if the joint venture is a subcontractor.

Signature of Owner, President, or Authorized Agent of Firm C Name of Firm C

Printed Name of Owner, President, or Authorized Agent of Firm C Printed Title

Date Phone

PUBLIC NOTARY SECTION

On this day of , 20 , the above-signed Officer of

Name of Firm C personally known to me as the person(s) described in the foregoing Affidavit, acknowledged that h/she executed the same in the capacity therein stated and for the purpose therein contained.

IN WITNESS OF, I HEREUNTO SET MY HAND AND OFFICIAL SEAL. OFFICIAL NOTARY SEAL Signature of Notary Public

My Commission Expires:

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 8 of 8

FOR CONSTRUCTION DBE - SCHEDULE C-1 CONTRACTS ONLY Participant Statement (NOT INCLUDING DESIGN/BUILD)

INSTRUCTIONS This form must be completed for each DBE firm participating in the Utilization Plan. Failure to complete and submit all pages of this form with the bid documents will result in the bid being rejected in its entirety. If additional space is needed, attach an additional form.

LETTER OF INTENT FROM DBE TO PERFORM AS (WORK CATEGORY):

SUBCONTRACTOR/SUBCONSULTANT (Non-trucking) ___ TRUCKING ___

MANUFACTURER ___ REGULAR DEALER (60%) ___ BROKER DEALER (Identify commission and/or fees) ___

SUBCONTRACTING LEVEL: ______TIER (i.e. 1st Tier, 2nd Tier, 3rd Tier, etc.)

CONTRACT TITLE: ______

CONTRACT NUMBER: ______

DBE FIRM: ______

The DBE status of the undersigned is confirmed by the attached Letter of Certification. Date of next NCA: ______

PRIME CONTRACTOR: ______

DBE SCOPE OF WORK (attach additional pages if necessary): ______

______

______

______

______

DBE CONTRACT AMOUNT: $______

DBE SUB-SUBCONTRACTING LEVELS

% of the dollar amount of the DBE's subcontract will be sublet to non-DBE contractors.

% of the dollar amount of the DBE's subcontract will be sublet to DBE contractors.

NOTICE: IF THE DBE WILL NOT BE SUB-SUBCONTRACTING ANY OF THE WORK DESCRIBED IN THIS SCHEDULE, A ZERO (0) MUST BE SHOWN IN EACH BLANK ABOVE.

NOTICE: If ANY dollar amount of the DBE’s scope of work will be sublet, a brief explanation and description of the work to be sublet must be attached to this schedule. The DBE MUST perform at least 30% of its scope of work.

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 1 of 2 FOR CONSTRUCTION CONTRACTS ONLY (NOT INCLUDING DBE - SCHEDULE C-1 DESIGN/BUILD) Participant Statement

NOTICE: Any misrepresentation regarding the status of a person or an entity in order to qualify for DBE status may result in conviction for a Class 2 felony, including a penalty for one and a half times the value of the contract. Material misrepresentation on any matter will also be grounds for terminating any contract which may be awarded, and for initiating action under federal or state laws concerning false statements.

The undersigned will enter into a formal written agreement for the above work with you as Prime Contractor, conditioned upon your execution of a contract with the Chicago Transit Authority, and will do so within (7) seven calendar days of your receipt of a signed contract from the Chicago Transit Authority or prior to any work being performed by the DBE subcontractor.

Signature of Owner, President, or Authorized Agent of DBE Name of DBE Firm

Printed Name of Owner, President, or Authorized Agent of DBE Printed Title

Date Phone:

PUBLIC NOTARY SECTION

On this day of , 20 , the above-signed Officer of

Name of DBE firm: personally known to me as the person(s) described in the foregoing Affidavit, acknowledged that h/she executed the same in the capacity therein stated and for the purpose therein contained. IN WITNESS OF, I hereunto set my hand and official seal. OFFICIAL NOTARY SEAL Signature of Notary Public

My Commission Expires:

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 2 of 2

FOR NON-CONSTRUCTION & NON-TASK ORDER BASED DBE - SCHEDULE C-2 CONTRACTS ONLY Participant Statement

INSTRUCTIONS This form must be completed for each DBE firm participating in the Utilization Plan. Failure to complete and submit all pages of this form with the bid documents will result in the bid being rejected in its entirety. If additional space is needed, attach an additional form.

LETTER OF INTENT FROM DBE TO PERFORM AS (WORK CATEGORY):

SUBCONTRACTOR/SUBCONSULTANT (Non-trucking) ___ TRUCKING ___

MANUFACTURER ___ REGULAR DEALER (60%) ___ BROKER DEALER (Identify commission and/or fees) ___

SUBCONTRACTING LEVEL: ______TIER (i.e. 1st Tier, 2nd Tier, 3rd Tier, etc.)

CONTRACT TITLE: ______

CONTRACT NUMBER: ______

DBE FIRM: ______

The DBE status of the undersigned is confirmed by the attached Letter of Certification. Date of next NCA: ______

PRIME CONTRACTOR: ______

DBE SCOPE OF WORK (attach additional pages if necessary): ______

______

______

______

______

DBE CONTRACT AMOUNT (minimum level of effort): $______

DBE CONTRACT AMOUNT (maximum level of effort): $______

DBE SUB-SUBCONTRACTING LEVELS

% of the dollar amount of the DBE's subcontract will be sublet to non-DBE contractors.

% of the dollar amount of the DBE's subcontract will be sublet to DBE contractors.

NOTICE: IF THE DBE WILL NOT BE SUB-SUBCONTRACTING ANY OF THE WORK DESCRIBED IN THIS SCHEDULE, A ZERO (0) MUST BE SHOWN IN EACH BLANK ABOVE.

NOTICE: If ANY dollar amount of the DBEs’ scope of work will be sublet, a brief explanation and description of the work to be sublet must be attached to this schedule. The DBE MUST perform at least 30% of its scope of work.

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 1 of 2 FOR NON-CONSTRUCTION & NON-TASK ORDER BASED CONTRACTS ONLY DBE - SCHEDULE C-2 Participant Statement

NOTICE: Any misrepresentation regarding the status of a person or an entity in order to qualify for DBE status may result in conviction for a Class 2 felony, including a penalty for one and a half times the value of the contract. Material misrepresentation on any matter will also be grounds for terminating any contract which may be awarded, and for initiating action under federal or state laws concerning false statements.

The undersigned will enter into a formal written agreement for the above work with you as Prime Contractor, conditioned upon your execution of a contract with the Chicago Transit Authority, and will do so within (7) seven calendar days of your receipt of a signed contract from the Chicago Transit Authority or prior to any work being performed by the DBE subcontractor.

Signature of Owner, President, or Authorized Agent of DBE Name of DBE Firm

Printed Name of Owner, President, or Authorized Agent of DBE Printed Title

Date Phone:

PUBLIC NOTARY SECTION

On this day of , 20 , the above-signed Officer of

Name of DBE firm: personally known to me as the person(s) described in the foregoing Affidavit, acknowledged that h/she executed the same in the capacity therein stated and for the purpose therein contained. IN WITNESS OF, I hereunto set my hand and official seal. OFFICIAL NOTARY SEAL Signature of Notary Public

My Commission Expires:

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 2 of 2

FOR TASK ORDER BASED DBE - SCHEDULE C-3 CONTRACTS ONLY Participant Statement (INCLUDING DESIGN/BUILD)

INSTRUCTIONS This form must be completed for each DBE firm participating in the Utilization Plan. Failure to complete and submit all pages of this form with the bid documents will result in the bid being rejected in its entirety. If additional space is needed, attach an additional form.

LETTER OF INTENT FROM DBE TO PERFORM AS (WORK CATEGORY):

SUBCONTRACTOR/SUBCONSULTANT (Non-trucking) ___ TRUCKING ___

MANUFACTURER ___ REGULAR DEALER (60%) ___ BROKER DEALER (Identify commission and/or fees) ___

SUBCONTRACTING LEVEL: ______TIER (i.e. 1st Tier, 2nd Tier, 3rd Tier, etc.)

CONTRACT TITLE: ______

CONTRACT NUMBER: ______

TASK ORDER NUMBER: ______CATEGORY NUMBER (IF APPLICABLE): ______

DBE FIRM: ______

The DBE status of the undersigned is confirmed by the attached Letter of Certification. Date of next NCA: ______

PRIME CONTRACTOR: ______

DBE SCOPE OF WORK (attach additional pages if necessary): ______

______

______

______

______

DBE CONTRACT AMOUNT (minimum level of effort): $______

DBE CONTRACT AMOUNT (maximum level of effort): $______

DBE SUB-SUBCONTRACTING LEVELS

% of the dollar amount of the DBE's subcontract will be sublet to non-DBE contractors.

% of the dollar amount of the DBE's subcontract will be sublet to DBE contractors.

NOTICE: IF THE DBE WILL NOT BE SUB-SUBCONTRACTING ANY OF THE WORK DESCRIBED IN THIS SCHEDULE, A ZERO (0) MUST BE SHOWN IN EACH BLANK ABOVE.

NOTICE: If ANY dollar amount of the DBEs’ scope of work will be sublet, a brief explanation and description of the work to be sublet must be attached to this schedule. The DBE MUST perform at least 30% of its scope of work.

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 1 of 2

FOR TASK ORDER BASED CONTRACTS ONLY DBE - SCHEDULE C-3 (INCLUDING DESIGN/BUILD) Participant Statement

NOTICE: Any misrepresentation regarding the status of a person or an entity in order to qualify for DBE status may result in conviction for a Class 2 felony, including a penalty for one and a half times the value of the contract. Material misrepresentation on any matter will also be grounds for terminating any contract which may be awarded, and for initiating action under federal or state laws concerning false statements.

The undersigned will enter into a formal written agreement for the above work with you as Prime Contractor, conditioned upon your execution of a contract with the Chicago Transit Authority, and will do so within (7) seven calendar days of your receipt of a signed contract from the Chicago Transit Authority or prior to any work being performed by the DBE subcontractor.

Signature of Owner, President, or Authorized Agent of DBE Name of DBE Firm

Printed Name of Owner, President, or Authorized Agent of DBE Printed Title

Date Phone:

PUBLIC NOTARY SECTION

On this day of , 20 , the above-signed Officer of

Name of DBE firm: personally known to me as the person(s) described in the foregoing Affidavit, acknowledged that h/she executed the same in the capacity therein stated and for the purpose therein contained. IN WITNESS OF, I hereunto set my hand and official seal. OFFICIAL NOTARY SEAL Signature of Notary Public

My Commission Expires:

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 2 of 2 DBE - SCHEDULE D DBE Utilization Plan

INSTRUCTIONS This form must be completed by the Prime Contractor. Failure to complete and submit all pages of this form with the bid documents will result in the bid being rejected in its entirety. If additional space is needed, attach an additional form.

CONTRACT TITLE: ______

CONTRACT NUMBER: ______

TASK ORDER NUMBER: ______CATEGORY NUMBER: ______(IF APPLICABLE) (IF APPLICABLE)

TOTAL BID AMOUNT: ______

I, acting in my capacity as an officer of the undersigned bidder (or bidders, if a joint venture), hereby assure the Chicago Transit Authority that on the above referenced project my company:

Meets or exceeds the Disadvantaged Business Enterprise goal assessed and has provided documented participation of ____%. Attached are the signed participant statements (Schedule C-1/C-2/C-3) required by the Special Conditions evidencing availability and use of each business participating in this plan and assuring that each business will perform a commercially useful function in the work of the contract.

Failed to meet the Disadvantaged Business Enterprise goal assessed through DBE participation, but included good faith effort documentation to meet the goal and provided documented participation of ____%. Attached are the signed participant statements (Schedule C-1/C-2/C-3) required by the Special Conditions evidencing availability and use of each business participating in this plan and assuring that each business will perform a commercially useful function in the work of the contract.

DBE FIRM TIER WORK CATEGORY DESCRIPTION OF WORK TOTAL AMOUNT (If 2nd tier or lower, identify (e.g. Regular Dealer) OF DBE sub-prime) CONTRACT

$

$

$

$

$

$

$

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 1 of 2

DBE - SCHEDULE D DBE Utilization Plan

I hereby acknowledge that I have been advised of the following: Any misrepresentation regarding the status of a person or an entity in order to qualify for DBE status may result in conviction for a Class 2 felony, including a penalty for one and a half times the value of the contract. Material misrepresentation on any matter will also be grounds for terminating any contract which may be awarded, and for initiating action under federal or state laws concerning false statements.

To the best of my knowledge, information and belief, the facts and representations contained in the aforementioned attached Schedules are true and no material facts have been omitted.

The undersigned will enter into a formal agreement with all listed DBE firms for work as indicated by this Schedule D and accompanying Schedule Cs, and will enter into such agreements within (7) seven calendar days after receipt of the contract executed by the Chicago Transit Authority or prior to any work being performed by the DBE subcontractor(s). In the event the Prime contractor cannot meet said seven (7) day schedule, it must provide a written explanation for the delay and an estimate date by which the written agreement will be completed.

If awarded a contract, I agree to promptly and directly provide the CTA on an ongoing basis, current, complete and accurate information regarding (1) work performed on the project; (2) payments; and (3) proposed changes, if any, to the foregoing arrangements.

Further, I shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. I shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT-assisted contracts. Failure by me 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 CTA deems appropriate.

Signature of Owner, President, or Authorized Agent of Prime Contractor Name of Prime Contractor

Printed Name of Owner, President, or Authorized Agent of Prime Contractor Printed Title

Date Phone

PUBLIC NOTARY SECTION

On this day of , 20 , the above-signed Officer of

Name of Prime Contractor: personally known to me as the person(s) described in the foregoing Affidavit, acknowledged that h/she executed the same in the capacity therein stated and for the purpose therein contained. IN WITNESS OF, I hereunto set my hand and official seal. OFFICIAL NOTARY SEAL Signature of Notary Public

My Commission Expires:

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page 2 of 2

DBE - SCHEDULE D – Additional Page DBE Utilization Plan

CONTRACT NUMBER: ______

PRIME CONTRACTOR: ______

DBE FIRM TIER WORK DESCRIPTION OF WORK TOTAL AMOUNT (If 2nd tier or lower, identify CATEGORY OF DBE sub-prime) (e.g. Regular Dealer) CONTRACT:

$

$

$

$

$

$

$

$

$

$

$

$

$

$

The Chicago Transit Authority is requesting information that is necessary to accomplish the statutory as outlined under federal law. Disclosure of this information is REQUIRED. Failure to provide any information may result in the contract not being awarded. Page ___ of ___

BIDDERS LIST

35,0(&2175$&725BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB

&2175$&7180%(5BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB

-2%25'(5180%(5 ,)$33/,&$%/( BBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBBB

&217$&73(5621BBBBBBBBBBBBBBBBBBBBBBBBBBBB 3+21(180%(5 BBBBBBBBBBBBBBBBBBBBB

Included on the following list are all firms who responded to a solicitation by submitting a bid or quote as a subcontractor. Under gross receipt column list range using the following: 8QGHU  RYHU

),501$0( ),50$''5(66 '%(25 $*(2)),50 *52665(&(,375$1*( 121'%(

Appendix C Freedom of Information Act Notice

FREEDOM OF INFORMATION ACT NOTICE

Proposer/Respondent must complete the attached Freedom of Information Declaration and affix it to the front of each proposal/letter of interest and qualification that Proposer/Respondent submits to CTA.

CTA is subject to the requirements of the Illinois Freedom of Information Act, 5 ILCS 140/1 et seq. (“FOIA”), which enables the public to request and obtain records from CTA. FOIA requires, upon request, the public disclosure of any non-exempt information in proposals/letters of interest and qualification, contracts, invoices or payment records (among other records). See Section 7 and 7.5 of FOIA, 5 ILCS140/7 and 7.5, for the available FOIA exemptions. If Proposer/Respondent has any questions regarding the FOIA process at CTA, Proposer/Respondent should contact CTA’s Freedom of Information Officer at (312) 681-2809 or via e-mail at [email protected].

Please note that proposals/letters of interest and qualification become the property of the CTA when submitted and cannot be returned. All proposals/letters of interest and qualification and any subsequent contract (including any later amendments thereto) will be subject to public disclosure under FOIA upon request after the successful proposer/respondent and CTA have executed a written contract. To the extent that Proposer/Respondent provides records to CTA that contain information exempt from public disclosure under FOIA, such as proprietary trade secrets or confidential commercial or financial information (see Section 7(1)(g) of FOIA, 5 ILCS 140/7(1)(g)),Proposer/Respondent must clearly identify and mark this information in the records. See How to Mark and Identify Proprietary, Privileged or Confidential Information herein.

Any proposals/letters of interest and qualification submitted to CTA in connection with this procurement that are not clearly marked and identified as containing proprietary, privileged or confidential information may be released by CTA with no further notice to Proposer/Respondent.

Proposer/Respondent is solely responsible for the marking and identification of Proposer/Respondent’s proprietary, privileged, or confidential information within a proposal/letter of interest and qualification before it is submitted to CTA. For purposes of this provision, all information provided by Proposer/Respondent in a proposal/letter of interest and qualification is considered by CTA to be Proposer/Respondent’s information, even if the information relates to one or more of Proposer/Respondent’s proposed subcontractors. Proposer/Respondent is solely responsible for marking and identifying any proprietary, privileged, or confidential information of Proposer/Respondent’s subcontractors contained in Proposer/Respondent’s proposals/letters of interest and qualification before the proposals/letters of interest and qualification are submitted to CTA. Proposer/Respondent will be required to indemnify, defend, and hold harmless CTA for any damages, costs, liabilities, and fees (including attorney’s fees) that result from the public disclosure by CTA of information from Proposer/Respondent’s proposal/letter of interest and qualification that is not marked and identified by Proposer/Respondent as proprietary, privileged, or confidential at the time that Proposer/Respondent submits its proposal/letter of interest and qualification to CTA.

In the event that a FOIA request is made for records that contain information that Proposer/Respondent has identified and marked as “proprietary,” “privileged,” or “confidential,” CTA will notify Proposer/Respondent of the request and will allow Proposer/Respondent an opportunity to review the records requested under FOIA so that Proposer/Respondent can confirm that all marked and identified proprietary, privileged or confidential information has been removed. Before allowing information that Proposer/Respondent has identified and marked as “proprietary,” “privileged,” or “confidential” to be redacted from a proposal/letter of interest or qualification (or other record), CTA may require Proposer/Respondent to provide CTA with additional information regarding the materials marked and identified for redaction. CTA will not allow the redaction of any information that does not meet the statutory FOIA exemptions.

Once Proposer/Respondent has reviewed a particular proposal/letter of interest and qualification or contract and has confirmed that all proprietary, privileged and confidential information has been removed, CTA will provide 1

Proposer/Respondent with a redacted copy of the proposal/letter of interest and qualification or contract that will be publicly disclosed by CTA in connection with any pending or future FOIA requestsand CTA will provide no further notice to Proposer/Respondent when that particular record is requested or publicly disclosed pursuant to a FOIA request. This redacted copy of the proposal/letter of interest and qualification or contract may also be published in whole or in part on CTA’s website or in any other format by CTA without further notice to Proposer/Respondent.

Please note that Proposer/Respondent may also be required to provide CTA with additional information regarding information redacted from records if any proceeding arises that requires CTA to defend the non-disclosure of the information that Proposer/Respondent has marked and identified as “proprietary,” “privileged,” or “confidential.”

Please also note that, if Proposer/Respondent receives a contract in connection with this procurement, “public records” as defined in Section 2 of FOIA that are in Proposer/Respondent’s possession or control as a result of the contract may be requested under FOIA and the non-exempt portions of those records may be subject to public disclosure under FOIA. See 5 ILCS 140/2 and 7(2). CTA will notify Proposer/Respondent of any FOIA request that will require Proposer/Respondent to review and compile records in its possession or control.

Upon receiving notice from CTA that a FOIA request has been made for Proposer/Respondent’s proposals/letters of interest and qualification, contract or other records provided to CTA or in Proposer/Respondent’s possession or control, Proposer/Respondent must produce and/or complete the review of all records requested pursuant to FOIA within two (2) business days or other time frame indicated in CTA’s notice to Proposer/Respondent. See 5 ILCS 140/3(d) and 3.1 for the statutory deadlines applicable to non-commercial and commercial FOIA requests. If Proposer/Respondent will require additional time to produce and/or review the records being requested, Proposer/Respondent must notify CTA immediately and provide CTA an explanation for the delay and the date when CTA can anticipate the records or the completion of Proposer/Respondent’s review.

If Proposer/Respondent fails to timely comply with any request by CTA to produce or review records necessary for CTA’s compliance with FOIA and Proposer/Respondent’s non-compliance results in any adverse consequences to CTA, including but not limited to, fines or penalties being imposed on CTA, Proposer/Respondent’s non-compliance will be an event of default on the underlying contract, if any, and will further be deemed a loss covered by any such underlying contract’s indemnification provisions.

HOW TO MARK AND IDENTIFY PROPRIETARY, PRIVILEGED OR CONFIDENTIAL INFORMATION:

In order to clearly mark and identify a record or portion of any record submitted to CTA in connection with this procurement that contains any Proposer/Respondent proprietary, privileged or confidential information, Proposer/Respondent must complete all of the following steps:

A. To the extent that Proposer/Respondent submits any proprietary, privileged, or confidential information to CTA, Proposer/Respondent must mark the title pages of each proposal/letter of interest and qualification containing such information as follows: “This [insert [Proposal] or [Letter of Interest and Qualification] or [Other Identification]] includes proprietary, privileged, or confidential, that may not be disclosed outside CTA and may not be duplicated, used or disclosed in whole or in part for any purpose other than to evaluate this Proposal/Letter of Interest and Qualification. The pages that contain information subject to this restriction are [insert page numbers or other identification].” For purposes of this provision, “CTA” will include any consultants assisting CTA with respect to CTA’s evaluation of the proposals/letters of interest and qualification submitted in connection with this procurement.

B. Proposer/Respondent must also mark each page or portion of a page containing proprietary, privileged, or confidential information, as specifically as possible, with the following legend: “[Proprietary] or

2

[Privileged] or [Confidential] Information: This page or the portion of the page indicated contains proprietary, privileged or confidential information.” C. Please note that CTA will not honor any request to redact information from records that does not meet the requirements of FOIA including, for example, a request that CTA redact the entire contents of a proposal/letter of interest and qualification. Excessive or indiscriminate marking of information as proprietary, privileged or confidential will be grounds for CTA to deem no information as being exempt from public disclosure under FOIA and disclosing all contents of the proposal/letter of interest and qualification.

3

Appendix D Brief History of Company (Prime Only)

BRIEF HISTORY OF YOUR COMPANY

Tell us about your company:

Company Name: ______

Address: ______

City: ______State: ______Zip: ______

Local Contact Person: ______

Title: ______

Phone Number: ( ) _____ - ______Fax Number: ( ) _____ - ______

E-Mail:

How many years has your company been in business? ______

How many employees? ______Annual Sales? ______

Is your business a (an): (check one)

Manufacturer ____ Supplier ____ Distributor ____ Other (explain) ______

Have you provided goods or services to city government, state, county, Board of Education, municipality, etc.? ______

Please provide a list of references including the three (3) largest companies your firm has done business with in the past two (2) years for similar services, and a person and a telephone at that firm which CTA may contact.

Firm Name Contact Person Telephone

______

History (rev 09/04)

Appendix E Disclosure of Ownership (Prime & Sub- Consultant)

DISCLOSURE OF OWNERSHIP AND INTERESTS AFFIDAVIT

Every Bidder or Proposer (referred to as “Bidder”) submitting a Bid or Proposal to the Authority for a Contract shall submit this Disclosure of Ownership and Interests Affidavit (hereafter Disclosure Affidavit or “Affidavit”). If the Bidder is a joint venture, the joint venture and each of the joint venture partners shall complete a Disclosure Affidavit.

Please print or type all responses clearly and legibly. If you need additional space for a response, attach extra pages. Please indicate the question to which you are responding on any extra pages you attach.

For purposes of this Disclosure Affidavit, the term “Contract” refers to the Contract, concession, agreement, modification, amendment, extension, or other section in connection with which you are submitting the Disclosure Affidavit.

Please note that this Disclosure Affidavit requires Bidders to obtain various certifications from their subcontractors before the subcontractors may perform any work under the Contract. The terms of the required subcontractor certifications are set forth below.

After reviewing your completed Disclosure Affidavit, the Authority’s General Counsel or GM, Purchasing may require additional information to achieve full disclosure relevant to the Bid, or other applications.

Requisition Number: Bidder Name:

Bidder Business Address:

Authority departments to which you are submitting this form (check one):

[ ] Purchasing [ ] Other:

The undersigned , as _, and on behalf (Name) (Title) of (“Bidder” or “Contractor”), having been duly sworn (Business Address) under oath certifies as follows:

DISCLOSURE OF OWNERSHIP INTERESTS

Indicate below whether the Bidder is an individual or a legal entity and, if a legal entity, indicate the type of entity. Then complete Part (B), (C), (D), or (E) below as applicable. All Bidders shall complete Part (A). For Bidders that are individuals or sole proprietorships, Part (A) is the only section of Part I that shall be completed. For Bidders that are joint venturers, the joint venture and each member must complete a separate form. Identify all layers of ownership if the firm has a parent firm.

[ ] Individual [ ] Limited liability company [ ] Business corporation [ ] Partnership [ ] Not-for-Profit corporation [ ] Joint Venture [ ] Sole Proprietorship [ ] Limited Liability Partnership { } Other:

Page 1 of 5 (rev.5/15) A. INFORMATION - TO BE COMPLETED BY ALL BIDDERS

1. Is any ownership interest in the Bidder held by one or more agents or nominees on behalf of another individual or legal entity? [ ] Yes [ ] No

If Yes, list below each principal’s name, business address, percentage of ownership interest, and the name of the principal’s agent or nominee:

Name Business Address Ownership Interest Agent/Nominee

%

%

%

2. Is the Bidder or any ownership interest in the Bidder, constructively controlled by another individual or legal entity, other than an agent or nominee disclosed above? [ ] Yes [ ] No

If Yes, list below the name and business address of each individual or entity possessing constructive control, the party whose interest is controlled, and the relationship between the two under which the control is or may be exercised:

Name Business Address Name of Party Whose Relationship Interest is Controlled %

%

%

1. Is any stock or beneficial interest in the Bidder held by a corporation or other legal entity? [ ] Yes [ ] No

If Yes, each such corporation or other legal entity shall make all disclosures requested in Part I (Disclosure of Ownership Interests) of this Disclosure Affidavit and shall certify all information provided.

4. Is any ownership interest held by a current or former CTA employee? [ ] Yes [ ] No

If Yes, provide names and amount of ownership interest:

Name Ownership Interest

%

%

%

5. Is any current or former CTA employee employed by the Bidder: [ ] Yes [ ] No

If Yes, provide name, title and areas of responsibility:

Name Title Areas of Responsibility

Page 2 of 5 (rev.5/15) B. CORPORATIONS (FOR-PROFIT AND NOT-FOR-PROFIT)

This information must be provided for the corporation and for any parent corporation.

1. Incorporated in the State of .

2. List below the name and title of all officers of the corporation:

Name Title

3. List below the name and title of all directors of the corporation:

Name Title

TO BE COMPLETED BY FOR -PROFIT CORPORATIONS ONLY:

1. Is the Corporation listed on the New York Stock Exchange? [ ] Yes [ ] No

If the Corporation is listed on an exchange other than the New York Stock Exchange, the name of the exchange is:

2. If there are fewer than 100 shareholders, list below the name, business address, and percentage of ownership interest of each shareholder:

Name Business Address Ownership Interest

%

%

%

3. If there are 100 or more shareholders, list below the name, business address, and percentage of ownership interest for each shareholder who owns shares or options equal to or in excess of 5% of the ownership of the corporation: Name Business Address Ownership Interest

%

%

%

Page 3 of 5 (rev.5/15) TO BE COMPLETED BY NOT-FOR-PROFIT CORPORATIONS ONLY:

List below the name and business address of officers, trustees and board members.

Name Business Address Title

C. PARTNERSHIPS

List below the name and business address and the percentage of ownership interest for each general, limited, or individual partner entitled to receive 5% or more of the profit derived from partnership activities. The names of all individuals in such partnerships must be listed.

Name Business Address Ownership Interest

%

%

%

D. LIMITED LIABILITY COMPANIES

2. List below the names and titles of the officers, if any. If there are no officers, write “none”:

Name Title

3. List below the name, business address, and percentage of ownership interest of each (i ) member and (ii) manager.

Name Business Address Ownership Interest

%

%

%

Page 4 of 5 (rev.5/15) E. LAND TRUSTS, BUSINESS TRUSTS, ESTATES, AND OTHER SIMILAR ENTITIES

1. Trust name and number, or other information identifying the trust:

2. List below the name and business address of all trustees:

Name Business Address

3. List below the name, business address, and percentage of ownership interest of all beneficiaries:

Name Business Address Ownership Interest

%

%

%

NOTE: The information provided in this form, shall be kept current. In the event of material changes, the Bidder shall supplement this Affidavit, up to the time the Authority takes action on the Bid, or other application for which this Affidavit is being submitted.

BIDDER: By (If a corporation and signed by any person other than the President or Vice-President, a certified copy of a resolution or by-law authorizing such person to sign, must accompany this contract)

NOTARIZATION - REQUIRED State of

County of

Signed and Sworn to before me on this day of , 20

By (Signature of Notary Public)

(NOTARY'S SEAL)

Page 5 of 5 (rev.5/15)

Appendix F Certifications and Submission Forms

Appendix F 1. Debarment – Primary Participant (Prime Only)

CERTIFICATION OF PRIMARY PARTICIPANT REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS

______, certifies to the best of our knowledge and belief that it and (Company’s name) its principles:

1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency;

2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property.

3. Are not presently indicated for or otherwise criminally or civilly charged by charged by a government entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (2) of this certification; and

4. Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State, or local) terminated for cause or default.

THE PRIMARY PARTICIPANT (APPLICANT OR POTENTIAL CONTRACTOR FOR A MAJOR THIRD

PARTY CONTRACT) ______CERTIFIES OR (Company name) AFFIRMS THE TRUTHFULNESS AND ACCURACY OF THE CONTENTS OF THE STATEMENTS

SUBMITTED ON OR WITH THIS CERTIFICATION AND UNDERSTANDS THAT THE PROVISIONS OF

31 U.S.C. SECTIONS 3801 ET SEQ. ARE APPLICABLE THERETO.

______(Signature and Title of Authorized Official)

If you are unable to certify to any of the statements in this certification, the participant shall attach an explanation to this certification.

CTA 415 67 (03/90) Purchasing

Appendix F 2. Debarment – Lower Tier Participant (Sub-Consultant Only)

CERTIFICATION OF LOWER TIER PARTICIPANT REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS

______, certifies to the best of our knowledge and belief that it and (Company’s name) its principles:

1. Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency;

2. Have not within a three-year period preceding this proposal been convicted of or had a civil judgment rendered against them for commission of frauds or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction; violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property.

3. Are not presently indicated for or otherwise criminally or civilly charged by charged by a government entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (2) of this certification; and

4. Have not within a three-year period preceding this application/ proposal had one or more public transactions (Federal, State, or local) terminated for cause or default.

THE LOWER TIER PARTICIPANT (APPLICANT OR POTENTIAL CONTRACTOR FOR A MAJOR

THIRD PARTY CONTRACT) ______CERTIFIES (Company name) OR AFFIRMS THE TRUTHFULNESS AND ACCURACY OF THE CONTENTS OF THE STATEMENTS

SUBMITTED ON OR WITH THIS CERTIFICATION AND UNDERSTANDS THAT THE PROVISIONS OF

31 U.S.C. SECTIONS 3801 ET SEQ. ARE APPLICABLE THERETO.

______(Signature and Title of Authorized Official)

If you are unable to certify to any of the statements in this certification, the participant shall attach an explanation to this certification.

CTA 415 68 (03/90) Purchasing

Appendix F 3. Lobbying (Prime & Sub Consultant)

LOBBYING CERTIFICATION

Certification for Contracts, Grants, Loans and Cooperative Agreements

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 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 this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, “Disclosure Form to Report Lobbying,” in accordance with its instructions.

(3) The undersigned shall require that the language of this certification be included in the award documents for all sub awards at all tiers (including subcontracts, sub grants, and contracts under grants, loans and cooperative agreements) and that all sub recipients shall certify and disclose accordingly.

This certification is a material representation of fact upon which reliance 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 section 1352, title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure.

Executed this ______day of ______, 20______.

By: ______(Type or print name of contractor)

______(Signature of authorized officer)

______(Title of authorized officer) k

Appendix F 4. Drug Free Workplace (Prime Only)

CERTIFICATION REGARDING A DRUG FREE WORKPLACE

Pursuant to the definitions regarding a Drug Free Workplace provided in the Drug-Free Workplace Act of 1988, the Illinois Drug Free Workplace Act, 30 ILCS 580/1 et seq., the Illinois Substance Abuse Prevention on Public Works Projects Act, 820 ILCS 265/1 et seq., the Federal Acquisition Regulation System ("FAR"), Procedures for Transportation Workplace Drug & Alcohol Testing Programs, 49 CFR 40, and Prevention of Alcohol Misuse & Prohibited Drug Use in Transit Operation, 49 CFR 655, ("Contractor") certifies to the best of its knowledge and belief that it and its principals:

1. Maintain a workplace(s) (i.e. the site(s) for the performance of work done by the Contractor in connection with this contract) safe and free from "controlled substances" as described in the Controlled Substances Act (21 U.S.C. 812) and as further described in regulations 21 CFR 1308.11 - 1308.15.

2. Have neither been convicted, including entering a plea of 'nolo contendere,' nor had sentence imposed by any judicial body charged with the responsibility to determine violations of Federal or State criminal drug statutes.

3. Publish and give notice to its employees and sub-contractors that the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance is prohibited in the Contractor's workplace, and also that actions will be taken against any and all employees and sub-contractors found to be violation of same.

4. Provide that all employees engaged in the performance of the contract receive a copy of the above statement, that the employee will abide by the terms of this statement, and that the employee will notify the employer in writing of the employee's conviction no later than five (5) calendar days after such conviction.

5. Provide for appropriate action against an employee for violation of any and all of these rules and that an employee convicted of drug abuse must satisfactorily participate in a drug abuse assistance or rehabilitation program approved for such purposes by Federal, State, or local health or law enforcement or other appropriate agency.

6. Comply with all drug and alcohol policies, testing programs and reporting requirements set forth in 49 CFR 40 and 49 CFR 655 whenever the Contractor, its employees, or sub-contractor(s) perform one or more of the following functions considered "safety-sensitive", as defined in 49 CFR 655: a. Operating a revenue service vehicle, including when not in revenue service; b. Operating a non-revenue service vehicle, when required to be operated by a holder of a Commercial Driver's License; c. Controlling dispatch or movement of a revenue service vehicle; d. Maintaining (including repairs, overhaul and rebuilding) a revenue service vehicle or equipment used in revenue service; or e. Carrying a firearm for security purposes.

7. Have in place a written program which meets or exceeds the program requirements of the Substance Abuse Prevention on Public Works Projects Act (820 ILCS 265/1 et seq.) to be filed with the Authority and made available to the general public, or have in place a collective bargaining agreement which deals with the subject matter of the Substance Abuse Prevention on Public Works Projects Act (820 ILCS 365/1 et seq.).

8. Will otherwise comply with all drug and alcohol policies set forth in applicable Federal, State and local laws and regulations, including, but not limited to the Drug-Free Workplace Act of 1988, FAR, Illinois Drug Free Workplace Act, 49 CFR 40 and 49 CFR 655 in such version, prior or subsequent to amendment or revision, as is currently enforced or enforceable at and during the execution and performance of this Contract.

In addition to other remedies, the Contractor's failure to comply with any part of the requirements of the Drug-Free Workplace Act of 1988, FAR, Illinois Drug Free Workplace Act, the Illinois Substance Abuse Prevention on Public Works Projects Act, 49 CFR 40 or 49 CFR 655, may render the Contractor subject to any or all of the following: suspension of payments, termination of contract for default, suspension or debarment. By executing this Certification, Contractor agrees that the Authority or its designated representatives may audit Contractor’s records and procedures as necessary to ensure compliance with the foregoing requirements.

Signature and Title of Authorized Official Date

REV January 2018

Appendix F 5. Non-Disclosure Statement (Prime)

LIQ NON-DISCLOSURE STATEMENT PRIME

In connection with the Proposal submitted herewith in response to the Chicago Transit Authority’s (“CTA”) Letters of Interest and Qualifications (“LIQ”), Requisition No. C18FT102164819 Letters of Interest and Qualifications (LIQ) for Owner’s Representative Consulting Services for Red Purple Modernization (RPM) Phase One Project: ______(“Company”) acknowledges and agrees that the evaluation process conducted by the CTA on all Proposals submitted is confidential and sensitive. Company further agrees not to take any action(s) that would frustrate the process, provide any unfair advantage to itself, or provide any advantage or disadvantage to any other proposer in connection with the RFP. Therefore, Company states as follows:

1. All substantive details of the Proposal submitted by Company and all materials and information provided, discussed, disclosed or otherwise conveyed, whether in writing or orally, by the CTA or Company or between Company and CTA during demonstrations, presentations, meetings or negotiations in connection with the CTA’s evaluation of Company’s Proposal, including cost or price information, technical information or any other proposal information or conditions with respect to the possible procurement transaction contemplated by the RFP (the “Transaction”), the identity of the CTA’s evaluation committee, the name of the proposers, or any sub-contractor, and the number of proposers are hereby referred to as “Confidential Evaluation Material” for purposes of this Statement. Confidential Evaluation Material shall also include all communications regarding the Transaction with Authorized CTA Personnel, including: (i) requests for additional information, (ii) requests for tours or management meetings, (iii) discussions or questions regarding the Transaction, (iv) the occurrence, existence, or lack thereof, of any such communication, discussion or negotiation, (v) the status of discussions or negotiations and (vi) the fact that any Confidential Evaluation Material has been made available to Company. The term Confidential Evaluation Materials does not include statements informing another of the submission or existence of the Proposal.

2. Company will limit knowledge of and access to the Confidential Evaluation Materials to only those of its principals, directors, officers, employees and representatives, who have a need to know such information (collectively the “Company Parties”) and such Confidential Evaluation Materials shall be used solely in connection with negotiations with Authorized CTA Personnel regarding the Transaction. When the Company discloses Confidential Evaluation Material to any of the Company Parties, it shall be the Company’s responsibility to ensure that all Company Parties recognize the confidential nature of such information, together with the restrictions on use and disclosure contained herein.

3. Company will not disclose any Confidential Evaluation Material to any employee, officer or Board member of the CTA who is not named as Authorized CTA Personnel. Additionally, Company will not contact any employee, officer or Board member of the CTA other than the Authorized CTA Personnel on any matter involving this Transaction. Authorized CTA Personnel shall mean only the CTA Procurement Administrator for the Transaction, the General Manager – Purchasing, the Vice President – Purchasing and Supply Chain and any other CTA person or position specifically authorized in writing by either the CTA’s Procurement Administrator, General Manger - Purchasing, or Vice President – Purchasing and Warehousing.

4. The Company shall not disclose any Confidential Evaluation Material to, or use any such information for the advantage or disadvantage of, any third person. The term “third person” shall be broadly interpreted to include without limitation any corporation, company, group, partnership or an individual other than the Company Parties and Authorized CTA Personnel.

5 Notwithstanding the above, the obligations of Company regarding the Confidential Evaluation Material do not apply to information which in the opinion of Company’s counsel is otherwise required to be disclosed by law. In such event, Company shall provide CTA with written notice of such a determination, and a supporting statement from its counsel, prior to disclosure.

6. Company shall advise the CTA in writing if it learns of any unauthorized use or disclosure of Confidential Evaluation Material.

7. The CTA shall be entitled to equitable relief, including injunction, if any provision of this Statement is breached. Additionally, the CTA reserves the right to disqualify the Company from further consideration for the Transaction in the event of a breach of the terms of this Statement.

8. This Statement is governed by the laws of the State of Illinois and any lawsuits involving this Statement shall be filed in courts of competent jurisdiction located in Cook County, Illinois.

9. This Statement shall be effective as of the date signed and shall continue in full force and effect until the date on which a contract award for the Transaction is made by the CTA’s Board.

Agreed to and Accepted:

______Company

By: ______

Name: ______

Title: ______

Date: ______

rev jrs 042706

Appendix F 6. Non-Disclosure Statement (Sub - Consultant)

LIQ NON-DISCLOSURE STATEMENT SUB- CONSULTANT

In connection with the Proposal submitted herewith in response to the Chicago Transit Authority’s (“CTA”) Requisition No. C18FT102164819 Letters of Interest and Qualifications (LIQ) for Owner’s Representative Consulting Services for Red Purple Modernization (RPM) Phase One Project: ______(“Company”) acknowledges and agrees that the evaluation process conducted by the CTA on all Proposals submitted is confidential and sensitive. Company further agrees not to take any action(s) that would frustrate the process, provide any unfair advantage to itself, or provide any advantage or disadvantage to any other proposer in connection with the RFP. Therefore, Company states as follows:

1. All substantive details of the Proposal submitted by Company and all materials and information provided, discussed, disclosed or otherwise conveyed, whether in writing or orally, by the CTA or Company or between Company and CTA during demonstrations, presentations, meetings or negotiations in connection with the CTA’s evaluation of Company’s Proposal, including cost or price information, technical information or any other proposal information or conditions with respect to the possible procurement transaction contemplated by the RFP (the “Transaction”), the identity of the CTA’s evaluation committee, the name of the proposers, or any sub-contractor, and the number of proposers are hereby referred to as “Confidential Evaluation Material” for purposes of this Statement. Confidential Evaluation Material shall also include all communications regarding the Transaction with Authorized CTA Personnel, including: (i) requests for additional information, (ii) requests for tours or management meetings, (iii) discussions or questions regarding the Transaction, (iv) the occurrence, existence, or lack thereof, of any such communication, discussion or negotiation, (v) the status of discussions or negotiations and (vi) the fact that any Confidential Evaluation Material has been made available to Company. The term Confidential Evaluation Materials does not include statements informing another of the submission or existence of the Proposal.

2. Company will limit knowledge of and access to the Confidential Evaluation Materials to only those of its principals, directors, officers, employees and representatives, who have a need to know such information (collectively the “Company Parties”) and such Confidential Evaluation Materials shall be used solely in connection with negotiations with Authorized CTA Personnel regarding the Transaction. When the Company discloses Confidential Evaluation Material to any of the Company Parties, it shall be the Company’s responsibility to ensure that all Company Parties recognize the confidential nature of such information, together with the restrictions on use and disclosure contained herein.

3. Company will not disclose any Confidential Evaluation Material to any employee, officer or Board member of the CTA who is not named as Authorized CTA Personnel. Additionally, Company will not contact any employee, officer or Board member of the CTA other than the Authorized CTA Personnel on any matter involving this Transaction. Authorized CTA Personnel shall mean only the CTA Procurement Administrator for the Transaction, the General Manager – Purchasing, the Vice President – Purchasing and Supply Chain and any other CTA person or position specifically authorized in writing by either the CTA’s Procurement Administrator, General Manger - Purchasing, or Vice President – Purchasing and Warehousing.

4. The Company shall not disclose any Confidential Evaluation Material to, or use any such information for the advantage or disadvantage of, any third person. The term “third person” shall be broadly interpreted to include without limitation any corporation, company, group, partnership or an individual other than the Company Parties and Authorized CTA Personnel.

5 Notwithstanding the above, the obligations of Company regarding the Confidential Evaluation Material do not apply to information which in the opinion of Company’s counsel is otherwise required to be disclosed by law. In such event, Company shall provide CTA with written notice of such a determination, and a supporting statement from its counsel, prior to disclosure.

6. Company shall advise the CTA in writing if it learns of any unauthorized use or disclosure of Confidential Evaluation Material.

7. The CTA shall be entitled to equitable relief, including injunction, if any provision of this Statement is breached. Additionally, the CTA reserves the right to disqualify the Company from further consideration for the Transaction in the event of a breach of the terms of this Statement.

8. This Statement is governed by the laws of the State of Illinois and any lawsuits involving this Statement shall be filed in courts of competent jurisdiction located in Cook County, Illinois.

9. This Statement shall be effective as of the date signed and shall continue in full force and effect until the date on which a contract award for the Transaction is made by the CTA’s Board.

Agreed to and Accepted:

______Company

By: ______

Name: ______

Title: ______

Date: ______

rev jrs 042706

Appendix F 7. Freedom of Information Declaration Form (Prime Only)

FREEDOM OF INFORMATION DECLARATION

Place an “X” on the appropriate line and fill in the blanks:

There is no information contained in the attached proposal/letter of interest and qualification that is proprietary, privileged or confidential to Proposer/Respondent:

(Insert the name of your company)

pursuant to the Illinois Freedom of Information Act (“FOIA”), 5 ILCS 140/1 et seq. I acknowledge that the entire contents of the attached proposal/letter of interest and qualification may be publicly disclosed by CTA upon request pursuant to FOIA or may be published in whole or in part on CTA’s website or in any other format without further notice to Proposer/Respondent.

The attached proposal/letter of interest and qualification contains information that is proprietary, privileged, or confidential to Proposer/Respondent:

(Insert the name of your company)

pursuant to the Illinois Freedom of Information Act (“FOIA”), 5 ILCS 140/1 et seq. To the extent that proprietary, privileged or confidential information is being submitted to CTA in the attached proposal/letter of interest and qualification, the proposal/letter of interest and qualification has been marked as required by CTA’s Freedom of Information Act Notice. I acknowledge that the contents of the attached proposal/letter of interest and qualification that are not identified as containing proprietary, privileged or confidential information may be publicly disclosed by CTA upon request or may be published in whole or in part on CTA’s website or in any other format without further notice to Proposer/Respondent.

If CTA has any questions regarding the contents of the attached proposal/letter of interest and qualification or information marked as proprietary, privileged, or confidential by Proposer/Respondent, CTA’s Freedom of Information Officer should contact (Please Print):

Name:

Title:

Company:

Address:

Telephone:

Facsimile:

E-mail:

4

Appendix F 8. Affidavit of Minimum Wage Payment (Prime Only)

AFFIDAVIT OF MINIMUM WAGE PAYMENT

COMPLETE SECTION (A) OR (B), AS APPLICABLE

(A) The undersigned affirms, to the best of his or her knowledge and belief, that:

(1) The undersigned understands and agrees that the Contractor and its Subcontractors are required to pay certain employees $13.00 (“Minimum Wage”) per hour for all work that qualifies for Minimum Wage under Section 1.10 of the Authority’s Purchasing Policy & Procedures (“Minimum Wage Policy”). (2) The undersigned understands and agrees that, unless otherwise exempted in the Contract or the Minimum Wage Policy, the Contractor and its Subcontractors, if any, are required to pay Minimum Wage to: a) all employees performing work or services on property owned or controlled by the Authority or at any other location specified by the Authority in the Contract as the location for performance of the work or services; b) those employees who are directly performing work or services for which the Authority pays the Contractor an hourly rate or per piece work rate for work or services; and c) those employees who fulfill the Authority’s requirement for the Contractor to provide specified work hours or a specified number of workers; (3) The undersigned understands and agrees that the Contractor and its Subcontractors, if any, must cooperate in any investigation by the Authority regarding compliance with the Minimum Wage Policy. Failure to comply with the Minimum Wage Policy or to cooperate in such an investigation is grounds for the Authority declaring the Contractor in default of this Contract and exercising such remedies as the Authority deems appropriate.

The undersigned solemnly declares and affirms under penalty of perjury that the above and foregoing are true and correct, and that he or she is authorized on behalf of the Contractor or Subcontractor to sign this affidavit.

______(Name of Contractor/Subcontractor)

______(Signature)

______(Name and Title of Affiant)

______(Date)

OR

(B) The undersigned solemnly declares and affirms under penalty of perjury that, to the best of his or her knowledge and belief, no employees of the Contractor or its Subcontractors meet the criteria set forth above and, as such, the Minimum Wage Policy is not applicable to this Contract. The undersigned further declares that he or she is authorized on behalf of the Contractor or Subcontractor to sign this affidavit

______(Name of Contractor/Subcontractor)

______(Signature)

______(Name and Title of Affiant)

______(Date)

(rev.5/15)

Appendix F 9. Affidavit of Prompt Payment (Prime Only)

AFFIDAVIT OF PROMPT PAYMENT

Complete either (A) or (B), as applicable

(A) The undersigned affirms, to the best of his/her knowledge and belief, that:

(1) The undersigned understands and agrees that the Contractor is required to pay all Subcontractors for all work that any Subcontractor has satisfactorily completed no later than 14 business days after the Contractor has received payment from the Authority for that work.

(2) The undersigned understands and agrees that the Contractor is required to pay retainage amounts, if any, to a Subcontractor no later than 14 business days after that Subcontractor has satisfactorily completed its portion of the work, whether or not the Authority has released retainage to the Contractor for that portion of the work.

(3) The undersigned understands and agrees that any delay in or postponement of payment to any Subcontractor by the Contractor requires the Contractor to demonstrate good cause and to receive prior written approval of the General Manager, Purchasing.

(4) The undersigned understands and agrees that the Authority will not pay the Contractor for Services performed or Deliverables submitted unless and until the Contractor certifies that the Subcontractors have been promptly paid for the work or services they have performed under all previous payment requests, as evidenced by the filing with the Authority the Contractor’s sworn statement that the Contractor has complied with the prompt payment requirements.

The undersigned solemnly declares and affirms under penalty of perjury that the above and foregoing are true and correct, and that he/she is authorized on behalf of the Contractor to sign this affidavit.

______(Name of Contractor)

______(Signature)

______(Name and Title of Affiant)

______(Date)

OR

(B) The undersigned solemnly declares and affirms under penalty of perjury that no Subcontractors will be used in the performance of the work or services and, as such, the statutory prompt payment requirements are inapplicable. The undersigned further declares that he/she is authorized on behalf of the Contractor to sign this affidavit.

______(Name of Contractor)

______(Signature)

______(Name and Title of Affiant)

______(Date)

(rev.5/15)

Appendix F 10. Table of Exceptions (Prime)

Table of Exceptions

REQUISITION No. C18FT102164819

LIQ Owner’s Representative Consulting Services for Red Purple Modernization (RPM) Phase One Project

Proposer must identify the page, section number, provision and the specific exception, non-conformance and/or substitute language proposed. Failure to identify any specific items of non-compliance will result in CTA assuming compliance. The CTA, at its sole discretion may reject any exception or specifications within the proposal.

Section Page Specific Exception, Non-Conformance, and/or Number Provision Number Substitute Language Proposed

Appendix G Insurance Requirements

CHICAGO TRANSIT AUTHORITY INSURANCE AND BOND REQUIREMENTS [Short Form rev. 04/26/17]

REQUISITION NUMBER: C18FT102164819 SPECIFICATION NUMBER CTA:______

PART I. GENERAL INSTRUCTIONS AND REQUIREMENTS

A. WAYS TO COMPLY WITH CTA INSURANCE REQUIREMENTS.

1. HOW TO COMPLY IF CGL, AUTOMOBILE LIABILITY, OWNERS PROTECTIVE LIABILITY, BUILDER’S RISK INSURANCE, CONTRACTORS POLLUTION LIABILITY, WORKERS COMPENSATION AND/OR PROFESSIONAL LIABILITYARE REQUIRED BY PART III OF THIS DOCUMENT.

Contractors must provide the CTA with the following documents:

a) CTA Certificate of Coverage on the CTA approved form. The CTA Certificate of Coverage may be completed only by an authorized representative of the insurance company, an agent, broker, or underwriter. Certificates of Insurance must disclose all deductibles and/or self insured retentions. b) Certified copy of the insurance policy

Methods (a) is a temporary method that is valid only for 90 days. Policies must be furnished prior to the expiration of this 90 day period. Failure to provide policies before expiration of this 90 day period is a material breach of the Contract which may result in default and, if uncured, termination for default.

2. HOW IS RAILROAD PROTECTIVE LIABILITY INSURANCE SATISFIED? THE CTA’s RAILROAD PROTECTIVE LIABILITY PROGRAM PROVIDES $2,000,000 PER OCCURRENCE/ $6,000,000 AGGREGATE LIMITS. TO BE IN COMPLIANCE WITH THE RAILROAD PROTECTIVE REQUIREMENTS, SEE PART III.B OF THIS DOCUMENT.

 For work performed within fifty (50) feet of rail right-of-way, the work of the Contractor is covered through the Blanket Railroad Protective policy.  The contractor must provide evidence that the CGL policy exclusion for work within fifty (50) feet of rail right of way has been deleted by endorsement to their CGL policy.

The CTA may cancel the Blanket Railroad Protective Liability Policy prior to the expiration of coverage. If cancelled, The CTA agrees to provide the contractor with 30 days prior written notice.

If any portion or all of the need for or cost of such insurance shall result from Contractor’s breach of this Contract, such insurance costs shall be a non-reimbursable cost to Contractor CTA reserves the right to review the remaining project scope and to determine if the work to be performed within fifty (50) feet of rail right of way requires Railroad Protective Liability Insurance. The CTA further agrees that for premium expenses incurred by the Contractor for Railroad Protective Liability Insurance will be a reimbursable expense.

B. DEADLINE FOR INITIAL SUBMITTAL OF CONTRACTOR’S INSURANCE AND BOND DOCUMENTS.

The Contractor must furnish all required insurance and performance and payment bond documents within fourteen days of the date that the Contractor receives a letter (the “Insurance Submittal Letter”) from the CTA’s Director of Purchasing requesting the Contractor to submit the documents required by these Insurance and Bond Requirements. CTA will not execute the Contract until the required insurance and bond documents are delivered to CTA and approved by CTA. Failure to deliver the required documents within fourteen days of receipt of the Insurance Submittal Letter is a material failure to comply with the specifications and may result in any or all of the following at the CTA’s sole discretion: 1. debarment or suspension, and 2. determination of Contractor non-responsibility.

C. CTA ADDRESS.

All notices and documents must be mailed to the CTA at:

Chicago Transit Authority Risk Compliance – Law Department 567 W. Lake St. Chicago, IL 60661

D. OBLIGATION TO MAINTAIN CONTINUOUS COMPLIANCE

1. The Contractor expressly agrees that failure to comply and maintain compliance with all insurance and bond requirements shall constitute a material breach of the Contract which may result in default and, if uncured, termination for default under the contract. In addition, such failure, if uncured, may result in debarment and suspension.

2. The Contractor is prohibited from performing any work if Contractor has allowed any of the required insurance policies to expire.

PART II. INSURANCE REQUIREMENTS

A. The CTA must be named as an Additional Insured and Certificate Holder on all policies except Workers Compensation and Professional Liability. When the CTA is an additional insured, the coverage shall be primary.

B. The CTA must be the Named Insured on the Owners Protective Liability and Builders Risk Insurance policies.

C. The Commercial General Liability and Owners Protective Liability, General Aggregate Limit of Liability, if any, must apply on a per occurrence basis.

D. All insurance carriers must be acceptable to the CTA. All insurance companies shall have at least an A VII POLICY HOLDER RATING, or better, by the A.M. Best Co., Inc. Insurance companies with lower ratings will not be accepted. Carriers licensed to do business in the State of Illinois must issue all insurance, with the exception of Railroad Protective.

E. All insurance policies required by the CTA require the Contractor and its insurers to waive all rights of subrogation against the CTA.

F. The insurance to be carried shall in no way be subject to limitations, if any, expressed in the indemnity section of the General Conditions (or any statutory, judicial or common law limitations).

PART III. INSURANCE COVERAGES

A. WORKERS COMPENSATION

Coverage A: In form and in accordance with the laws of the State of Illinois.

Coverage B: Employers Liability:

$1,000,000 Bodily Injury by Accident

$1,000,000 Bodily Injury by Disease, Policy Limit

B. COMPREHENSIVE OR COMMERCIAL GENERAL LIABILITY:

$4,000,000 General Aggregate

$4,000,000 Products/Completed Operations Aggregate

$2,000,000 Personal Injury and Advertising Injury

$2,000,000 Per Occurrence

The Commercial General Liability policy shall include, without limitation: (i) Broad Form Contractual Liability, (ii) Products/Completed Operations to be maintained in full force and effect for a period of two (2) years following final completion of the work under the Contract, (iii) Independent Contractors’ Protective Liability, (iv) Premises/Operations, including deletion of explosion, collapse and underground (XCU) exclusions, (v) Broad Form Property Damage, including Products/Completed Operations, (vi) Bodily Injury and Personal Injury Liability, with employee and contractual exclusions deleted, (vii) Severability of Interest and Cross Liability endorsement and (viii) Contractor expressly agrees to waive, and will require its insurer to waive, its rights, benefits and entitlement under the “Other Insurance” clause of its Commercial General Liability policy, with respect to the CTA.

When work is to be performed within fifty (50) feet of rail right-of-way the Contractor will be enrolled as a participant in the CTA Blanket Railroad Protective program. In addition, Contractors and Sub-contractors are required to provide endorsements to their CGL policy eliminating the exclusion for work within fifty (50) feet of rail right-of-way.

a. Limits must be equal to the Railroad Protective Liability per occurrence limit of $2,000,000 per occurrence. b. An endorsement must be provided deleting the contractual exclusion for work within 50’ of the rail right of way. c. A certificate of insurance satisfying (a) and (b) above must be presented.

C. AUTOMOBILE LIABILITY

$1,000,000 Combined Single Limit (Bodily Injury and Property Damage)

N/A Uninsured/Underinsured Motorist Including Owned, Non- Owned, Hired and Borrowed Vehicles and Equipment

D. UMBRELLA LIABILITY

$25,000,000 Each occurrence and in the aggregate, excess of the underlying policies.

The Umbrella Liability Policy shall specifically identify each of the policies described in A, B, and C above on the Schedule of Underlying Coverages, and shall provide coverage at least as broad as each of the underlying policies.

E. OWNERS PROTECTIVE LIABILITY

N/A General Aggregate (Per Location)

N/A Per Occurrence

N/A Combined Single Limit (Bodily Injury and Property Damage Per Location)

The definition of designated contractor must be amended to include contractors of every tier.

F. THE CTA WILL PROVIDE A BLANKET RAILROAD PROTECTIVE LIABILITY POLICY:

$2,000,000 Bodily Injury/Property Damage per Occurrence $6,000,000 Bodily Injury/Property Damage Aggregate

G. CARGO LIABILITY/INLAND MARINE N/A OCC/AGG

H. PROFESSIONAL LIABILITY $5,000,000 PER CLAIM

I. OTHER INSURANCE: CTA NAMED ADDITIONAL INSURED ON THE GENERAL LIABILITY POLICY. ______

PART IV PERFORMANCE AND PAYMENT BOND REQUIREMENTS

A. The Contractor shall furnish separate Performance and Payment Bonds. B. The surety or sureties issuing the bond must be acceptable to the Authority and must have a Best's Key Rating Guide of A VII or greater and be listed in the most recently published "Listing of Approved Sureties" of the U.S. Department of the Treasury Circular 570, with underwriting limitations in excess of the Contract Price. The bond must cover the warranty period required by the Contract. C. The Performance Bond shall be for faithful performance of the Contract. D. The Payment Bond shall be for security for the payment of all persons for furnishing materials, provisions, or other supplies, or items used in, upon, for, or about the performance of the Work contracted to be done, or for performing any Work or labor thereon of any kind. E. The Authority reserves the right to require additional security under this Contract if any surety upon any bond furnished with this Contract becomes unacceptable to the Authority.

PART V. PERFORMANCE AND PAYMENT BONDS REQUIRED FOR THIS CONTRACT.

Payment Bond: N/A Performance Bond: N/A Fidelity Bond: N/A

Issue Date: INSURANCE CERTIFICATE OF COVERAGE

Named Specification #: Insured: RFP#: Project #: Address: Contract #: (NUMBER & STREET)

(CITY) (STATE) (ZIP)

Description of Operation/Location The insurance policies and endorsements indicated below have been issued to the designated named insured with the policy limits as set forth herein covering the operation described within the contract involving the named insured and the Chicago Transit Authority. The Certificate issuer agrees that in the event of cancellation, non-renewal or material change involving the indicated policies, the issuer will provide at least sixty (60) days prior written notice of such change to the Chicago Transit Authority at the address shown on this Certificate. This certificate is issued to the Chicago Transit Authority in consideration of the contract entered into with the named insured, and it is mutually understood that the Chicago Transit Authority relies on this certificate as a basis for continuing such agreement with the named insured.

Type of insurance Limits of Liability Insurer Name Policy Number Policy Period All Limits in Thousands Commercial General Liability Each Occurrence Claims Occurrence made $ Premise-Operations Explosion/Collapse General Underground Aggregate $ Products/Completed Operations Products/Completed Blanket Contractual Operations Broad Form Property Damage Aggregate $ Independent Contractors Deductible and/or Personal Injury Pollution Self Insured Retention Commercial General Liability Form #: CG 00 01 $______

Each Occurrence Automobile Liability (Any Auto) $ Excess Liability Each Occurrence Umbrella Liability $ Workers’ Compensation and WC $ Employer’s Liability Employers Liability $ Builders’ Risk/Course of Construction Amount of Contract $ Professional Liability $ Owner Contractors Protective $ Other

a) Each insurance policy required by this agreement, except policies for workers’ compensation and professional liability, will read: “The Chicago Transit Authority is an additional insured as respects to operations and activities of, or on behalf of the named insured, performed under contract with or permit from the Chicago Transit Authority”. b) The General, Automobile and Excess/Umbrella Liability Policies described provide for separation of insureds applicable to the named insured and the CTA. c) General Liability, Auto Liability, Workers Compensation and Property insurers shall waive all rights of subrogation against the Chicago Transit Authority. d) The General Liability policies, including excess and umbrella will insure all liabilities assumed under the provisions of the Hold Harmless and Indemnity Clause contained in the Contract and not exclude any construction and/or demolition work performed within 50 feet of railroad track. Commercial General Liability must be written on the ISO Occurrence Form CG 00 01 12 04 (or a substitute form providing equivalent coverage) and include the following endorsement: Contractual Liability Railroads ISO Form CG 24 17 10 01 (or a substitute form providing equivalent coverage). The Contractor shall be responsible for arranging that all subcontractors maintain the necessary insurance requirements. e) The receipt of this certificate by the CTA does not constitute agreement by the CTA that the insurance requirements in the contract have been fully met, or that the insurance companies indicated by this certificate are in compliance with all contract requirements.

Name and Address of Certificate Holder and Receipt of Notice Signature of Authorized Representative

______Certificate Holder/Additional Insured Agent/Company Address Chicago Transit Authority Dept. of Risk Management 567 W Lake St. Chicago, IL 60661 Telephone

CTA – INSURANCE AND BOND REQUIREMENTS FOR CONSTRUCTION CONTRACTS – 10/1/09