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County Council

Meeting Date: JANUARY 28, 2020 Submitted by: CINDY HOWARD, GM FINANCE AND COMMUNITY SERVICES AND MORGAN CALVERT, DIRECTOR ITS SUBJECT: COMMUNITY TRANSPORTATION SERVICE OPERATOR AND SERVICE AGREEMENT

BACKGROUND: On April 30, 2018, Middlesex County received a letter confirming our eligibility for funding for the Intercommunity Bus project up to $1,500,000. A letter was also received on January 30, 2019 confirming that the Government of would support the County through the advancement of the municipal stream of the Community Transportation Grant Program. The Community Transportation Grant Program Transfer Payment Agreement was received on July 4, 2019.

On July 16, 2019, Middlesex County Council approved the Community Transportation Grant Program Transfer Payment Agreement for the implementation of a microtransit service connecting the communities of Thames Centre with Woodstock and London.

On August 13, 2019 the Transfer Payment Agreement was signed by the Province.

ANALYSIS: In accordance with section A5.1 Acquisition, of the Transfer Payment Agreement:

“If the Recipient acquires goods or services, or both, with the Funds, it will: a) Do so through a process that promotes the best value for money; and b) Comply with the Broader Public Sector Accountability Act, 2010 (Ontario) including any procurement directive issued thereunder, to the extent applicable.”

Middlesex County released an Expression of Interest – Middlesex County Community Transportation Project (as attached), which was used to collect and evaluate responses from service operators for the potential provision of a micro-transit service that will link January 28, 2020 Page 2 of 96 8 d - CC

communities in the Municipality of Thames Centre with Woodstock and London. The micro-transit system will offer a fixed-route and fixed-schedule transit service which will provide two routes: 1) between Thames Centre and Woodstock, and 2) between Thames Centre and London.

The micro-transit service will be based on a test-and-learn approach to ensure the service meets the needs of the communities in which it serves.

The expression of interest was posted on various online platforms, including the County’s website, Thames Centre’s website and bids&tenders (a widely used online procurement platform). The expression of interest was also circulated to service operators who had been identified through other community transportation funded communities and their procurement opportunities.

As a result of the County’s expression of interest process, Middlesex received two excellent proposals. The Evaluation Committee, which consisted of two representatives from Middlesex County and one representative from Thames Centre: Cindy Howard, GM Finance and Community Services; Morgan Calvert, Director ITS; and, Mike LeBlanc, Director of Transportation, evaluated both responses using the Rated Requirements Evaluation Criteria set out in the expression of interest procurement opportunity.

Through the evaluation, the Evaluation Committee identified Voyago as the respondent who best met the evaluation criteria.

Respondent Evaluation Score BTS 66.5 / 100 Voyago 92 / 100

The award resulting of the expression of interest was the ability to negotiate with Middlesex County, a potential Service Agreement for the provision of the Community Transportation micro-transit service that may be approved by Middlesex County.

The Service Agreement (attached) is designed in a way to ensure ongoing evaluation, monitoring and flexibility in delivering the service and the overall service design so that Middlesex County can ensure to the best of its ability that the service continues to meet the evolving needs of the communities it serves.

Voyago currently provides transit services in Woodstock, St. Thomas, and London, among others. Voyago has also been identified as the service operator for a number of Community Transportation funded communities such as: Strathroy-Caradoc, Tillsonburg, and is currently in discussions with a number of other communities.

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Financial Impact

The micro-transit service will be fully funded through the Transfer Payment Agreement between the Province of Ontario and the Corporation of the County of Middlesex.

Therefore, it is the recommendation that Council approve the Community Transportation Service Agreement with Voyago, for the provision of a micro-transit service which will connect the Communities of Thames Centre, Woodstock and London.

RECOMMENDATION: THAT the attached Community Transportation Service Agreement with Voyago be approved as presented, AND THAT the Warden and County Clerk be authorized to execute the Community Transportation Service Agreement.

Attachments: Expression of Interest (EOI) for Middlesex County Community Transportation Project Expression of Interest - Addendum #1: Questions and Answers Community Transportation Service Agreement January 28, 2020 Page 4 of 96 8 d - CC

COMMUNITY TRANSPORTATION SERVICE AGREEMENT

MEMORANDUM OF AGREEMENT made this ___ day of January, 2020

B E T W E E N:

THE CORPORATION OF THE COUNTY OF MIDDLESEX (hereinafter, called the “County”)

THE PARTY OF THE FIRST PART

- and -

VOYAGO (hereinafter, called the “Microtransit Service Provider”, the “Service Provider” or “Voyago”)

THE PARTY OF THE SECOND PART

collectively hereinafter referred to as “the Parties”

WHEREAS the County intends to proceed with providing microtransit services that will link communities in the Municipality of Thames Centre to London and Woodstock as outlined in the County’s Expression of Interest (hereinafter, called the “EOI”) with respect to a Community Transportation Project (hereinafter, called “the Project”) and has requested the Microtransit Service Provider to provide the professional microtransit transportation services in connection therewith, which inclusive of its addenda, is attached as Schedule “A” and forms part of this Agreement;

AND WHEREAS the Service Provider responded to the County’s EOI with a proposal (hereinafter, called the “Proposal”) which is attached as Schedule “B” and forms part of this Agreement. The Service Provider agrees to provide professional community transportation services as required for the Project;

AND WHEREAS the County is a Municipal corporation governed by Warden and Council and is operated by administration, which is hereby authorized to administer this Agreement in its entirety, including, but not limited to decisions with respect to the operation and termination of this Agreement, in accordance with its provisions; and

NOW THEREFORE WITNESSETH that for good and valuable consideration, including the mutual covenants contained herein, the receipt and sufficiency of which the Parties acknowledges as sufficient, the Parties do hereby agree as follows:

ARTICLE 1 - GENERAL CONDITIONS January 28, 2020 Page 5 of 96 8 d - CC

1.01 Recitals

The Parties warrant that the above recitals are true and the same are hereby incorporated into this Agreement by reference.

1.02 Covenants

The Parties agree that all obligations contained in this Agreement, even if not expressed specifically to be covenants, shall be deemed to be covenants.

1.03 Retainer

The County hereby retains the professional community transportation services of the Microtransit Servicer Provider in connection with the Project and the Microtransit Service Provider hereby agrees to provide the community transportation services (hereinafter, called “the Services”) under the general direction and control of the County. The Services to be provided by the Service Provider for the Project are set forth in section 2 of this Agreement and may only be changed and/or altered at the County or County’s Project Co-ordinator’s discretion and in accordance with section 2.08 of this Agreement.

1.04 Staffing and Methods

The Service Provider hereby agrees and warrants that:

a) it shall perform the Services and obligations as required by this Agreement;

b) it shall employ only competent staff to perform the Services and obligations as required by this Agreement;

c) its employees, agents and any subcontractors shall perform the Services to the degree of care, skill and diligence of a professional community transportation service provider and will at all times, be in compliance with all Federal, Provincial and Municipal laws, County’s Health and Safety provisions, statutes, regulations, By-Laws and codes of conduct relevant to providing transportation services;

d) it shall ensure that spare drivers be available to ensure service continuity with respect to the required Services of the Project;

e) it shall be fully responsible for one hundred percent (100%) of the work undertaken by any and all of its employees, agents and sub-contractors; and

f) it shall not hire any employees and/or staff of the County or Lower-tier Municipalities, which includes but is not limited to, Newbury, Southwest Middlesex, Strathroy-Caradoc, Adelaide Metcalfe, Middlesex Centre, Thames Centre, Lucan-Biddulph or North Middlesex (hereinafter, called the “County’s Lower-tier Municipalities”).

1.05 Suspension, Termination and Damages

1.05.01 Suspension and Termination at Discretion of the County

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The County may, upon giving thirty (30) days of written notice to the Service Provider and without cause, suspend or terminate the Services or any portion thereof at any stage of the Project for any reason to the Service Provider. Upon receipt of such notice of suspension or termination from the County, at the County’s discretion, the Service Provider may cease work immediately and perform no further services other than those reasonably necessary to close out its services. The Service Provider does hereby acknowledge that in the event the County suspends or terminates the services of the Service Provider, either temporarily or permanently without cause, the County shall provide compensation in accordance with the Services that have been completed, and the Service Provider does hereby fully release the County, its Lower-Tier Municipalities and surrounding partner Municipalities and/or Townships who additionally participate in the Project, its employees, legal counsel, and/or Councillors from any and all claims, actions, losses, expenses, costs or damages of every nature and kind whatsoever resulting from the termination.

1.05.02 Suspension and Termination at Discretion for Breach by the Service Provider

In the event the Service Provider breaches any term or obligation of this Agreement, the County may, upon giving thirty (30) days of written notice to the Service Provider, terminate for default the whole or any part thereof, and order all work to cease and/or the Agreement may be terminated at the election of the County without any compensation owed being owed by the County to the Service Provider. In the event that this Agreement is terminated as a result of a breach by the Service Provider, the County shall retain the full amount of funds from the Service Provider that have been provided to and cashed by the County and secured by the Letter of Credit, as liquidated damages. The Service Provider does hereby acknowledge that the retention of such funds by the County constitutes compensation for the cost of delay and administrative costs associated with administering an additional request for tender and is not a penalty. The Service Provider further acknowledges and agrees that in the event it breaches this Agreement, it may be ineligible to contract further with the County for a period of time to be determined by the County.

The Service Provider hereby agrees that in the event of a default related to an emergency situation, the Service Provider will rectify any such default immediately, and, at its option, the County may immediately rectify any such default, and the Service Provider agrees to reimburse the County for any expense incurred in rectifying such default immediately upon request for reimbursement from the County.

1.05.03 Termination by Unilateral Cessation of the Services by the Service Provider

In addition to and without limiting the foregoing and subject to section 1.05 of this Agreement, in the event the Service Provider breaches this Agreement unilaterally and without the written consent of the County ceasing the performance of the Services, dissolves as a corporation, or ceases operations prior to completion of the Services, this Agreement shall terminate as of the earliest date upon which the Service Provider either ceases providing its Services to the County, dissolves as a corporation, or ceases operations. In the case where the Service Provider ceases operations as indicated above, the County shall retain the full amount of funds from the Service Provider which have been provided to the County and secured by the Letter of Credit as liquidated damages in accordance with section 3.01(5) of this Agreement. The Service Provider does hereby acknowledge and agrees that the January 28, 2020 Page 7 of 96 8 d - CC

retention of the above-mentioned funds by the County constitutes compensation for the cost of delay and administrative costs associated with administering an additional request for tender and is not a penalty.

1.05.04 Liquidated Damages for Services Disruption

In addition to and without limiting any other provision of this Agreement, in the event that the delivery of Services is interrupted or is deficient as a result of the negligence, omission, action, act of the Service Provider or its agents, the Service Provider will refund a pro-rated amount from the account of the County, as applicable, for the time that the Services were interrupted in accordance with the Services Disruption Table below and credit such account(s) accordingly. However, should the Service Provider fully remedy at its sole (100%) cost the interruption of Services within thirty (30) minutes of being notified that the Services have been interrupted and/or disrupted, the Services Disruption Table contained in this section 1.05.04 shall not be applicable.

Services Disruption Table Full Service Interruption Partial Service Impairment Shall result in a credit of 100% of money Shall result in a credit of 50% of the money owed under this Agreement for the period owed under this Agreement for the period of time of the service interruption. For the of time of the service interruption. For the purposes of this calculation, the Hourly purposes of this calculation, the Hourly Rate shall be pro-rated into a daily rate and Rate shall be pro-rated into a daily rate and applied, using an assumption of ten hours, applied, using an assumption of ten hours, should a daily reduction not be applicable. should a daily reduction not be applicable.

Should the Service Provider not include the pro-rated subtraction in a billing statement forthwith following the Services disruption, the County shall calculate the amount to be subtracted and will deliver written Notice to the Service Provider of such calculation.

1.06 Liability and Indemnification

The Service Provider acknowledges and agrees that throughout the term of this Agreement and Project, and while it is performing the Services, the County, Lower- Tier Municipalities and surrounding partner Municipalities and/or Townships who additionally participate in the Project, shall not be responsible for any liability arising out of or that is in any way related to:

a) any bodily injury, death or property damage or any incidental, indirect, special or consequential damages to anyone for any claim, demand or action against the County, the County’s Lower-tier Municipalities, its surrounding partner Municipalities and/or Townships who additionally participate in this Project, its elected officials, its Councillors, legal counsel, officers, employees, agents or consultants and/or against the Service Provider, its employees and/or subcontractors which in any manner arises out of or are any manner related to: i) this Agreement;

ii) this Project;

iii) the execution of Services by the Service Provider, its employees, agents and/or subcontractors;

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iv) damages incurred while the Service Provider, its employees, agents and/or subcontractors are providing the Services; and/or

v) damages incurred as a result of the Service Provider, its employees, agents and/or subcontractors.

b) without limiting the foregoing, the Service Provider hereby agrees to fully (100%) release, indemnify, defend and hold harmless the County, its Lower- Tier Municipalities, its surrounding partner Municipalities and/or Townships who additionally participate in the Project, its elected officials, Councillors, legal counsel, officers, employees, and agents or consultants from and against any and all suits of any nature, judgments, claims, demands, expenses, actions, causes of action, duties, assessments, fees, interest, penalties, liabilities, losses and costs (including, without limitation, legal expenses and for any and all liability for injuries to persons (including death and acts allegedly attributable to negligence) or damages to property, however caused, which in any manner arises out of or are any manner related to: i) this Agreement;

ii) this Project;

iii) the execution of Services by the Service Provider, its employees, agents and/or subcontractors;

iv) damages incurred while the Service Provider, its employees, agents and/or subcontractors are providing the Services;

v) damages incurred as a result of the Service Provider, its employees, agents and/or subcontractors providing the Services; and/or

vi) any and all claims of any nature, including but not limited to bodily injury, sickness, death or disease, including loss of revenue or incurred expense resulting from disruption of Services, arising out of or allegedly attributable to the negligence acts, errors, omissions, misfeasance, nonfeasance, fraud or willful misconduct of the Service Provider, its directors, officers, employees, agents, contractors and subcontractors, or any of them, in connection with or in any way related to the execution of Services or performance of this Agreement and Project.

The indemnity contained in this entire section 1.06 shall be in addition to and not in lieu of any insurance to be provided by the Service Provider in accordance with this Agreement and Project, and shall survive this Agreement.

c) the Service Provider agrees to fully defend, indemnify and save harmless the County, its Lower-Tier Municipalities and surrounding partner Municipalities and/or Townships who additionally participate in this Project from and against any and all claims of any nature, actions, causes of action, losses, expenses, fines, costs (including legal costs), interest or damages of every nature and kind whatsoever arising out of or related to the Service Provider’s status with WSIB. This indemnity shall be in addition to and not in lieu of any proof of January 28, 2020 Page 9 of 96 8 d - CC

WSIB status and compliance to be provided by the Service Provider in accordance with this Project, and shall survive this Project.

1.07 Liability Insurance

The Service Provider, at all times while retained with respect to the Project, shall have in place, pay for and maintain the following policies of insurance:

1) Commercial General Liability

Commercial General Liability, underwritten by an insurer licensed to conduct business in the Province of Ontario, for a limit of not less than five million dollars ($5,000,000.00) per occurrence and no aggregate with respect to completed operations. The policy shall include an extension for a standard provincial and territorial form of non-owned automobile liability policy. This policy shall include but not be limited to:

a. name the County as an additional insured;

b. cross-liability and severability of interest;

c. blanket Contractual;

d. products and Completed Operations;

e. premises and Operations Liability;

f. personal Injury Liability;

g. contingent Employers Liability;

h. work performed on Behalf of the Named Insured by Sub-Contractors;

i. broad Form Property Damage;

j. the policy shall include 30 days’ notice of cancellation; and

k. any other party that the County deems necessary to be included as an additional insured. Should the County request in writing that an additional party be named as an additional insured with respect to this Project, the Service Provider shall amend the Commercial General Liability policy accordingly within thirty (30) days and provide written confirmation to the satisfaction of the County.

2) Owned Automobile Liability Insurance

Standard Owned automobile liability insurance, on an occurrence basis in an amount not less than five million dollars ($5,000,000.00) exclusive of interest and legal costs against loss or damages resulting from bodily injury or death to one of more persons or loss of or damages to property. The automobile liability insurance must comply with all requirements of the current legislation of the Province of Ontario, and shall provide coverage to carry passengers for compensation in which the Service Provider is operating a Public Vehicle Operating License where required.

3) Certificate of Insurance

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The Service Provider shall provide a Certificate of Insurance evidencing coverage in force at least ten (10) days prior to the Project commencing. At any time requested by the County, the Service Provider shall provide to the County proof of insurance.

The Service Provider hereby agrees that it shall not change, amend or cancel the above noted insurance policies in any manner for the Term of this Agreement and while the Project is ongoing, unless the County consents in writing.

1.08 Contracting with Sub-Contractors

The Service Provider agrees that it shall not and that no person, firm or corporation associated with the Service Provider, including but not limited to its subsidiaries, employees, agents and subcontractors, shall contract, assign and/or or tender any of the work of the Project to anyone, unless the County consents in writing.

1.09 Assignment

Neither party may assign this Agreement without the prior consent in writing of the other.

1.10 Approval by Other Authorities

Unless otherwise provided in this Agreement, where the work of the Service Provider is subject to the approval or review of an authority, department of government, or agency other than the County, such applications for approval or review shall be the responsibility of the Service Provider, but shall be submitted through the offices of the County and unless authorized by the County in writing, such applications for approval or review shall not be obtained by direct contact by the Service Provider with such other authority, department of government or agency.

1.11 Project Co-ordinator and Inspection/Stoppage by County

The Parties agree that the Project Co-ordinator for the County with respect to the Project shall be:

Cindy Howard County of Middlesex 399 Ridout Street North, London, ON N6A 2P1 (519)434-7321, ext. 2234 [email protected]

The Project Co-ordinator shall supervise and co-ordinate all work required and shall have authority to stop any work contemplated whenever such stoppage, in her sole opinion, may be necessary to co-ordinate any of the work described in this Agreement or to ensure the proper execution of this Agreement. January 28, 2020 Page 11 of 96 8 d - CC

The Project Co-ordinator on behalf of the County and/or such other individual authorized by the County shall have the right, at all reasonable times, to inspect or otherwise review the Services performed, or being performed, under the Project and the premises where they are being performed.

The Project Co-ordinator shall have the authority to reject all work which in the sole opinion of the Project Co-ordinator, does not conform to the requirements of this Agreement or in the sole opinion of the Project Co-ordinator is otherwise substandard, flawed or unsuitable for the County`s purposes.

In the event that questions or a disputes arise with respect to execution of the Services or with respect to the interpretation of the requirements of this Agreement, the Project Co-ordinator shall have the final authority to decide all such questions, the opinion of the Project Co-ordinator shall prevail, and the decision will be deemed final by the Parties.

In the event that the Project Co-ordinator is unavailable, the Service Provider shall contact Morgan Calvert for immediate assistance:

Morgan Calvert County of Middlesex 399 Ridout Street North, London, ON N6A 2P1 (519) 434-7321, ext. 2239 [email protected]

1.12 Dispute Resolution

In the event of an unresolved dispute, all remedies available at law shall be available to the Parties.

1.13 Time

The Service Provider shall perform the Services expeditiously to meet the requirements of the County and shall complete the Services by the Service Provider, or such other date agreed to by the County in its sole discretion (through the Project Coordinator or her designate), taking into consideration any reasonable delay due to weather.

1.14 Centralized Reporting Requirements

The Service Provider shall provide monthly summary reports to the County without demand on the first (1st) business day of each month. The centralized reporting to be provided to the County includes but is not limited to the following particulars from the preceding month:

(a) the portion of the Services completed;

(b) number of complaints received;

(c) all reported incidents by type;

(d) end of shift reports;

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(f) special instructions;

(g) all transportation requests;

(h) overall ridership statistics of the Services;

(i) all of the pick-up/drop off locations;

(j) most frequent times and days that the Services were utilized;

(k) standard mileage for each trip;

(l) vehicle cleaning procedures and frequency;

(m) late and/or missed Service hours and/or trips;

(n) on-time performance;

(o) rider wait time for the Service Provider and the reason outlining the delay;

(p) any ridership trends;

(q) rider on/off counts;

(r) rider with mobility devices;

(s) staff list showing the number, classifications and identities of staff, Principals and Executives, who performed the Services and breaking down which particular type of work that each staff member has performed; and

(t) any additional reporting information with respect to the Project that is acceptable to the County.

1.15 Incident Reporting

The Service Provider ensures that all rider complaints and inquiries are fully documented, assessed and reviewed by authorized staff with follow-ups, as required. The Service Provider undertakes that all rider complaints will be reported to the County on a monthly basis and in accordance with section 1.14 of this Agreement. However, serious complaints shall be reported to the County within twenty-four (24) hours, and a full report will be subsequently provided in the required monthly report.

1.16 Additional Conditions

This Agreement includes the provisions of this Agreement, the EOI, attached as Schedule “A,” and the Service Provider’s Proposal, attached as Schedule “B,” all of which shall be read together in the forming of this Agreement. In the event there is a conflict between the provisions of this Agreement and its schedules, the provisions of this Agreement shall prevail.

ARTICLE 2 – THE SERVICES

The Parties hereby agree that all of Article 2 (inclusive of 2.01-2.08), make up the Services required to be performed by the Service Provider.

2.01 Proposed Transportation Routes

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The Parties agree and acknowledge that the transportation routes with respect to the Project may continuously evolve and reasonably change over time in order to provide the most efficient service to its riders in the community. The Parties further agree and acknowledge to act in a flexible and collaborative manner throughout the term of the Project in order to provide the most efficient and effective routes for its riders in the community.

At the commencement of the Project, the Service Provider shall provide the proposed microtransit service routes between the corridors of Thames Centre, Woodstock and London (hereinafter, called the “Routes”). Following the execution of this Agreement, the Parties agree to implement an official Route schedule, which shall be determined by a memorandum in writing and form part of this Agreement. The Parties further agree that at the County’s discretion, the above-referenced Route schedule may continuously evolve and reasonably change over time to suit the general ridership needs within the community. Should the Routes and applicable schedules change throughout the term of the Project, the County shall advise the Service Provider in writing of the necessary adjustments, and the Service Provider agrees to implement any Route and schedule adjustments within thirty (30) days of being advised in writing.

2.02 Term

Subject to the suspension and termination options (subsection 1.05) of this Agreement, the Service Provider agrees as follows:

1) It shall begin performance of the Services on June 1, 2020; and

2) It shall complete the Services on March 31, 2023, subject only to extensions in time which may or may not be provided by the County, in its sole discretion. Prior to the completion of the Services on March 31, 2023, the Parties may discuss a potential extension in continuing the Services, at the County’s sole discretion and depending on the existence of provincial dollars. If no extension is reached prior to the last day of the Term, this Agreement and Project shall immediately expire and terminate on March 31, 2023, as per the County’s EOI, attached as Schedule “A” to this Agreement.

2.03 Days and Hours of Operation

The Service Provider agrees as follows:

1) The Service Provider shall at a minimum, operate and perform the Services Monday to Friday throughout the term of the Project;

2) The performance of the Services with respect to the Routes shall be a minimum of two (2) vehicles completing two (2) return trips per day, commencing at approximately 6:30 am to 9:30 am and from 3:30 pm to 6:30 pm, which totals a minimum of 3,120 hours of retained Service per year of the Project; and

3) Following the execution of this Agreement, the official transit schedule shall be determined by a memorandum in writing endorsed by the Parties, and upon being endorsed, the memorandum shall form part of this Agreement. The Parties agree and acknowledge that the minimum retained Service hours of 3,120 per year of the Project shall not change; however, any further particulars contained in this section 2.03 with respect to the Services, Route times and schedules may be subject to January 28, 2020 Page 14 of 96 8 d - CC

reasonable changes, amendments and/or alterations at the County’s sole discretion, in accordance with section 2.08 of this Agreement.

2.04 On-Demand Flexibility of Services

The Parties agree and acknowledge that in certain instances, fixed-route Services, as identified in section 2.03 of this Agreement may not be efficient or cost-effective for riders in the community. The Service Provider agrees that in addition to the fixed route schedules, as outlined in section 2.03 of this Agreement, it shall provide on-demand flexibility to riders. The full particulars of the Service Provider’s on-demand flexibility options shall be determined by a memorandum in writing endorsed by the Parties, and upon being endorsed, the memorandum shall from part of this Agreement. The County undertakes to give the Service Provider at least twenty-four (24) hours of notice prior to scheduling on-demand flexible Services, which is in addition to its regular and fixed Service schedule, as identified in section 2.03 of this Agreement.

2.05 Prior to Commencement of Work

The Service Provider agrees and warrants that prior to commencing any work on the Project, the Service Provider shall allow all of its equipment and vehicles to be inspected and approved by the County.

2.06.1 Role of the County

The County agrees and warrants that at all times it will provide the following services with respect to the Project:

1) Marketing and communication of the new microtransit system;

2) Website that includes the necessary and up-to-date route and schedule information;

3) Evaluation of the Project;

4) Erecting bus stop signs and shelters, and maintaining all bus stop signs and shelters from ice and snow; and

5) Approval of the annual budget that includes the cost of fares.

2.06.2 Role of the Service Provider

The Service Provider agrees and warrants that at all times when completing the Services, it is anticipated that it shall be responsible for the following:

1) Vehicle Component

a. providing the necessary and accessible vehicles to complete the Services;

b. providing a minimum of two (2) designated side entry accessible vehicles to complete the Services throughout the Term of the Project. The Service Provider further acknowledges and undertakes that the particulars of the two (2) designated vehicles will be in strict compliance with its Proposal, which is attached as Schedule “B” and forms part of this Agreement;

c. providing a minimum of one (1) wheelchair space and a bicycle rack in each vehicle to complete the Services;

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d. providing professional and properly licensed vehicle operators;

e. providing training for any and all new vehicle operators that are hired to complete the Services;

f. providing any and all vehicle maintenance, repair and replacement. The Service Provider shall ensure that all vehicles comply with all Ministry of Transportation of Ontario audit requirements and all vehicle maintenance comply with all municipal by-laws. Additionally, the Service Provider ensures that its vehicles will not operate if unsafe. This includes but is not limited to heating and cooling, brakes, steering, and exhaust; and

g. performing the Services to the degree of care, skill and diligence of a professional vehicle operator and carry out operations in a skillful manner.

2) Technology Component

a. collecting any and all of the transit fares and undertaking to report all collected transit fares to the County throughout the term of this Project;

b. providing complimentary on board WIFI in each vehicle for riders to utilize;

c. installing fully functioning on board camera systems in all vehicles;

d. providing the necessary software for riders to assist with determining location stops, pick-up/drop-off times and vehicle tracking;

e. providing on-demand technology to enhance mobility and general support with respect to the Services. The Service Provider ensures that it is capable of providing on-demand technology to improve Services, and the additional ability to include pick-up and/or drop-off locations for riders;

f. utilizing audio speakers in all vehicles to assist riders with their respective drop-off locations throughout the Routes;

g. utilizing fleet tracking software to assist with the Services;

h. equipping each vehicle with a fully functioning radio to allow the bus driver and/or Voyago staff to effectively communicate with its head office;

i. equipping each vehicle with a fully functioning GPS device to ensure that the most efficient Routes are being used to avoid rider delay; and

j. throughout the term of the Project, the County reserves the right in its discretion to purchase any additional technology components from the Service Provider which are not contained in this section 2.06, and any additional purchase shall be effective only if it is endorsed in writing and signed by the County.

3) Administration Component

a. providing sufficient and competent local supervision and management in order to oversee the effective, efficient and safe operation of the Project, including effectively investigation and dealing with all customer complaints and/or matters;

b. regularly collecting ridership and other service delivery data and information and providing the findings for the County to use in order to optimize routes and schedules;

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c. submitting monthly performance reports to the County;

d. in-person meeting and/or teleconference with the County on a quarterly basis, or as required by the County, in its sole and absolute discretion. Additionally, progress meetings will be held as necessary by the County in its reasonable discretion. Progress meetings will be held to review the Service Provider’s Route schedules and to discuss general ridership, any delays, unusual conditions, critical matters that have affected or could affect the progress of the Services; or any matters in the County’s discretion that arise as a result of the Service Provider’s Reporting Requirements; and

e. submitting an annual budget for the Services to the County.

4) Transit Fare Collection Component

a. installing the necessary fare box for riders to deposit the transit fare in order to utilize the Service;

b. collecting and reporting to the County all of the deposited transit fares from the riders utilizing the Service;

c. providing a monthly invoice to the County outlining all of the collected transit fares from riders from the previous month; and

d. at the commencement of the Project, the collection of transit fares shall be a cash-based system, and the Service Provider will not be responsible for providing riders with change. If required by the County, the Service Provider has the capability of providing an online reservation system and/or physical ticket system for riders to utilize the Services. Following the commencement of the Project, the Parties agree to discuss implementing the potential additional fare collection methods, as identified in this section 4(d), and shall only be implemented if it endorsed in writing and signed by the County.

5) Additional Components

a. the Service needs to be in operation for a minimum of five (5) days per week – with a minimum of two (2) return trips on a daily basis, in accordance with section 2.03 of this Agreement;

b. the Service needs to propose schedule that is not currently offered by other carriers in the microtransit community;

c. the Service Provider must utilize vehicles that carry a minimum of ten (10) passengers, in accordance with R.R.O. 1990, Reg. 629: Accessible Vehicles, as amended or replaced;

d. riders travelling in a wheelchair must be provided assistance to ensure a safe transition on and off the vehicle;

e. following the execution of the Agreement, and upon the transit Routes being finalized in accordance with section 2 of this Agreement, if the Service Provider’s vehicle(s) have reached full capacity while performing the Services, the Service Provider shall dispatch at no additional cost to the County, additional vehicle(s) so that riders are not left without transportation to their destination. Following the execution of this Agreement, the particulars with respect to the Service Provider dispatching additional vehicle(s) shall be determined by a memorandum in writing endorsed by the January 28, 2020 Page 17 of 96 8 d - CC

Parties, and upon being endorsed, the memorandum shall form part of this Agreement.

f. the Service Provider at no additional charge shall place any County marketing materials and/or advertisements in its designated vehicles throughout the term of the Project. The marketing materials and/or advertisements shall include but not be limited to, signage on the side and inside of its designated vehicles and a digital screen inside its designated vehicles for promotional purposes. Further, the Service Provider at no additional charge shall provide general marketing guidance and advice to the County when selecting its marketing and/or promotional material;

g. the Service Provider shall be compliant with any necessary AODA requirements with respect to providing accessible equipment for all riders to utilize the Services;

h. upon the County giving fourteen (14) days of written notice to the Service Provider, the Service Provider shall at no cost to the County or riders, donate the necessary amount of staff and vehicle(s) prior to June 1, 2020, for the purposes of a soft launch with respect to the Services, promotional transit runs and promotional events at locations to be determined by the County; and

i. upon the County giving thirty (30) days of written notice to the Service Provider, the Service Provider shall at no cost to the County or riders, donate the necessary amount of staff and vehicle(s) for continued regular Services on statutory holidays, which includes but is not limited to, Christmas Day and New Year’s Day for each year of the Project.

2.07 Worker Safety and Insurance

The Service Provider warrants that at all times when performing the Services, it shall:

1) have health and safety provisions in its management systems which will be in force and maintains a consistently high level of health and safety;

2) only use employees, agents and/or subcontractors who are qualified in providing the Services, competency-based training standards and who are required at all times when performing the Services to wear all appropriate personal protective equipment;

3) provide their employees with education and training required to successfully provide the Services;

4) possess and be able to produce at the request of the County a satisfactory certificate from the Workplace Safety Insurance Board (“WSIB”) confirming that all assessments or compensation payable to the WSIB have been paid and that its workers have WSIB coverage; and

5) at any time at the request of the County, submit proof of fulfilment of all the covenants in this Agreement.

In addition to and without limiting any other provision of this Agreement, the Service Provider warrants that it shall pay to the appropriate provincial Board/Commission all assessments and levies owing to the Board/Commission with respect to its performance of the Services pursuant to this Agreement and the Service Provider January 28, 2020 Page 18 of 96 8 d - CC

does hereby acknowledge that any unpaid assessments or levies shall be the sole responsibility of the Service Provider.

2.08 Adjustment to Services

The County and/or the County’s Project Co-ordinator, in its sole discretion, may at any time after the execution of the Agreement, make reasonable substitutions, amendments, variations and/or adjustments from time to time with respect to the Services, as it determines to be appropriate based upon the findings and particulars resulting from the Service Provider’s reporting requirements pursuant to this Agreement, and in accordance with general ridership needs and trends in the community. In the event that any of the Services are substituted, amended, deleted, extended, increased, varied or otherwise reasonably altered, the Parties shall cause this Agreement to be amended accordingly.

The Service Provider acknowledges and agrees that it has the capability and resources to accommodate any reasonable substitutions, amendments and/or adjustments at the County’s discretion with respect to the Services, which includes but is not limited to, a reasonably substitution in route changes, a substitution in transit schedule changes, a substitution in technology, and a substitution potentially increasing the hours and days of performing the Service.

ARTICLE 3 – PAYMENT

3.01 Payment

(1) In accordance with the particulars contained in the County’s EOI, attached as Schedule “A”, the County has a maximum budget of $1,049,948.00 in project funding that has been allocated for the microtransit services portion of the Project. The County shall not exceed the budget referenced in this section 3.01 unless there is secured provincial and/or municipal funding, which is approved by County Council to reasonably expand the Services with respect to the Project.

(2) The Service Provider shall provide a detailed statement of account to the County for the Services provided on a monthly basis for the term of the Project. Each statement of account shall identify and itemize the complete Services completed during the billing period for that respective month of the Project, which includes but is not limited to the total fares collected, H.S.T. amount, date of the invoice, total hours and riders for the month. The Service Provider acknowledges that each statement of account shall be subject to the subsection 1.05.04 of this Agreement. The Service Provider shall deduct one hundred percent (100%) of the total transit fares collected in a given month against that month’s invoice, and the County shall be responsible for paying the net balance in accordance with section 3.01(3) of this Agreement. The County shall pay each statement of account on a monthly basis.

(3) In accordance with section 3.01(2) of this Agreement, and throughout the term of the Project, the County shall pay the Service Provider a maximum upper-limit hourly rate of $82.00 + H.S.T. (hereinafter, called the “Hourly Rate”) for the performance of the Services contained in section 2 of this Agreement. The Hourly Rate shall at no time increase throughout the term of the Project, unless there is written approval by the County and/or the County’s Project Co-ordinator. However, throughout the term of the Project, the Hourly Rate might be less than $82.00 + January 28, 2020 Page 19 of 96 8 d - CC

H.S.T. per hour if the County decides in its sole discretion to increase the Services of the Project, but the Hourly Rate shall at no time exceed $82.00 + H.S.T. without the County and/or County Project Co-ordinator’s written approval. In the event that the County decides in its sole discretion to increase the Services of the Project in accordance with section 2.08 of this Agreement, a memorandum in writing shall be endorsed by the Parties and form part of the Agreement.

(4) For the Term of this Agreement, the Service Provider will bill and hold the County directly responsible for payment for any additional features ordered by the County. Rates and payment dates for additional features shall be negotiated as between the Service Provider and the County. However, any additional features must at all times be approved in writing by the County.

(5) The Service Provider will deliver to the County, prior to the execution of this Project, an unconditional and irrevocable letter of credit (hereinafter, called the “Letter of Credit”) in favour of the County from a financial institution approved by the County in the amount of twenty-five thousand dollars ($25,000.00). This Letter of Credit shall be retained by the County for the duration of the Term of this Agreement, including any extensions exercised. No interest shall be payable on such security deposit. In the event this Agreement is performed without breach, such Letter of Credit will be fully (100%) returned following the completion of the Project to the satisfaction of the County. In the event of a breach, the Letter of Credit may be used by the County in its discretion to mitigate in whole or in part the financial damages that may occur from the breach.

ARTICLE 4 – GENERAL PROVISIONS

4.01 Notices

All notices under this Agreement shall be in writing. It shall be sufficient in all respects if the notice is delivered by hand, sent by electronic means of sending messages, including facsimile transmission, which produces a paper record ("Transmission") during normal business hours, or sent by registered mail, postage prepaid, addressed to:

Voyago The Corporation of the County of Middlesex 573 Admiral Court 399 Ridout Street North London, ON N5V 4L3 London, ON N6A 2P1 Attn: Denis Gallant, Chief Executive Attn: Cindy Howard (or Morgan Officer Calvert if Cindy Howard is unavailable) Cindy Howard Phone: 519-434-7321 x2234

Morgan Calvert Phone: 519-434-7321 x2239

or to such other address as either party shall have designated by written notice to the other party. Any notice so given shall be deemed to have been given and to have been received on the day of delivery, if so delivered, on the third Business Day January 28, 2020 Page 20 of 96 8 d - CC

(excluding each day during which there exists any interruption of postal services due to strike, lockout or other cause) following the mailing thereof, if so mailed, and on the day that notice was sent by Transmission, provided such that is a Business Day (a Business Day being any day of the week save and except for Saturday and Sunday) and if not, on the first Business Day thereafter.

4.02 Waiver of Rights

Any waiver of, or consent to depart from the requirements of any provision of this Agreement shall be effective only if it is in writing and signed by the party giving the waiver, and only in the specific instance and for the specific purpose for which it has been given.

The County’s rights pursuant to this Agreement shall not in any manner be prejudiced, even if the County has overlooked or condoned any non-compliance with the terms and conditions of this Agreement by the Service Provider. No failure on the part of the County to exercise, and no delay in exercising, any right under this Agreement shall operate as a waiver of such right.

No single or partial exercise of any right provided for herein by either party shall preclude any other or further exercise of such right or the exercise of any other right.

4.03 Entire Agreement, Modifications, Headings, Severability

The Parties acknowledge that this Agreement, including its schedules, constitute the entire Agreement between the Parties with respect to provision of the Services by the Service Provider and when read together (this Agreement taking precedence in the event of conflict with its schedules), supersede(s) all prior representations, warranties, agreements, and understandings, oral or written, between the Parties with respect to the Services. The headings to this Agreement are for convenience and reference purposes only and shall not constitute a part of the Agreement. If any element of this Agreement is later held to violate the law or regulation, that element alone shall be deemed void and all remaining provisions of this Agreement shall remain and continue in force.

4.04 Accounts and Audit

The Service Provider shall keep proper accounts and records of transactions and activities, in addition to all expenditures or commitments made by the Service Provider in connection therewith and shall keep all documents, invoices, receipts and vouchers relating thereto. All such accounts and records as well as any invoices, receipts and vouchers shall at all times during the term of this Project be open to audit, inspection and examination by the County. Copies of said records shall be provided to the County when requested by the appointed employee responsible for this Project so that they can be maintained in accordance with the County’s Records Management Policy and Records Retention Policy. If activities requiring the collection or handling of personal information are contracted out, the contract shall set out the privacy protection and security obligations assumed by the Service Provider.

4.05 Service Provider Status

The Service Provider hereby represents, warrants and covenants to the County (and January 28, 2020 Page 21 of 96 8 d - CC

acknowledges that the County is relying on such representations, warranties and covenants) that it is not aware of any actions, suits or proceedings pending or to its knowledge threatened against or adversely affecting it, which might materially affect its financial condition or its ability to perform and meet and all duties, liabilities and obligations as may be required of it under the Project Documents.

4.06 Municipal Freedom of Information and Protection of Privacy Act

The County is subject to the Municipal Freedom of Information and Protection of Privacy Act, R.S.O. 1990, c.M.56, as amended (hereinafter, "MFIPPA") with respect to the protection of information under its custody and control. Accordingly, all documents provided in response to the EOI or otherwise may be available to the public unless the party submitting the information requests that it be treated as confidential. The Service Provider hereby acknowledges and agrees that all information it has or may in the future submit to the County is subject to MFIPPA and may be subject to release under such Act, notwithstanding the Service Provider’s request to keep the information confidential.

4.07 General Privacy and Confidentiality

In the event of any breach of County or rider confidentiality, the Service Provider shall:

(1) determine if a breach has occurred and plan a course of action;

(2) identify the cause of the breach and perform steps to contain it;

(3) Immediately notify the County of the breach; and

(4) Implement change to ensure prevention of a future breach.

4.08 Temporary Service Interruption or Delay

In the event that the Service Provider’s staff or vehicle cannot complete the Services on schedule, the Service Provider, at no additional charge, shall arrange and dispatch other transportation vehicle(s) in order for the continuation of Services within thirty (30) minutes of discovering said delay. In the event that weather affects the Service Provider’s pick-up/drop-off schedule, the Service Provider shall provide regular updates through its software application-advising riders of the delay. Additionally, in the event of an unexpected failure of the Service Provider’s electronic scheduling system, the Service Provider shall switch to a manual-based system to complete the Services without delay.

4.09 Force Majeure

If the Service Provider is delayed in completion of this agreement by reasons of labour disputes, strikes, lock-outs, fire, or by any cause of any kind whatsoever beyond the Service Provider’s control, then the time of delivery shall be extended for a period of time equal to the time lost due to such delays, at no cost or penalty to the County. No such delivery time extension shall be made for delays unless written notice of same is given to the County within five (5) business days of its commencement, other than in the case of a continuing cause of delay, only one claim shall be necessary.

4.10 Voluntary Enforceable Agreement January 28, 2020 Page 22 of 96 8 d - CC

The Parties warrant that this Agreement is voluntary, that neither party is under any legal disability and that each party has had an opportunity to seek the advice of legal counsel with respect to this Agreement. The Service Provider agrees that the County has the legal right and ability to enforce the said provisions of this Agreement hereunder as against it to the extent of its obligations as established herein and that it is estopped from pleading or asserting otherwise in any action or proceeding.

4.11 Counterparts

This Agreement may be executed by the parties in separate counterparts, each of which is, once so executed and delivered, shall be an original, but all such counterparts held together constitute one and the same instrument.

4.12 Applicable Law

This Agreement shall be governed by, and interpreted and enforced in accordance with, the laws in the Province of Ontario and the laws of Canada, as applicable.

This Agreement will enure to the benefit of and be binding on the parties and their respective heirs, executors, administrators, successors and assigns.

Any reference in this Agreement to a statute includes any amendment thereto, its regulations and applicable successor legislation. The necessary changes in gender required to make this Agreement apply to either corporations or individuals, males or females, will in all instances be assumed as though in each case fully expressed.

All dollar amounts referred in this Agreement and the Schedules are in Canadian funds.

[ONE (1) SIGNATURE PAGE FOLLOWS]

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IN WITNESS WHEREOF the Parties hereto have affixed their respective seals over the hands of their respective proper officers duly authorized in that behalf on this ___ day of January, 2020:

Address for Service: 339 Ridout Street North London Ontario N6A 2P1 THE CORPORATION OF THE COUNTY OF MIDDLESEX

In the presence of: Per: ______Cathy Burghardt-Jesson, Warden Signature: ______

Name: ______Per: ______Kathleen Bunting, Clerk

We have authority to bind the Corporation

Address for Service: 573 Admiral Court London, ON N5V 4L3

VOYAGO

In the presence of: Per: ______Name: Title:

Signature: ______Per: ______Name: ______Name: Title:

I/We have authority to bind the Corporation

January 28, 2020 Page 24 of 96 8 d - CC

Schedule “A” – County’s Expression of Interest

January 28, 2020 Page 25 of 96 8 d - CC

EXPRESSION OF INTEREST (EOI)

for

Middlesex County Community Transportation Project

CLOSING

Date: Tuesday, November 19, 2019

TIME: 11:59 pm local time

ADDRESSED TO:

Cindy Howard [email protected] Middlesex County 399 Ridout Street North, London, ON, N6A 2P1

EXPRESSIONS OF INTEREST RECEIVED LATE WILL NOT BE ACCEPTED

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Community Transportation Project

An emailed EOI for the Middlesex Community Transportation Project will be received by:

Cindy Howard [email protected] Middlesex County 399 Ridout Street North, London, ON, N6A 2P1

The EOI should be submitted as an electronic Word or PDF document by 11:59 pm local time on Tuesday, November 19, 2019. EOIs received later than the specified closing date and time will not be accepted.

Questions about the EOI can be directed to Cindy Howard at the provided contact information. Questions will be received until 12 pm local time on Monday, November 4, 2019. Answers to the questions will be posted on the Middlesex County website (https://www.middlesex.ca/rfps/rfp), in the form of an Addendum, by Thursday, November 7, 2019.

1. OVERVIEW

Middlesex County (the “Municipality”) has received funding up to $1,500,000 through the advancement of the municipal stream of Ontario’s Community Transportation Grant Program. This funding is to be used for a microtransit service that will link communities in the Municipality of Thames Centre to London and Woodstock. The Middlesex County microtransit service will offer a fixed route and fixed schedule transit service, departing from a set start/end point at designated times, regardless of whether passengers are on board. A scheduled number of service hours will be provided each day and each week.

A test-and-learn approach will be used to shape the development of a microtransit system in Middlesex County that meets the needs of residents. Our project is based on this approach, building in a phase of community engagement, and ongoing monitoring and evaluation of the project. During phase one (September 2019 to March 2020), the community (individuals, employers, service providers, etc.) will be engaged to provide comments and feedback about the proposed routes, fixed and flex stops, destinations, fares, and service delivery model. Based on this feedback, the service model for the project will be finalized.

The microtransit service must be operational as of April 30, 2020, with the provincial grant ending March 31, 2023. It is expected that the microtransit service will be sustainable as of this date.

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2. SCOPE OF WORK

At this time, two routes are being proposed for the Middlesex County microtransit service. One route will operate between Dorchester and London, and the second route will operate between Dorchester and Woodstock. Each of these routes are discussed in more detail below. As noted above, routes will be finalized based on feedback obtained during phase one of this project.

Proposed Route #1: Dorchester to London

Route #1 will run from Dorchester to London, connecting the municipality of Thames Centre and London. It is envisioned that the route will start at the Dorchester Community Centre and Arena (on Dorchester Road), with the final destination being Fanshawe College in London. The route may be as follows:

• Start Location: Dorchester Community Centre and Arena • South on Dorchester Road (32) • West on The Parkway • North on Parkview Drive • South on Pinehurst Drive • East on Byron Avenue • South on Oakwood Drive • East on Turnberry Drive • East on Woodvale Drive • North on Foxhollow Drive • West on Hamilton Road (29) • North on Dorchester Road (32) • West on Catherine Street (49) • North on Veterans Memorial Parkway • West on Oxford Street • Destination: Fanshawe College

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The route is 21.5 km in length. Regular, fixed stops will be identified through the community engagement process.

Other communities, such as Thorndale, may also be added to the route between Thames Centre and London. See the map below for the proposed DRAFT configuration of this route. This may change based on public feedback.

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Proposed Route #2: Dorchester to Ingersoll to Woodstock

Route #2 will run from Dorchester through Ingersoll to Woodstock, connecting the municipality of Thames Centre with key urban areas in Oxford County. The route starts at the Dorchester Community Centre and Arena (on Dorchester Road), with the final destination being the Transit Terminal in downtown Woodstock. The route may be as follows:

• Start Location: Dorchester Community Centre and Arena • North on Dorchester Road (32) • East on Hamilton Road (29) • Continue on County Road 9 into Ingersoll • South on Ingersoll Street South (10) • East on Clarke Road

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• North on Thames Street South • East on Charles Street East (9) • East on Dundas Street (2) • Destination: Terminal (Dundas Street)

In addition to the final destination in Woodstock, the route the microtransit service takes through Ingersoll allows for access to key employers in Ingersoll’s industrial area located on Ingersoll Street South (i.e. CAMI), and Alexandra Hospital in Ingersoll (on Thames Street South).

The route is 38.1 km in length. Regular, fixed stops will be identified through the community engagement process. Other communities, such as Thorndale, Thamesford, and Beachville, may also be added to the route between Thames Centre and Woodstock. See the map below for the proposed DRAFT configuration of this route. This may change based on public feedback.

Days and Hours of Operation

The microtransit service will operate five days per week (Monday to Friday). For both proposed routes there will be a minimum of two return trips per day. It is anticipated that the hours of service will be from 6:30 am to 9:30 am and from 3:30 pm to 6:30 pm. These days and hours of service will ensure access to appointments, employment, education (Fanshawe College and Western University), and other necessary programs and services during main hours of operation.

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Through the community engagement process and evaluation of the project we will gauge the level of demand for weekend service and for hours beyond the traditional 9 am to 5 pm work day. This may be especially important for youth wanting to access activities in London on weeknights and Saturdays.

Role of Middlesex County

Middlesex County will provide the following to the project:

• Marketing and communication of the new microtransit system • A website with route and schedule information • Evaluation of the project • Erecting bus stop signs, shelters, etc. as deemed necessary by the County, and maintaining these locations including clearing of ice and snow • Approval of the annual budget, including the cost of fares

Role of the Microtransit Service Operator

The administration and provision of the Middlesex County microtransit service will be contracted to a third-party service provider. The role of this service provider is outlined below. In its submission, the service provider should indicate whether it will be providing service for the vehicle component, technology component, or both; and the approximate costs for the service they will be providing.

It is anticipated that the service provider will be responsible for:

A. Vehicle Component • Providing vehicles (note: the vehicles used must be accessible, with a minimum of one wheelchair space, and include a bike rack) • Providing professional and properly licensed vehicle operators • Providing training for any new vehicle operators hired to fill these positions • Providing vehicle maintenance, repair, and replacement

B. Technology Component • Collecting fares • Providing a variety of methods for fare collection

C. Administration Component • Providing sufficient and competent local supervision and management to oversee the effective, efficient, and safe operation of the system, including effectively investigating and dealing with customer complaints • Collecting ridership and other service delivery data for municipalities to use for optimizing routes and schedules

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• Submitting quarterly performance reports to the County • Meeting with the County on a quarterly basis, or as required by the County • Submitting an annual budget for the microtransit service to the County

Below are requirements the service provider must meet.

a) Service needs to be in operation for a minimum of 5 days per week; with a minimum of 2 return trips per day b) Service needs to propose schedules that are not currently offered by other carriers c) Use vehicles that carry a minimum of 10 passengers (vehicles must comply with O.Reg 629 – Accessible Vehicles) d) Commitment to provide service to the expiry of the community transportation program (March 31, 2023) e) Please review the following link for a more in-depth list of requirements under this grant stream. Part 4, section b.ii of the document relates specifically to this project https://www.grants.gov.on.ca/prodconsum/groups/grants_web_contents/documents/gran ts_web_contents/prdr017950.pdf

3. CONTRACTED SERVICES BUDGET

A total of $1,049,948 in project funding has been allocated for the contracted transportation services portion of the project. It has been allocated across the period of the grant in the following way:

April 1, 2019 to April 1, 2020 to April 1, 2021 to April 1, 2022 to March 31, 2020 March 31, 2021 March 31, 2022 March 31, 2023 $124,738 $291,210 $317,000 $317,000

Note: Additional project funding has been allocated for software/IT purchasing or licensing.

4. EOI CONTENT AND DOCTRINE OF SUBSTANTIAL COMPLIANCE

This EOI includes both mandatory and rated requirements. The County requests EOI submissions which:

i. confirm and demonstrate compliance with all of the stated mandatory requirements; and, ii. should address or respond to each of the stated rated requirements.

a) Mandatory Requirements

Mandatory requirements are expressed in this EOI using terms such as “must” or “shall” and are followed by the letter (M) in section 5 of this EOI. 8

January 28, 2020 Page 33 of 96 8 d - CC

These mandatory requirements will be understood to constitute imperative requirements of the County with respect to this EOI. Respondents are required to provide a clear response to each mandatory requirement item in their EOI submission. If a mandatory requirement is not provided in an EOI submission, that EOI submission will be considered non-compliant with this EOI request and will be unable to be evaluated/scored under the Rated Requirements Evaluation Criteria (see Evaluation Methodology in section 8 of this EOI) unless the doctrine of substantial compliance (as defined in this EOI) is deemed to apply by the County in its sole and absolute discretion.

If a Respondent believes that a mandatory requirement is not technically feasible, is not in line with industry standards, or contradicts other requirements, the Respondent should state so in writing to Cindy Howard ([email protected]) on or before Monday, November 4, 2019 at 12:00 p.m. such that the concern may reasonably be addressed by the County at its sole and absolute discretion through an Addendum, pursuant to page 1 of this EOI.

b) Rated Requirements

EOI submissions will be evaluated and scored by an Evaluation Committee pursuant to the Evaluation Methodology set out in section 8 of this EOI. The Rated Requirements Evaluation Criteria rates how beneficial or advantageous to the best interests of the County that the characteristics of the EOI submission addresses the mandatory requirements provided in EOI submissions based on a “best overall value”. Rated requirements in this EOI are followed by the letter (R) in section 5 of this EOI and will be assessed/scored by the County in accordance with the Rated Requirements Evaluation Criteria set out in section 8 of this EOI.

Note to Respondents: It is essential that EOI submissions are stated in a clear and concise manner. Failure to provide complete information as requested will be to a Respondents’ disadvantage.

c) Doctrine of Substantial Compliance

While it remains the County’s prerogative in its sole and absolute discretion to exclude any EOI submission from further evaluation or consideration for having failed to meet a mandatory requirement, the County nevertheless reserves the right in its absolute and sole election to determine that an EOI submission substantively complies with a mandatory requirement. In such a case, substantive compliance means where the response in the EOI submission or the EOI submission itself:

i. accomplishes a mandatory requirement using an alternative method than that envisaged by the County; and, ii. the degree that the EOI submission is apparently non-compliant with the specified requirement is considered by the County to be minor and not material to the intent of the County’s request of this EOI.

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5. MANDATORY AND RATED REQUIREMENTS OF THIS EOI

This EOI is intended to identify partners who demonstrate the desire to use the next four years to develop a transportation service that will continue to meet the needs of our community, and become sustainable after the four year grant ends. EOI submissions must (M), at a minimum, provide the following to be compliant with this EOI, subject to the Doctrine of Substantial Compliance:

a. Corporate Profile, Experience, and Qualifications (M, R)

Include a brief summary of your firm’s background, area of expertise, location of office(s), organization chart, and number of employees. List any sub-contractors you will be using, including their background, expertise, location, and number of employees.

b. References (see Attachment) (M, R)

Provide at least two references that outline previous projects where your company has provided similar operating and maintenance functions. The referenced projects shall be of a similar or greater cost and magnitude and shall have been successfully completed by your company in the past three years. The project descriptions shall include the project value, years of service, location, client names, and contact name, title, email, phone, and address such that County staff can contact. The County shall verify references through direct contact.

c. Project Team (M, R)

Provide a brief resume of the lead supervisor and staff that will be directly involved in providing oversight and management of this contract, indicating relevant experience, qualifications, credentials, and notable achievements in the area of this work assignment.

d. Project Understanding and Approach (M, R)

Confirm your understanding of the Scope of Work (section 2 above) and clearly define and/or describe your proposed approach and how it will meet project requirements. The description of the approach should include:

a. An outline of the company’s risk mitigation policies and procedures b. Quality control of the service c. Driver selection, training, and evaluation processes d. Incident reporting and analysis e. Flexibility to meet service demand

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e. Proposed Vehicles and Maintenance Facility (M, R)

Include the number of vehicles that will be provided for the service, including a plan for providing sufficient spare vehicles. For each vehicle to be provided under this contract, detailed information including the make, model, special features, specifications, and date the vehicle will be available shall be included. This information must demonstrate compliance to the AODA. Additionally, identify the location and provide a description of the proposed vehicle maintenance facility.

f. Value Added Services Offered (M, R)

Include any value added services and their pricing for the County to consider such as environmental initiatives the company is undertaking to reduce greenhouse gas emissions, or the use of technology to enhance customer experience through real-time arrivals, mobile payment, etc.

g. Other Relevant Information (M, R)

Include any other relevant information required to administer and maintain a transportation service which may not have been captured elsewhere in your submission. If no additional information is required, please acknowledge as “Not Applicable” or by leaving this section blank.

h. Pricing Details (M, R)

Based on the information contained in the Scope of Work (section 2 above), provide a detailed budget for year one of the project. Include a description of your ability to meet budget, any one-time capital costs, and the cost to run the service per km.

6. ACCESSIBILITY CONSIDERATIONS

Under the AODA, the Integrated Accessibility Standards (IASR), O.Reg 191/11 has substantial requirements relating to this EOI. These requirements fall under the Transportation Standard Part IV sections 33-80. Please see following link for more information: https://www.ontario.ca/laws/regulation/110191#BK34.

7. MUNICIPAL FREEDOM OF INFORMATION AND PROTECTION OF PRIVACY ACT (MFIPPA)

In accordance with the Municipal Freedom of Information and Protection of Privacy Act, as amended, personal information Bidders provide is being collected under the authority of the Municipal Act and will be used in the selection process. All bids submitted become the property of the County of Middlesex. Because of MFIPPA, bidders are reminded to identify in their bid material any specific scientific, technical, commercial, proprietary, or similar

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confidential information, the disclosure of which could cause them injury. Complete bids are not to be identified as confidential.

8. EVALUATION METHODOLOGY

Proposals will be reviewed and evaluated by a Proposal Evaluation Committee to be established by the Chief Administrative Officer. The committee will be comprised of members from Middlesex County and Thames Centre. Interviews will be held with selected proponents on December 2, 2019.

The rated requirements of compliant EOI submissions will be evaluated under the Rated Requirements Evaluation Criteria provided in the table below. The Rated Requirements Evaluation Criteria rate how strongly and the ease at which the mandatory responses provided in EOI submissions meet the County’s needs based on a “best overall value” rated formula.

The EOI submission or any EOI submissions at all will not necessarily be accepted by the County. Should an EOI submission receive an award to be able to attempt to negotiate a potential Agreement for the provision of a microtransit service with Middlesex County, the basis of the Award will be the EOI submission that provides the best overall value as determined by the exercise of the Rated Requirements Evaluation Criteria.

The County reserves the right to accept or reject any and or all EOI submissions and/or to cancel this EOI in its entirety for final cancellation or potential reissue either in advance of or following the receipt of EOIs without providing reasons should such be determined by the County in its sole and absolute discretion to be in its best interest. Should only one EOI submission be received, the County reserves the right to reject it.

ITEM RATED REQUIREMENTS EVALUATION CRITERIA EVALUATION WEIGHTING 1. Proposed Cost Model 50% 2. Service Delivery Approach 35% 3. Experience and Qualifications including References 10% 5. Value Added Services Offered 5% TOTAL: 100%

9. AWARD AND NEGOTIATION

The County reserves the right to accept or reject any and or all EOI submissions and/or to cancel this EOI in its entirety either prior to the receipt of EOI submissions, after the receipt of EOI submissions, or after declaring an award without providing reasons, should such be determined by Middlesex County to be in its best interest of the County in its sole and absolute discretion. Should only one EOI submission be received, the County reserves the right to reject it.

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The County does not guarantee that any EOI submission will lead to an award to exclusively attempt to negotiate a potential Agreement concerning the provision of a microtransit service or that any respondent to this EOI who does receive an award will subsequently succeed in entering into an Agreement for the provision of a microtransit service with Middlesex County.

In the event an award is conferred by Middlesex County in response to EOI submissions, the award is the right to attempt to negotiate a potential Agreement for the provision of a microtransit service which may be approved by Middlesex County. In the event an award is conferred by Middlesex County to this EOI but the end result of negotiations is not an Agreement for the provision of a microtransit service approved by Middlesex County, the County reserves the right and ability to commence negotiations with the next highest scoring respondents’ submission to this EOI.

Regardless of whether or not an award is conferred by Middlesex County pursuant to this EOI and in the event that no Agreement is approved by Middlesex County for whatever reason, the respondent does hereby acknowledge that no damages or liability flow from any inability for an Agreement for the provision of a microtransit service to be reached and does hereby release and hold completely harmless the County, its Warden, Councillors, officers, directors, employees, legal counsel and agents from any costs, expenses or damages incurred by the bidder in preparing an EOI or negotiating with the County.

10. EOI TIMELINE OF EVENTS

Event Date Posting of EOI on www.middlesex.ca Thursday, October 24, 2019 Final date for submission of clarification Monday, November 4, 2019 before 12 questions pm local time Posting of answers to clarification questions on Thursday, November 7, 2019 https://www.middlesex.ca/rfps/rfp ONLY Deadline for receipt of EOI submissions Tuesday, November 19, 2019 by 11:59 pm local time Interviews (if required) December 2, 2019 Service Agreement Negotiations December 4, 2019 to December 10, 2019 Potential announcement of award of Service During the week of December 16, 2019 Agreement

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ATTACHMENT: LIST OF REFERENCES

Please provide the information requested below. Reference checks will be completed and the decision to award the proposal will be based on the Municipality’s assessment of overall qualified bidder. Experience listed below must be relevant to the current project in scope and value. If there is additional information you wish to provide with regard to references, please do so on another sheet and attach it to your bid submission. Please list references other than Middlesex County.

Project Name Company for whom the work was completed On the project did your firm act as  General Contractor  Subcontractor Description of the work

What was the value of the project or your portion of the project? Contact name at the owner’s facility Telephone number with area code Date of completion of this project

Project Name Company for whom the work was completed On the project did your firm act as  General Contractor  Subcontractor Description of the work

What was the value of the project or your portion of the project? Contact name at the owner’s facility Telephone number with area code Date of completion of this project

Pursuant to Section 29(1) of the Municipal Freedom of Information and Protection of Privacy Act, as amended, and Section 39(1) of the Freedom of Information and Protection of Privacy Act, as amended, I authorize Middlesex County to contact the person or company listed for purpose of obtaining reference information.

______Signature of authorized signing officer Date

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EXPRESSION OF INTEREST

MIDDLESEX COUNTY COMMUNITY TRANSPORTATION PROJECT

Addendum #1: Questions and Answers

November 7, 2019

Cindy Howard [email protected] Middlesex County 399 Ridout Street North London, ON, N6A 2P1

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Please note the following questions and answers to the original MIDDLESEX COUNTY COMMUNITY TRANSPORTATION EXPRESSION OF INTEREST posting:

Question # #1 Is this EOI to supply the transit service, or to supply the buses, or both?

ANSWER #1:

As per page 7 of the EOI, “Role of the Microtransit Service Operator”; it is the intent that respondents to the EOI will be responsible for the provision of the transit service and the vehicles (or buses) required to deliver the service.

#2 Are there specifications on the required vehicles?

ANSWER #2:

Yes. Please refer to Sections 2 – Scope of Work, 5 – Mandatory and Rated Requirements of this EOI, and 6 – Accessibility Considerations of the EOI document.

#3 What are the insurance requirements for this service?

Example: $2m in auto liability; $5m in CGL

ANSWER #3:

In the event that County Council enters into an agreement for the provision of microtransit services by a respondent, any agreement entered into will confirm that any microtransit service provider:

• is an independent contractor • is fully responsible for the microtransit services it provides; • fully indemnifies and completely holds harmless Middlesex County for any and all claims, damages, etc. related to the microtransit services; • requires any microtransit service provider at 100% its own expense to carry the highest possible coverage amounts and types of insurance that are available which are industry standard for microtransit service providers.

The EOI is hereby amended to require that all respondents providing a response to the ROI must (M) indicate in their responses the amounts of coverages and types of insurance that it believes make up the current industry standard for a consultant providing microtransit services, which it is willing to obtain in the event it were to enter into a microtransit service agreement with Middlesex County.

The abovementioned requirement will not be rated as part of the evaluation methodology for rated requirements. Rather, all respondents to the EOI will be expected to be willing to provide industry standard microtransit service insurance in the event the respondent is awarded the opportunity to negotiate an agreement with Middlesex County.

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#4 Can you please clarify the bus requirements for this service?

a. The EOI states the vehicles must be able to carry minimum of 10 passengers

b. The EOI also states the vehicles must provide a minimum of one (1) wheelchair position

i. Is the vehicle required to accommodate 10 ambulatory passengers with the one (1) wheelchair position in use at the same time?

ii. Or is the “10 passenger” requirement including the use of one (1) wheelchair position? (which would bring the ambulatory passenger seating down to approximately 8 spaces)

ANSWER #4:

Please refer to Section 2.C.c) Use vehicles that carry a minimum of 10 passengers (vehicles must comply with O.Reg 629 – Accessible Vehicles.

Vehicles must be able to carry 10 or more passengers with appropriate space for a wheelchair position.

If this passenger count is not feasible, respondents are requested to provide a response which best meets these criteria.

#5 Does Middlesex County prefer a van or a bus?

Note: A van will not accommodate 10 ambulatory passengers in addition to 1 wheelchair position being used as the same time.

ANSWER #5:

Please note that Section 2 – Scope of Work, item A be amended to recognize that Middlesex County requires a vehicle that will accommodate the ability to carry 10 or more passengers with appropriate space for a wheelchair position.

If this passenger count is not feasible, respondents are requested to provide a response which best meets these criteria.

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#6 The EOI asks for a brief resume of the project team.

Will Middlesex County accept a brief description of each project team member?

Or is an actual resume (CV) required for each staff member?

ANSWER #6:

Yes. Middlesex County will accept a brief description of each project team member.

A full resume, or CV is not required for each team member.

#7 The pricing requirements states that the proponent must submit “a detailed budget for year one of the project”.

Under the Contracted Services Budget section of the EOI, year one appears to be April 2019 to March 2020, which is prior to the noted start date of the operation.

a. Can Middlesex County please confirm the contract start date?

b. Is the budget required in the submission for the April 2020-March 2021 operational year?

c. Is the proponent required to provide any services prior to the April 30, 2020 start date?

ANSWER #7:

a. The County of Middlesex will work with the successful proponent to define an appropriate start date; however the County of Middlesex is required to have the microtransit service fully implemented by April 2020.

b. Yes, the budget is required in the submission for the April 2020 to March 2021 operational year. Respondents must describe an annual operating budget, including any one-time start-up costs.

c. The County of Middlesex is required to have the microtransit service fully implemented by April 2020. The County of Middlesex requires that services be in place prior to April 30, 2020.

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Schedule “B” – Service Provider’s Proposal

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a. Company Profile, Experience and Qualifications

*Note: Voyago is submitting a proposal based on providing service for both the vehicle component and the technology component.

After nearly 40 years of operation, Voyageur Transportation Services has moved forward with reinventing our identity to better align the brand with future opportunities, our strategic goals and a marketplace for the 21st century. Our new value proposition, ‘Care Powered By Intelligence’ is a unique statement capturing the essence of our founders’ beliefs, corporate culture and employee behaviour.

Introducing Voyago | Because We Care About Your Journey.

Our new name, Voyago, contemporizes our brand, respects our heritage, and prepares us for the next 40 years of providing Mobility solutions to Canada’s passenger services market. Our new signature line “Because We Care About Your Journey” is inspired by our operating Values, and our commitment to serving those in need of mobility.

Voyago is grounded in Our Mission We are committed to Understanding and Delivering Intelligent Mobility Solutions for all passengers, whatever their want or need.

Voyago is committed to Our Vision To be the leading source and advisor for passenger services across Canada.

Voyago is powered by Our Values We care about Living The Golden Rules for all of our stakeholders, clients, employees and passengers.

Safety For All As A Priority We Treat Everyone With Empathy And Compassion We Value And Respect Others We Believe In Honesty, Fairness And Integrity We Perform With Due Diligence And Set Best Practices We Innovate We Work Towards Continual Improvements We Deliver On Our Promises We Are Committed To Resolving Problems We Are Committed To Our Corporate Social Responsibility

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Pride. Every day. Every mile. Every one.

Voyago was founded by Norm and Derlene Ferguson in 1979. Their business plan was simple - always do the right thing and treat people with respect. Norm and Derlene started out serving the London market with trips to the local airport, and quickly built a reputation for getting things done right, the first time. In 1991, the operation of the business was turned over to their sons Dwayne and Perry, and a team of caring professionals led by our President, Theresa Matthews. The trio evolved and have grown Voyago into a $70+ million business of helping people get on their way, for any want or need of service.

Voyago prides itself in the same principles and values that Norm and Derlene started out with back in 1979…Always do the right thing and treat people with respect.

Why? Because We Care About Your Journey.

Access For All: The Business We’re In

At Voyago we believe in ‘Access For All’. We have leveraged our experience as Caring Mobility Service providers across all our services and have continued to build our reputation as Ontario's most trusted brand in Public Specialized and Conventional Transportation, Dedicated Shuttles, Medical Transportation, School Busing, and Private Charter services.

Exciting News ! Transdev Canada Announces Acquisition of Voyago.

Transdev Canada is very pleased to announce its acquisition of Voyago, a well-respected, family-owned, and operated group of transportation companies, as of April 8, 2019. The combined company leverages the complementary business lines, geographic presence, operational capabilities, focus on safety and common values of each brand. Building on the expertise and talent of the two organizations, Transdev will expand the range of services and digital technology solutions it can offer to clients and passengers.

The combined company has 2,600 employees and 1,780 vehicles in operation, primarily in Quebec and Ontario, with aggressive plans to expand across Canada.

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Transit and Dedicated Shuttle Sector: Voyago’s Transit division is the primary service provider of Accessible and/or Conventional Transit for , (Kitchener), Woodstock Transit, St. Thomas Transit, Chatham-Kent Transit, and the City of North Bay Specialized Transit. Voyago also provides the dispatch and route management services for Woodstock Transit, St. Thomas Transit, Chatham-Kent Transit, and Brockville Transit. Additionally, we operate dedicated and custom shuttle services to health care facilities, universities, colleges, and other institutional and private partners. For example: Windsor Regional Hospital staff shuttle, London Health Sciences Cancer Program, Grand River Hospital staff shuttle, Trillium Health Partners staff shuttle, University of Western Ontario Accessible Shuttle and Sheridan College student shuttles.

Please treat this section as confidential.

Conventional and Accessible Transit: Voyago provides both Conventional and Accessible Transit Service while integrating the latest On-Demand and Flex Routing systems across Ontario.

London Transit Commission (since 1991): Specialized and On-Demand Transit; current contract term is August 2013 - July 2020; 53 para-transit vehicles plus 11 switch vehicles; 125 drivers; annual contract value is $6.5 million

St Thomas Transit (since 2012): Conventional, Specialized and On-Demand Transit, Dispatch and Route Management; current contract term is January 2012 - December 2019; 13 vehicles; 20 drivers; annual contract value is $1.43 million

Grand River Transit (since 2015): Conventional, On-Demand and Flex Routing Transit; current contract term is April 2017 - March 2022, plus a 2 year option period; 6 vehicles; 6 drivers; annual contract value is $850,000

Woodstock Transit (since 2012): Specialized and On-Demand Transit, Dispatch and Route Management; current contract term is December 2016 - November 2022; 7 vehicles, 10 drivers; annual contract value is $840,000

Chatham Transit (since 2013): Specialized and On-Demand Transit, Dispatch and Route Management; current contract term is December 2013 - June 2021; 5 vehicles; 10 drivers; annual contract value is $570,000

Brockville Transit (since 2016): Specialized and On-Demand Transit, Dispatch and Route Management; current contract term is January 2016 - December 2020; 2 vehicles; 4 drivers; annual contract value is $403,000

North Bay Specialized Transit (since 2018): Specialized and On-Demand Transit, Dispatch and Route Management; current contract term is October 2018 – September 2023; 6 vehicles; 8 drivers; annual contract value is $560,000

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Dedicated Fixed Route Shuttle: Voyago also provides Conventional and Accessible shuttle services, for a number of Educational, Medical, and Corporate organizations.

Sheridan College (since 2013): Accessible Fixed Route Shuttle; current contract term is September 2013 – December 2019; 2 vehicles; 4 drivers; annual contract value is $235,000

Trillium Health Partners (since 2017): Accessible Fixed Route Shuttle; current contract term is August 2017 - July 2022, plus a 2 year option period; 3 vehicles; 6 drivers; annual contract value is $225,000

University of Western Ontario (since 2011): Conventional Fixed Route Shuttle; current contract term is September 2011 - August 2020; 6 vehicles; 10 drivers; annual contract value is $172,000

Western University Access (since 2017): Accessible On-Demand Response; current contract term is April 2017 - March 2022, plus 2 option periods totaling 2 years; 1 vehicle; 2 drivers; annual contract value is $92,000

King’s College (since 2016): Conventional Fixed Route Shuttle; current contract term is May 2016 - April 2021; 7 vehicles; 7 drivers; annual contract value is $445,000

McMaster University Student Shuttle: Conventional Fixed Route Shuttle; current contract term is May 2019 – April 2022; 2 vehicle; 5 driver; current contract value is $230,000

Marq Shuttle – Fanshawe College Student Shuttle (since 2017): Fixed Route Shuttle; current contract term is September 2019 – April 2020; 1 vehicle; 1 driver; annual contract value is $51,000

London Health Sciences Centre (since 2006): Accessible Fixed Route Shuttle; current contract term is January 2015 - January 2020; 2 vehicles; 3 drivers; annual contract value is $178,000

Windsor Regional Hospital (since 2012): Fixed Route Shuttle; current contract term is August 2012 - September 2022 (currently in our 5 year option period); 3 vehicles; 5 drivers; annual contract value is $265,500

Grand River Hospital (since 2017): Fixed Route Shuttle; current contract term is April 2017 - March 2022, plus 2 option periods totaling 2 years; 3 vehicles; 6 drivers; annual contract value is $168,000

TD Canada Trust (since 2011): Accessible Fixed Route Shuttle; current contract term is July 2017 - June 2020, plus 2 option periods totaling 2 years; 1 vehicle; 1 drivers; annual contract value is $88,000

General Dynamics (since 2004): Conventional Fixed Route Shuttle; current contract term is September 2017 - August 2020; 2 vehicles; 3 drivers; annual contract value is $95,000

Windsor Caesar’s Casino (since 2015): Conventional Fixed Route Shuttle; current contract term is April 2015 - March 2020; 6 vehicles; 18 drivers; annual contract value is $665,000

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The Voyago Medical Journey: Voyago was one of the first Non-Emergency Patient Transfer (NEPT) services to operate in Ontario. Our start in NEPT began with London Health Sciences Centre (LHSC) 18 years ago. Discovering the need for an advanced but private service to move stable medical patients across the region, LHSC contacted those they trusted most for a solution, and Voyago Medical Transportation was formed. We are the largest medical transportation provider within Ontario operating as the primary service provider for Non- Emergency Patient Transfer Services for over 100 Contract Hospitals, 12 Hospital Accounts, and over 200 Long-Term Care Centres. Throughout our Ontario service regions, Voyago Medical provides over 200,000 Non-Urgent Stretcher trips, over 300,000 Wheelchair and Ambulatory trips and 10,000 Specialty Stretcher Transfers annually.

Education Sector: Voyago has serviced the Education sector with Student Transportation since 1979 and today we operate from London to Ottawa transporting more than 22,500 students per day across Ontario. Voyago’s School Bus division provides both conventional and accessible transportation for students attending elementary and secondary schools. Currently, we provide over 520 daily student runs in Ottawa, York Region (Markham, Richmond Hill, and Newmarket), Halton Hills/Milton, Waterloo Region, Oxford, London, Middlesex, and Elgin.

Retail Sector: Voyago Charters provide executive mini-coach and mini-bus Charter transportation for groups across Ontario. Transportation requests range in type from, but not limited to, hospital recreational programs, hospital patient or staff outings, executive business excursions, school trips, airport pick up and drop offs, and sporting events. Through our alignment with AODA standards, we are also able to accommodate all manner of Accessible Charter requests.

Checker Limousine Operation: Checker Limousine is Voyago’s alternative to taxis. Our fleet of over 89 luxury sedans and SUVs provide that extra touch of class at rates comparable to traditional taxi service. Well-trained, uniformed, and courteous drivers pick up clients in premium vehicles and transport them to destinations in southwestern Ontario and beyond, including meetings in Toronto, cottages in northern Ontario and cities in the U.S. Arranging a ride 24 hours a days, 7 days a week and 365 days a year is done by phoning a live Checker booking agent, booking online, or tapping our app.

Voyago Recognitions and Awards: Voyago has been the recipient of several industry awards over the past several years in recognition of our corporate stability, contributions to the community and commitment to our trade.

For three years in a row, Voyago was recognized as one of Canada’s Safest Transportation Employers. We consider this one of our most significant achievements as it reflects the commitment and effort our employees make everyday to ensure we are the safest carrier in our industry. Companies all across Canada are judged on a wide range of occupational health and safety elements, including employee training, safe driving, incident investigation, emergency preparedness, and innovative health and safety initiatives. Every day we empower our employees to champion our safety culture and ensure a safe journey for our passengers. This award reflects the commitment and effort our employees make everyday to ensure we are the safest carrier in our industry.

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Voyago was selected as a winner of the 2013 Canada’s Best Managed Companies award. This exclusive national award is sponsored by Deloitte, CIBC, National Post, Queen’s School of Business, and MacKay CEO Forums. This recognition was renewed in 2014 and 2015. In 2016 Voyago received our Gold Standard designation and through our commitment to excellence we have been successful in maintaining this prestigious designation.

Voyago has received the London Chamber of Commerce Business Achievement Award for Excellence in Human Resources and won the silver award in the Ontario Chamber of Commerce Business Achievement Awards in the category of Skills and Training.

Location of Offices: Voyago operates 18 facilities across Ontario  London (Head Office, Ontario)  St. Thomas  Woodstock  Windsor  Chatham  Wingham  Owen Sound  North Bay  Barrie  Newmarket  Kitchener  Halton  Niagara Falls  Hamilton  Etobicoke  Peterborough  Brockville  Ottawa

Voyago will not be utilizing sub-contractors for Middlesex County Operations. All staff will be employees of Voyago.

Please refer to Exhibit #1 – Organizational Chart

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b. References

Reference #1 Client Name London Transit Commission Address/Location 450 Highbury Avenue North, London, ON Contact Name Kelly Paleczny Contact Title General Manager Telephone Number (519) 451-1340, ext. 305 Email Address [email protected] Project Value $6,500,000 annually Years of Service Since 1991. Current contract term is August 2013 - July 2020

Reference #2 Client Name The City of Woodstock Address/Location 500 Dundas Street, Woodstock, ON Contact Name Harold De Haan Contact Title City Engineer Telephone Number (519) 539-2382, ext. 3112 Email Address [email protected] Project Value $840,000 annually Years of Service Since 2012. Current contract term is December 2016 – November 2022

Reference #3 Client Name The City of St. Thomas Address/Location 545 Talbot Street, St. Thomas, ON Contact Name Justin Lawrence Contact Title Director, Environmental Services and City Engineer Telephone Number (519) 631-1680, ext. 4165 Email Address [email protected] Project Value $1,430,000 annually Years of Service Since 2012 to present. Current contract term is January 2012 – December 2019

Please refer to Exhibit #2 – List of References

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c. Project Team

Corey Jarvis, Chief Operating Officer Middlesex County Pledge: Deliver Operational Integrity and Performance

Corey began his career in transportation in 1999 and has gained extensive logistics, operations, human resources, and safety and compliance experience while managing a variety of areas within Voyago over the past 17+ years. As Chief Operating Officer, Corey oversees the daily operation of our Transit and Dedicated Shuttles division, along with the Schools, Medical, Charter and Checker divisions and has been directly involved in numerous contract start ups in all operating divisions of Voyago, including all Transit and Dedicated Shuttle contracts. Reporting directly to our Chief Executive Officer, Corey designs and implements business strategies and plans, sets and measures operational performance goals, manages relationships with our vendors and customers, and is a driving force behind Voyago’s “I Care” culture.

During the contract, Corey’s focus will be:  Meeting and exceeding contractual obligations  Making technological and operational advancements to improve efficiency and reduce costs  Ensuring the senior leadership team is available as required  Continuously adding to the delivery of our services  Achieving mutual trust, credibility and understanding amongst all stakeholders

Jason Keillor, General Manager Transit Division Middlesex County Pledge: Provide Operational Direction and Leadership

Jason Keillor is the General Manager of our Transit division and will be Voyago’s Management Representative for the Middlesex County contract. Jason brings with him several years of Transit industry knowledge, is an active member of the Ontario Public Transit Association (OPTA) and has developed a network of professional contacts and industry leaders. Jason has been successful in managing the start up of several Specialized and Conventional Transit contracts, including North Bay Specialized Transit, Brockville Transit, Grand River Transit, Chatham Transit, St. Thomas Transit, and Woodstock Transit as well as Dedicated Shuttle contracts, including Windsor Regional Hospital, Grand River Hospital and Trillium Health Partners.

As General Manager, Jason plays a key role in the strategy and business development initiatives for Voyago. In addition to providing strategic direction and leadership, Jason is responsible for building and maintaining customer relations, process and policy development and review, evaluating performance and financial analysis, and ensuring fleet efficiency and utilization. Middlesex County will have complete availability to Jason, with 24 hours per day, 7 days per week access.

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Hal Dennison – Operations Manager Middlesex County Pledge: Ensure 100% Customer Satisfaction

After 14 years as a financial planner, Hal decided he needed a career change and obtained his professional driving license. After driving transport trucks for six (6) years, Hal joined Voyago in 2012 as a school bus driver. Observing his keen work ethic and leadership skills, Voyago promoted Hal to our London Transit Operations Supervisor in 2013, and then in 2017 Hal was once again promoted to our London and area Transit Operations Manager.

Reporting to the General Manager of Transit, Hal is dedicated to the full-time delivery of our services and is committed to bringing the highest level of management experience and leadership to each region we service. Hal is responsible for all daily operations and is responsible for ensuring the efficient, safe, and on-time completion of all passengers every day by providing leadership and direction to the entire operations team while maintaining an open and direct dialogue with the driving staffs. Hal provides internal oversight in the areas of supervision, dispatch, training, and administration. Hal will have direct responsibilities for the operation of Middlesex County and will be supported by Operations Supervisors, a local Administrative team and our London based Senior Leadership Team.

Tim Wells – Operations Supervisor Middlesex County Pledge: Meet Daily Demands and Service Levels of the Operation

After years of driving for accessible transit, Tim joined Voyago in 2013 as our Fleet and Facilities Coordinator. Tim’s primary role was maintaining preventative maintenance compliance for all vehicles to eliminate unnecessary downtime. In 2016, Tim was promoted to Fleet and Facilities Supervisor where he was responsible for the day to day operation of our London garage and 3 facilities in London with 11 direct reports. In 2018, Tim was looking to further his growth in the company and moved into the role of Transit Operations Supervisor.

As a key contact for customer and employee relations, Tim is responsible for immediately responding to any service issue or disruption and ensuring regular communication with our customers. Tim manages the driver scheduling to ensure proper resources are assigned to the daily trips and that spare drivers are available each day to fulfill all customer requirements. In addition, Tim ensures that all vehicles adhere to our preventative and predictive maintenance schedule, confirming vehicle availability each day. Tim conducts on-site visits and on-road audits to ensure compliance with our contracts, passenger safety, driver appearance, behavior and conduct.

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Brenda Newcombe – Driver Trainer Middlesex County Pledge: Deliver Compliance Standards and Safety in our Driving Staff

After owning and operating a day care centre for 15 years, Brenda decided it was time for a career change. In 2003, Brenda joined Voyago as a school bus driver, transporting special needs students to and from school each day. In 2008, Brenda completed the necessary training and received her Ministry of Transportation (MTO) Signing Authority, is certified as a Child Passenger Safety Technician and received her Q’Straint Tie-Down Certification for Wheelchair and other accessible devices. Brenda is now Voyago’s full-time driver trainer.

All Voyago instructors have completed the Train-the-Trainer instructional certification courses in their areas of discipline:  Principles in Effective Teaching certification  Professional Instructor in Driver Education (P.R.I.D.E) o B’, E’ and F’ Class License Ministry of Transportation (MTO) Signing Authorities  Driver Certification Program  Crisis Intervention, Gentle Persuasion and Sensitivity for Special Needs Certification  Vehicle Evacuation  Defensive and Distracted Driving  Pre-Trip Inspections  Q-Straint Tie-Down Certification (conducted by Q-Straint)  Occupational Health and Safety Act  First Aid, CPR, Emergency First Responder Instructors  Joint Health and Safety Certification  Collision Investigation and Prevention Certification  Smart Driving™ Certification  FleetSmart™ Certification

Drivers – To Be Hired Middlesex County Pledge: Provide a Safe, Caring and Comfortable Environment for all Passengers

The Voyago Driver is an A-player who is professional, responsible, and focused on the customer. Our Customer Service Module follows the “Fish Philosophy” and “WOW” Customer Service which is based on four simple principles; choose your attitude, make their day, play, and be present. Drivers are responsible for choosing their attitude and behaviors at work and are taught that when a community of people can commit to delivering superior customer service, the effect is powerful, and creates a higher quality of life at work, for their customers and themselves.

Voyago will ensure compliance with the following driver requirements:  Possess a valid Province of Ontario Driver’s license and appropriate Class for the vehicles in service  Disclose any proceedings against them under the Highway Traffic Act as well as whether or not any convictions have been entered

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 Complete Vulnerable Sector Screening and provide an annual declaration of criminal status  Submit an annual drivers abstract  Receive training upon hire and receive on-going training throughout the term of the contract  Secure passengers in accordance with Mobility Aid Securement Techniques  Adhere to the trip origin and destination specified to them on their daily schedule, and that any deviation is to be approved in advance by Voyago’s Central Dispatch  Report safety related defects immediately to the Dispatch, and report any other vehicle defects in accordance with Voyago policies and procedures  Remain on duty and ready for revenue service from the start to the end of their scheduled shift

Sandra Grant, VP Human Resources Middlesex County Pledge: Support our Culture of Care

Sandra has built her career in Human Resources, both nationally and internationally. Sandra holds a designation as a Certified Human Resources Leader, a Strategic Human Resources Business Partner and as a Human Capital Strategist and has managed the start up and retention of several local and global contracts.

Sandra oversees Human Resources including Recruitment and Retention, Training, Health and Safety, and Compliance activity. Sandra leads a team of Health and Safety Officers and experienced Human Resources professionals. Sandra and her staff manage all recruitment, training platforms, policy and procedure development, health and safety programs, and employee compliance documentation. All functions are continually evaluated and updated internally to ensure effectiveness. With her experience in contract start ups and compliance with current agreements, Sandra ensures all recruitment, training and safety requirements are fulfilled prior to implementation and for the life of the contract.

Roy Cramp, VP Finance Middlesex County Pledge: Ensure Financial Accountability and Management

Roy is a seasoned leader in finance, operations, and corporate infrastructure with 20 years experience in private, public, and not-for-profit organizations. For the past several years, Roy has worked in the healthcare field as the Vice President of Finance, Operations and IT for St. Joseph’s Health Care Foundation in London and CarePartners in Kitchener. Roy oversees Voyago’s Finance and Accounting departments, Information Technology, and Fleet Maintenance.

Roy manages all financial related matters, creates financial plans, and directs financing strategies and analysis, as well as forecasting and budget management. Roy also provides strategic guidance around capital financing options to support Voyago’s growth needs, issues regular status reports to senior management, and develops and coordinates all relationships with lending and financial institutions.

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Ian Ferguson, Fleet Manager Middlesex County Pledge: Maintain Safety and Compliance Standards for our Fleet

Ian started his career working as an apprentice for his father’s repair facility and in 1995, Ian became a certified 310S/310T technician. In 1997, Ian began working for Aboutown Transportation and in 2005 moved to Stock Transportation as a member of the management team, overseeing 19 locations across 2 provinces. In 2013, Ian joined Greyhound and was responsible for the maintenance of all the coach buses in Southwestern Ontario. Ian joined Voyago in 2018 as our Fleet Manager, overseeing 16 technicians and 7 support staff across our 3 facilities.

Ian is responsible for maintaining the fleet according to government requirements and company policies, generating and analyzing reports to ensure vehicle compliance and overseeing all maintenance and repairs performed on the vehicles, both in-house and by third parties. Ian assists in assessing divisional vehicles for replacement, negotiates parts, tools, and services with vendors and manufacturers, and regularly performs vendor visits and reviews. In addition, Ian reviews all maintenance schedules on an annual basis, coordinates all shop maintenance outsourcing, along with ensure vehicle and component warranties.

Bob Burdge, Fleet Procurement Manager Middlesex County Pledge: Ensure Premium Vehicle Specifications for Every Contract

Bob became a licensed technician in 1976 and has 40+ years of fleet maintenance and procurement experience. Bob joined Voyago in 2005 as our Fleet Manager and based on his vast knowledge of the industry and equipment, Bob moved into the role of our Fleet Procurement Manager in 2017.

Bob determines the best specifications for all our vehicles and equipment based on each contract requirements. Bob then negotiates the best pricing and schedules the vehicle deliveries. Bob also works with our Fleet Manager, Ian Ferguson, to establish Voyago’s vehicle replacement strategy and collaborates with our VP of Finance, Roy Cramp, to determine capital expenditures throughout the year. Bob is instrumental in ensuring that our contract start-ups are seamless and that all vehicles and equipment meet all mandatory regulations along with best practices based upon safety and passenger care.

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Catherine McBride, Director, Special Projects Middlesex County Pledge: Ensure Contractual Compliance

Catherine oversees Voyago’s projects, including contract start ups and conducting internal audits to ensure compliance with contract requirements, corporate and customer policies and procedures, and best practices. Catherine provides the appropriate planning, scheduling, and management of all projects and ensures all members of the project team are progressing toward their deadlines, objectives, and deliverables. Since joining Voyago in 2014, Catherine has managed the contract start ups for North Bay Specialized Transit, Brockville Transit, Grand River Transit, King’s College, Western Access and Trillium Health Partners as well as several School Busing and Patient Transfer contract implementations. Catherine has over 20 years experience in the transportation industry.

Catherine is also the Privacy Officer at Voyago. Our Privacy Policies address the ten principles set out in the Canadian Standards Association (CSA) Model Code for the Protection of Personal Information. Catherine oversees all activities related to developing and implementing Privacy controls for Voyago including; privacy policy and procedures, creating appropriate privacy educational training and orientation programs for staff, conducting privacy risk assessments and audits, and ensuring compliance related to privacy, security and confidentiality.

Shea Vachon, Information Technology (IT) Manager Middlesex County Pledge: Advance IT Solutions

Shea is a certified computer network engineer with over ten years of management experience in maintaining a computer network. After five years with Cargill as an IT Technical Analyst, Shea joined Voyago in 2008 as our IT Manager, overseeing the corporate computer network focusing on privacy protection, server management, back-up and integrity, and communications.

Reporting directly to our VP, Finance, Shea is responsible for all aspects of the company’s computer systems and IT related maintenance. Shea provides strategic and technical solutions for improving our business operations. Shea oversees the administration and maintenance of the company’s LAN and WAN infrastructure, leads our network security and support, oversees the troubleshooting of our computer networks, ensures access to our systems are strictly controlled and oversees the set-up and support of all hardware and software within the company.

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d. Project Understanding and Approach

a. Risk Mitigation Policies and Procedures

Voyago has created a Contingency Plan to prepare for and respond to the threat of emergencies or widespread issues.

Goals of the Contingency Plan  To protect staff and passengers and to minimize issues  To minimize the disruption in service and to allow for the ongoing day-to-day operations, where possible  To develop a strategic approach to business continuity  To identify the considerations associated with an emergency, such as human resources and supplies

Phone system: Voyago’s facilities utilize a hosted VoIP based phone system in conjunction with a phone number forwarding service from major Canadian phone carriers to deliver optimal uptime and redundancy. During normal operations, all main lines are forwarded from the Canadian cellular carrier to the VoIP systems. Calls are then directed to the physical phone endpoints. In the event that the hosted VoIP system suffers from a service issue, calls are redirected to our alternate VoIP phone system in our Call Centre in London, Ontario. In the event that both of those services suffer from service failures, a third option can deliver calls directly to cell phones provisioned for our operations.

Internet: Voyago locations utilize a wireless internet (Point-to-Point) service in conjunction with a cellular internet service to deliver optimal uptime and redundancy. During normal operations, the wireless internet service delivers internet and LAN access to the computers and devices at our locations. In the event that the wireless internet service suffers from a service failure, internet and LAN connectivity is redirected to the cellular internet service connection. Users also have the third option of using their cell phones and laptops to make independent connections to the internet and LAN resources.

Operations and Infrastructure: Voyago utilizes the LAN and Voyago resources that are currently hosted at a Tier 1 Data Centre in London, Ontario. All critical servers and resources reside at this Data Centre. The infrastructure itself consists of a Remote Desktop Services environment running from a virtualized system consisting of multiple hosts and storage arrays. Redundant connectivity and power is supplied through the Data Centre as part of our contracted service. Business critical devices such as network hardware and core computer equipment are protected with Universal Power Supplies. In the event of an extended power failure, laptops and secure access to the LAN from internet connected devices can be utilized, as per the Remote Desktop Services design, to deliver continuous availability. Voyago's dispatch processes allow us to manually dispatch in any event. A current driver schedule can be printed at another Voyago location should we lose access at our Call Centre. We can use the reservation manifest to organize each region based on scheduled pick up times and manually dispatch calls to the crews via cell phones and/or 2-way radios. We also have manual booking tickets which are used to gather all the information needed to dispatch seamlessly. These tickets are then slotted into the appropriate space on the dispatch board and dispatched out.

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Technology is a critical tool in Voyago’s internal and external communications practices. The company utilizes a fully-scalable, integrated virtual server system to help manage all aspects of its complex operations including on-going voice and data communications between its various divisions and locations throughout Southwestern Ontario. The company’s diverse and sophisticated IT requirements are managed by an in-house IT specialist, with outside support from Careworx, London. Our servers are stored in secured off-site locations and continually backed up. A Threat Risk Assessment was completed by a third party to ensure continuity.

Power Loss, System Failure: In the event that all services are forwarded to our Call Centre, our 24 hours per day, 7 days per week, and 365 per year operation is equipped with the following:  Battery back up for PC’s, Fax and Phone system provides at minimum 60 minutes of power  Generator on site  Respond to alternate Voyago sites within one kilometre of each other (sites equipped with Generators)  Managers can log on from home remotely

In the event of internet loss:  Redundancies – internet sticks, secondary provider, off site server  Respond to alternate Voyago sites within one kilometre of each other with wireless connections

Natural Events: Voyago's dispatch centre monitors weather constantly using tools such as on- line OPP real-time road reports. Our in-vehicle GPS system is linked to live road reports providing up-to-the-second information of traffic flow due to accidents, weather, or other occurrences.

Facility Emergency: Voyago is a transportation resource for several healthcare facilities in the event of emergency. Our diversity and fleet size allows us to immediately respond with varying vehicle configurations to events such as hospital evacuation, extrications, and mass public movement.

Pandemic / Infection Control: Voyago fosters a culture of infection control in the workplace that is reinforced during the annual influenza season and will provide annual information to all employees regarding practices that are recommended to reduce to the spread of infection. The primary operational issue will be to maintain adequate staffing levels to manage the existing and additional workflow resulting from the pandemic event. Voyago will follow any specialty guidelines as outlined by the Ministry of Health and Long Term Care. Infection Control training is a component of Voyago's new employee onboarding, training and current employee retraining programs. In the event of an influenza outbreak, only Voyago employees proving vaccination against influenza will be permitted to work. Employees of Voyago are permitted to refuse a flu vaccine immunization. Voyago will track refusals along with evidence of a flu vaccine within our Human Resource Information System (HRIS). Voyago's Infection Control training has been developed with the help of a hospital infection control specialist. Additionally, Voyago has participated in Ministry of Labour and third party infection control audits and we have successfully met all requirements.

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In the event of a pandemic, Voyago will take the necessary steps to ensure operations are not impacted. This may include, but not limited to, shift and role coverage, temporarily increasing headcount, and increasing workload. During influenza season, Voyago will employ upwards of 30% additional staff in preparation of an influenza outbreak. This will ensure service levels are met with little to no disruption in our daily operation. All Voyago staff will be screened for influenza symptoms daily, on a shift by shift basis and no employee will be allowed to work within 10 days of experiencing flu-like symptoms. Daily operation calls to review staffing levels at all locations will be immediately implemented.

Prioritization of Supplies: The General Manager is responsible for ensuring that Voyago is considered a priority vendor for any supplies needed in the event of a pandemic.

Current Supply Position: It is the responsibility of the General Manager to ensure that Voyago carries sufficient supply in the event of a pandemic. Currently, Voyago carries or has access to a minimum of 30 days of supplies.

Management Roles and Responsibilities: The General Manager or designate is the main contact person for all pandemic communication and will advise on all MOHLTC guidelines. Only the General Manager or designate will release information to Voyago staff regarding the pandemic and the associated plans. In the event that the General Manager or designate is not available, the Chief Operating Officer will act as main contact person.

Testing: Our Pandemic and Continuity plan is tested annually by our Human Resources team. The results of the test are reviewed by senior management with recommendations for improvements. Mock disasters drills are also conducted annually.

Please refer to Exhibit #3 – Continuity (Disaster Pandemic) Plan Policy Please refer to Exhibit #4 – Corporate Data Security Policy

b. Quality Control of Service

Voyago knows that beyond the process of moving individuals from one point to another, our operation encompasses a wide variety of key components to create a successful service. Our approach to providing service to each municipality is specific and intentional - no two municipality transit services are the same and as such we ensure that we maintain an excellence in service while identifying best practices for efficiencies for each specific region. By working together in a collaborative method with our corporate partners we develop an operational plan that captures the key elements of customer experience while safeguarding unwanted costs. By maintaining current schedules and building enough lead time for operational duties, such as fueling and bus cleaning, we capture all aspects of daily transit logistics into our strategy plan. The key aspect of service provision is geared toward our clients. Building upon our knowledge, yet always remaining relevant and innovative, is the foundation of our service.

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Understanding the Deliverables: Before any contract implementation, our management team meets with the contract representatives to ensure a full understanding of the service deliverables and expectations. A full implementation plan is built and a project team is created from every division and department of the organization, such as Fleet Maintenance, Procurement, Finance, IT, Human Resources, Operations, Health and Safety, and the Senior Leadership Team. This allows Voyago to brainstorm known challenges with contract start-ups with the individuals who work in these environments every day. At minimum, weekly meetings with the project team are scheduled to measure progress versus the project plan. Voyago will work closely with Middlesex County to determine the preferred method of communication; this may consist of weekly updates via email, regular conference calls, or in-person meetings. By partnering during the implementation and start-up phases, Voyago creates a transparent process for all stakeholders.

Voyago is familiar with a wide variety of service approaches and we fully understand the scale and scope of the Middlesex County Community Transportation Project. The value of a mobility strategy can often be found in the design and sphere of its scope of work. The design of this service is to create a system focused on meeting the needs of ridership in key regions and for key demographics. Through surveys and engagement, the region has determined those significant location points in the process of customer migration trends such as Fanshawe College and Woodstock Hospital and has crafted specific routes to satisfy the community needs. The system lends itself to peak hour service during the weekday morning and afternoon rush to ensure high volume capacity on the buses. By utilizing a two (2) bus system, the two (2) routes are designed to cover the higher density regions and utilize main roads with greater access to public services.

Voyago will track all data, such as passenger counts at specific locations, to ensure that the system design is being optimized and provide an opportunity to collaborate with Middlesex County to modify and improve the transit system. This can include growing the service to include other communities, expanding the hours and days of the operation, and implementing further mobility components such as flex stop.

Our experience in Transit has taught us that systems are always evolving, and that change is inevitable. The goal is to create a responsive system that meets the needs of riders and provides value and vitality to the communities we serve.

Access to Management: Voyago will provide a dedicated Operations Manager (Hal Dennison), Operations Supervisor (Tim Wells) and a General Manager (Jason Keillor), to the Middlesex County contract, with 24 hour per day, 7 day per week access. Jason and his team are integral to our customer relations, and are responsible for the ongoing delivery of our service commitments. To ensure this level of service is fulfilled, they will assume the tasks of ensuring the efficient, safe, and on-time completion of the operation. The County will have complete availability to Jason, Hal and Tim for any need or issue that may arise. In addition,

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Corey Jarvis, Voyago’s Chief Operating Officer is available to provide support or respond to any issues that may arise.

Central Dispatch: Voyago will provide access to our centralized call centre, open 24 hours per day, 7 days per week, and 365 days per year, employing a team of over 60 people whose sole responsibility is the day-to-day service performance of Voyago. Our call centre can provide service to any region in Ontario and provides assurance and stability to communities while maintaining cost efficiencies.

Our Central Dispatch team and Central Call Centre accomplish their service goals through a series of:  Province wide vehicle utilization (Voyago’s “One Stop Shop”)  Twice daily operations planning and service review conference calls  Customer response time tracking dashboard  Alerts to operational on-call staff during peak periods  Customer communication  Dispatch trip optimization to ensure on-time performance

Our customer service expectations are:  Courtesy Calls: notifying customer, consistent communication  Report issues to appropriate Managers to ensure prompt follow up  Polite, Knowledgeable, Professional Agents – building relationships!!!

Note: Our Call Centre handles more than one million calls annually.

Daily Operations Meetings: Every day our Operations team conducts two conference calls (one at 3:45pm and the second at 7:00pm) to discuss call volumes and coverage for the next day. This allows the staff, Supervisors and Managers to plan the resources to match the operational requirements.

End of Shift Reports: Daily End of Shift Reports are an integral method of communication; they capture the daily activity of each shift including routing, vehicles, weather, personnel, and any communication with stakeholders. Follow up items are highlighted for the next shift to act upon or resolve and are communicated to our Operations team. Patterns or trends are identified in real time and action plans are executed if required.

Measuring and Reporting: Voyago’s Data Analyst, Shelby von Wahl, works with each Operations Manager and our customers to determine what information is most important, providing detailed reports delivering insight and understanding of the operation. Once the data is collected and analyzed, we work with our corporate partners to find strategies and solutions to create greater efficiencies for the service. Voyago believes that every service is capable of

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improvement. The strategies are grounded in the facts, and we pride ourselves on our ability to provide and understand the real story behind the numbers.

The following Key Performance Indicators are reported on a regular basis to Voyago management. On a monthly basis, management meets to review and analyze the data with a focus on performance trends, service excellence, prevention, and safety.

Key Performance Indicators:  Customer Performance  On-Time Performance  Ridership Reports o Total Passengers o Passengers with Mobility Devices o Passenger On/Off Counts  Total Revenue Vehicle Hours compared with Total Vehicle Hours  Total Revenue Vehicle Kilometres compared with Total Vehicle Kilometres  Total Revenues Collected/Fare Information  Late Trips/Missed Trips  Missed Service Hours  Recruitment and Retention Statistics  Health and Safety Scorecards o Includes Vehicle Cleaning Procedures and Frequency  Complaints / Service Issues  Collision / Incident Reports and Trends  Vehicle Mileage and Fuel  Preventative and Predictive Maintenance Target Variances

Note: Voyago will work with Middlesex County to customize any reporting requirements.

Please refer to Exhibit #5 – Sample Report

Policy and Procedures Manuals: Clear and concise guidelines have been developed for all personnel to follow. These guidelines outline clear performance expectations and are incorporated into our Corporate and Operations Policy and Procedures Manuals. Orientation training includes a complete review and testing of these manuals. All personnel can easily access these through their operations office. Policies and procedures specific to the proposed contract will be also incorporated into these manuals which all Voyago drivers assigned to the contract will be trained on prior to commencing their first shift. Voyago will meet with County representatives to define contract specific procedures that may be customized to suit this contract.

Please refer to Exhibit #6 – Global Policies and Procedures Table of Contents

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Phone Monitoring: Our sophisticated phone system allows our Call Centre Supervisors and Manager to monitor call volumes and service levels. We have programed the dashboard to alert our Supervisors and Manager when more than four unanswered calls are in the queue. Action is taken immediately to add another call taker into the group of available agents or the Supervisor/Manager will step in to answer the calls themselves. Daily reports are generated to analyze metrics and trends, and if required, action plans are implemented to improve service levels, such as increasing agents on certain days of the week.

Communication With Our Customers: Voyago establishes partnerships with our customers that are built upon trust and sharing a mutual desire to achieve both parties’ visions and goals. By keeping constant lines of communication open, we can develop transparency and accountability with Middlesex County, providing consistent and professional service. Voyago will coordinate with County representatives in identifying areas of improvement and by acting upon them together, seek methods that create efficiencies and improve quality of life for the passengers.

Team Communication: Voyago’s Customer Service Representatives (CSR), Dispatchers, Trainers, Drivers, Operations Supervisor, General Manager, support staff and the Senior Leadership Team all share in the responsibility of providing exceptional service to the passengers. Communication amongst every member of the operations group is the key to customer service and problem solving.

Voyago’s team will focus on these four essential components during start up and throughout the course of the contract:  On-Time Performance  Exceptional Customer Service  Communication with Ridership and Driving Staff  Accountability and Communication with Middlesex County

Customer Service Training: The Voyago Driver is an A-player who is professional, responsible, and focused on the customer. Our Customer Service Module follows the “Fish Philosophy” and “WOW” Customer Service which is based on four simple principles; choose your attitude, make their day, play, and be present. Drivers are responsible for choosing their attitude and behaviors at work. They are taught that when a community of people can commit to delivering superior customer service, the effect is powerful, and creates a higher quality of life at work, for their customers and themselves. Drivers identify the qualities of a professional driver and with the facilitator, they explore the Voyago definition and expectations of superior customer service which includes the Ten Commandments of Customer Service.

Please refer to Exhibit #7 – Fish Customer Service

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Our People: At Voyago, we believe that our employees are central to our success as a growing company over these years, but most importantly, to the high satisfaction of our customers and the passengers we serve. They are well trained, motivated, and experienced and they continue to seek and identify new, innovative, and better ways to serve our customers. Together, we all look for ways to ‘raise the bar’ and improve passenger flow on an ongoing basis. We continue to receive glowing feedback from both our customers and the passengers about how we service and treat our riders, from dispatch to destination. Our people make it personal. Our people care. We strongly feel that our staff represents a value added advantage to Middlesex County’s service – an additional and tangible incentive which you can continue to enjoy through the contract and our relationship.

Go Imagine: Voyago’s Go Imagine program rewards our employees for “simply thinking”. We ask our employees to share their imaginative, inventive, and creative ideas to shape a better Voyago. Up to 10 creative ideas are chosen each month and the employees are recognized with a gift card and a spotlight in our corporate newsletter. Engaging our employees at all levels to share their thoughts and ideas on the continuous improvement of our services is what makes Voyago a leader in passenger care.

Full Complement of Drivers: Our Human Resources department provides bi-weekly headcount reporting to ensure each region maintains the identified number of staff required. Human Resources maintain a database of qualified candidates in all regions of operation to ensure quick response to changes in staffing requirements. Human Resources then qualifies, hires and trains all new employees to maintain the recruitment targets and ensure 100% compliance with contractual and legislative requirements. In addition, monthly training deficiency reports support our 100% compliance standard. The monthly reports provide our Human Resources and Operations teams with notification of upcoming training and license expiries 90 days in advanced, ensuring that all staff is qualified to provide the services required. Voyago will provide two (2) full-time drivers dedicated to the Middlesex County Operation, along with spare drivers to ensure service continuity in the event of an absence. In addition, Voyago employs over 400 drivers within Middlesex County.

Driver Uniforms: To provide a professional appearance, Voyago will ensure that all drivers are personally clean and neatly groomed and will comply with all uniform requirements set out by Voyago and Middlesex County.

Field Audits: On a monthly basis each Operations Supervisor completes a minimum of four on-road safety observations by ‘ghosting’ a route from start to finish, ensuring safe driving, and compliance with the route, as well as timing and drop off/pick up locations as outlined by the customer. Furthermore, our Health and Safety team completes an additional four audits each month by observing drivers as they complete pre-trip inspections and safety observations. The Road Observation Reports are completed by the auditor and reviewed by our Operations

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Managers. Once complete, the evaluation is documented and then shared immediately with the driver being evaluated. Immediate rewards are given for jobs well done and suggestions are given for areas requiring improvement.

Please refer to Exhibit #8 – Road Observation Report

Annual Driving Assessments: Annual Driving Assessments are hands-on and on-road training, evaluations, and audits completed at a minimum annually with each driver to measure transfer of training. These audits give the opportunity to evaluate the continued effectiveness of our training programs. Additional training is provided following an incident, updated contract requirements or the identification of internal or industry trends. Both in-class and over-the-road training is provided throughout the employment relationship; upon hire, at driver meetings, and on a one-on-one basis when required.

Internal Auditor: Voyago employs a full-time internal on-the-road auditor who inspects all vehicles every 60 days, as well as auditing the drivers to ensure 100% compliance. Reports are immediately sent to Operations Management for review. Additionally, Voyago employs a full- time Health and Safety Manager and a Health and Safety Coordinator along with 21 MTO Certified Trainers provincially to ensure a quality service is delivered by our people. Vehicles are audited for cleanliness, inventory, and equipment. Drivers are audited during a ride with the Health and Safety Auditor, who observes the drivers interaction with passengers during transfers. Feedback is provided on the spot and any deficiencies or concerns are corrected immediately. Feedback is relayed to the driver’s Supervisor following the audit and appropriate corrective action is taken if necessary. These audits are completed monthly.

Fleet: Bob Burdge is our Procurement Manager and he determines the best specifications for all our vehicles and equipment based on each contract requirements and then negotiates the best pricing and schedules the vehicle deliveries. Bob works with our Fleet Manager, Ian Ferguson, to establish Voyago’s vehicle replacement strategy and collaborates with our VP of Finance, Roy Cramp, to determine capital expenditures throughout the year. Bob is instrumental in ensuring that our contract start-ups are seamless and that all vehicles and equipment meet all mandatory regulations along with best practices based upon safety and passenger care.

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Fleet Tracking: Voyago can provide Fleet Tracking software called BusWhere for Middlesex County Community Transportation Project.

There are several advantages to utilizing BusWhere for both Voyago and the County:  Simple to understand platform provides real time information to passengers  Secure permission-based app lets riders know the bus’s location and estimate time of arrival at any stop, and sends notifications when the bus is getting close  Able to support multiple vehicles using the same routes  BusWhere can be customized for Middlesex County with branding and identification of the service  Able to provide detailed reports on bus productivity including on-time performance and route adherence  Identifies timing and routing trends to provide better understanding of service demands  Provides information on exact location of buses during operating hours to help assist with any customer inquiries or issues  Provides details on bus speed to ensure safe measures are in place at all times  Technology can be used on any vehicle, including our spare vehicles

Optimum Vehicle Condition: Voyago’s Fleet Manager, Ian Ferguson, is responsible for maintaining the fleet according to government requirements, best practices and company policies, overseeing three (3) maintenance facilities, 16 certified technicians along with 7 support staff, running and analyzing reports to ensure vehicle compliance and overseeing all maintenance and repairs performed on the vehicles, both in-house and by third parties. Ian takes pride in ensuring our fleet is running safe and efficiently for our customers, with no defects, unrepaired body damage, or non-functioning equipment.

Our maintenance and repair solutions are customized to each contract. In addition to our own in-house maintenance facilities, Voyago has established an extensive network of third-party maintenance and repair vendors throughout Ontario to support our fleet to ensure safety and compliance are met at all times, including mobile mechanics, ready to lend support in the event of breakdown. Additionally, Voyago subscribes to Emergency Roadside Services (ERS) which specializes in finding the closest providers for commercial fleets to expedite service requirements. Before qualifying for our vendor list, Voyago assesses the supplier including credit checks, proof of registrations, qualifications and licenses, safety records, and a face-to- face meeting with a physical inspection of the facility. Continuous follow ups are done during the course of the year by our maintenance department.

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To ensure an optimum level of compliance, both our drivers and our maintenance staff play vital roles. Drivers play an important part in making sure the vehicles are in good operating condition by conducting a daily vehicle inspection (also known as a pre-trip inspection) at the beginning of each day. The driver must inspect their vehicle and be capable of determining if they are in a safe operating condition. All Voyago drivers are trained on a proper pre-trip inspection in our orientation and are taught by our in-house MTO certified trainers. The inspection is conducted in accordance with an MTO approved inspection schedule and provides a list of vehicle systems and components that a driver is required to inspect.

Please refer to Exhibit #9 – Pre-Trip Inspection Checklist

Breakdowns: Should a breakdown occur, our drivers are trained to work with our operations and maintenance departments. Our top priority is our passengers. Voyago will implement our “30-minute protocol”; our spare vehicle assigned to this contract will be deployed to the scene to execute a transfer of passengers and equipment within 30 minutes. The Middlesex County will be notified immediately should a breakdown occur.

Note: In addition to the dedicated vehicles assigned to this contract, Voyago will provide one (1) dedicated spare vehicle located in London. Voyago also has over 300 vehicles within the region. These vehicles are staged in London, Ingersoll and Woodstock.

Vehicle Cleanliness: It is Voyago’s policy that vehicles and equipment are thoroughly cleaned after each trip and a Deep Clean of each vehicle is completed weekly. We model our vehicle process from our Non-Emergency Patient Transfer division to ensure we employ the highest standards in bus cleaning. Within the shift, drivers are instructed to wipe seats and rails every two (2) hours with disinfectant wipes. At the end of each day, all garbage will be emptied, floors swept, and all equipment used and all areas contacted by the passenger will be fully sprayed with disinfectant until the surface area is visibly wet. Disinfectant must be removed using a clean towel, which must then be immediately discarded in an appropriate garbage receptacle.

The following areas of the vehicle are included in the weekly Deep Clean:  Exterior o Wipe door jams clean o Clean exterior window surfaces with glass cleaners  Interior o Driver Area . Remove loose debris from interior . Sweep / vacuum compartment floor and seats . Mop driver and passenger floor using approved cleaning solution . Wipe clean (with approved cleaning solution) dashboard, instrument panel, gearshift, radio controls, and steering wheel . Wipe clean all seat belts . Clean all interior glass surfaces with glass cleaner . Clean dashboards and inside door panels o Passenger Area . Remove all supplies from cabinets . Clean interior of cabinets with approved cleaning solution . Record any missing supplies and replenish

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. Clean the exterior of all sliding cabinet doors . Clean walls and ceiling . Clean with PCS Oxidizing Disinfectant . Clean chair and/or bench seats . Empty bench seat of equipment and clean inside . Wipe clean all seat belts . Sweep / vacuum floor . Mop floor . Wipe down control panel surface . Clean all interior glass surfaces with glass cleaner

All vehicles carry; PCS Oxidizing Disinfectant to disinfect vehicles and equipment, Gloves, Mask (N95), Eye Shield, Personal Protective Equipment (PPE), Clorox Disinfecting Wipes, Hand Cleaning Station, and an Infection Control Kit. Our employees are trained on the appropriate use of all personal protective equipment provided, and they are audited on a monthly basis to ensure the proper use and storage of this equipment. The exterior of the vehicles are washed weekly or more frequently as needed in particular seasons. Voyago will ensure that the vehicles representing the Middlesex County always look professional.

Please refer to Exhibit #10 – Deep Clean Procedure Please refer to Exhibit #11 – Deep Clean Checklist

Feedback and Response: Communication is the key to great customer service and passenger care. Perhaps nowhere is that more important than in our handling and resolving of complaints and other issues. Regardless of the nature of the complaint (service provision, conduct of the attendant or employee) our approach is to welcome dialogue, seek out troublesome issues, and work toward immediate resolution.

 Let Us Know: We encourage customers to contact Voyago about any issues or concerns. Most problems can be resolved quickly and easily by reporting them immediately.

 Assessment: When we receive a complaint, we assess the concern and determine whether a resolution can be found over the phone by one of our Dispatchers / Customer Service Representatives, or if the issue should be escalated to the Supervisor, Manager, or Executive member. We train our staff to listen without interruption, express concern and empathy for the situation, establish the root of the issue by asking questions, and determine what the customer requires to rectify the problem. If a resolution can be achieved immediately, Voyago will explain the options of what can be done to rectify the issue, discuss any alternative solutions, and then take action to resolve the issue.

 Investigation: Complaints which raise a particularly challenging issue or are otherwise more complex will be investigated further. The issue is escalated to our Operations Manager and General Manager. During an investigation, Voyago may request additional information to help determine the best course of action. The Middlesex County will be updated on the progress of the investigation with a timeframe for a resolution.

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 Recommendation: Once the investigation is complete, Voyago will provide recommendations to the customer to provide options for a resolution. If both parties are in agreement, the action plan will be put in place. If the customer is still not satisfied, the General Manager will escalate the issue to our Chief Operating Officer for review.

 Follow Up: Voyago will follow up with the County to ensure complete customer satisfaction and to confirm the resolution is adequate. Many issues or complaints can be addressed and resolved immediately by our Operations Team upon the first notification of an issue. Voyago will commit to a one hour follow-up time to any inquiry and whenever possible a resolution or action plan will be communicated within a four hour maximum. If the four hour timeline is not achievable and more investigation is required, Voyago will contact the stakeholder with an adjusted timeframe. Our timeframe will not exceed 24-28 hours. Voyago will provide a written report of any service or driver complaint to the Middlesex County within 48 hours. Voyago acknowledges that any driver who receives repeated complaints be warned, suspended, or removed from service, according to the gravity and number of complaints.

 Documentation: Complaints are documented and tracked by our Operations team. Any changes required to the procedures or policies as a result of a complaint are completed by the appropriate department.

c. Driver Selection, Training and Evaluation Processes

Voyago recruiters are focused, proactive business partners who manage the full cycle of recruitment from selection to on-boarding. We combine our years of experience with a behavioural modeling process along with structured interviews and assessments to help us understand the characteristics and behaviours of professional and safe drivers and we actively recruit candidates that match this profile.

Our requirement model follows a six (6) stage process:  Define the Requirements o Our recruiters meet with the operations team to review the staffing needs for each contract  Campaign Planning o Voyago recruiters and our in-house marketing team conduct regular meetings to source the optimum channels to attract the best candidates  Candidate Assessment o Each candidate is screened by both over-the-phone and in-person interviews, ensuring all required paperwork is submitted (such as driver’s abstract and

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Criminal Record Search with Vulnerable Sector Search) and our trainers perform an initial road evaluation  Candidate Selection o A final in-person meeting is conducted with the candidate and a member of the operations team overseeing the contract to ensure a good fit for our customers  Hiring and Orientation o New employees receive a minimum of 20 hours of classroom and 25 in-vehicle training before driving their first shift.  Candidate Maintenance o Voyago ensures we have a full complement of compliant drivers by ensuring continual recruitment practices, maintaining a 10% spare driver ratio, providing weekly reports and trends, and employing Voyago’s Retention Strategy.

Developed internally by Voyago, our training strategy provides a wide range of learning and development programs that contribute to our excellent record of driver and passenger safety. Voyago takes a multi-faceted and hands-on approach to learning as we recognize that individuals learn and retain information in a variety of ways.

Our training modules have a theoretical component to learning and utilize the three core principles:  Visual - Involves the use of seen or observed items, including pictures, diagrams, demonstrations, displays, handouts, films, and flip charts.  Auditory - Involves the transfer of information through listening to the spoken word, sounds and noises.  Kinesthetic - Involves the physical; touching, feeling, holding, doing, and practical hands-on experiences such as lifting/lowering a stretcher, wheelchair vehicle restraints, mock emergency evacuations and pre-trip inspection training.

Voyago’s Ministry of Transportation (MTO) certified trainers evaluate and validate results of training both in written and practical applications by:  Driver demonstrating a proper pre-trip inspection  Driver demonstrating proper use of wheelchair restraint, in combination with one of our employees who has a mobility disability  Driver demonstrating proper emergency evacuation methods  Health and Safety training and Defensive Driving techniques are validated through written quizzes and demonstrated through driver evaluations  Each Voyago Operations Supervisor must complete a minimum of four road observations/audits by ‘ghosting’ a route from start to finish, assessing safe and defensive driving, compliance with the route, timing and drop off and pick up locations as outlined by the route

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 Supervisors also conduct a minimum of four (4) random audits per month, spot checking for pre-trip inspections, vehicle compliance, proper loading and unloading of passengers, proper use of wheelchair securements, and safe and defensive driving skills

In addition, hands-on and on-road training, evaluations, and audits are completed at a minimum annually with each driver to measure transfer of training. These audits give the opportunity to evaluate the continued effectiveness of our training programs. Additional training is provided following an incident, updated contract requirements or the identification of internal or industry trends. Training is provided throughout the employment relationship; upon hire, at driver meetings, and on a one-on-one basis when required. Voyago will modify any training modules to satisfy the requirements of Middlesex County.

Please refer to Exhibit #12 – Voyago’s Driver Selection, Training and Evaluation Program

d. Incident Reporting and Analysis

Incident reporting is a detailed means by which Voyago monitors and ensures that all events or incidents are recorded and are acted upon in a timely manner (in accordance with established policies). All vehicles are stocked with incident reporting forms for this use. These incident reports are followed up by the supervisors and signed off by the Operations Manager after the investigated is resolved.

Incident - Type A  Fatality Employee  Fatality Non-Employee  Critical Injury Employee  Critical Injury Non-Employee  Property or Equipment Damage – Corporate Owned  Property or Equipment Damage – Non Corporate Owned  Property or Equipment Loss or Theft – Corporate Owned  Property or Equipment Loss or Theft – Non Corporate Owned  Fire or Explosion  Environmental Release.  Occupational Illness  Emergency Evacuation  Failure to observe a Safety Procedure  Injury/potential Injury Employee  Injury/potential Injury Non-Employee  Unsafe work conditions  Workplace Hazard

Incident - Type B  Passenger Situations (i.e. Passenger Behaviour)  Customer Service  Unethical Behaviour

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 Customer / Employee Conflict  Location Access problems  First Aid Kit Replenishment

Proactively Seeking Trends and Initiatives: Voyago’s Safety Programs are managed by our VP, Human Resources. Our Certified Trainers, Managers and Health and Safety team keep current with industry best practices by actively participating in the industry conferences and training, as well as the Transportation Safety Association of Ontario’s Safety Advisory Group, Fleet Safety Council, Infrastructure Health and Safety Association and Ontario Transportation Expo. Participation in these associations allows the opportunity to liaise with industry leaders and learn from transportation safety professionals ensuring our programs continue to be relevant and innovative. Our Human Resources team evaluates our safety programs annually to ensure that the curriculum is up to date and effective and that our instructors’ delivery continues to engage participants. Programs are updated following the evaluation and instructors are retrained on new initiatives.

In addition, occurrence statistics are kept to summarize common incidents for evaluation of similarities and areas for potential risk.

Each report is evaluated with the following objectives:  To recognize potential hazards  To identify the need for advanced or revised training programs  To learn from the occurrence and devise preventative action plans  To report any unsafe behavior  To communicate effectively with W.S.I.B.  To provide detailed information to insurance provider  To ensure the Executives, Operations Managers and Supervisors, Human Resources, and Health and Safety are all aware of the events  To communicate effectively with clients  To provide information in a confidential and professional format  To keep accurate computerized information in our database and to look for trends  To determine the significance or severity of a situation  To determine quarterly focus on Health and Safety objectives

Health and Safety is responsible to record all incidents into our secure database which allows for monthly reporting and trend analysis. Each month, the Health and Safety Manager communicates these trends and provides recommendations to each Operations Supervisor outlining areas of concern which are to be rectified with training or perhaps purchase of different equipment. Voyago has a policy to report all incidents, including “near misses” in a detailed and timely fashion. After Health and Safety has categorized and investigated the incident, the report is scanned into a secure database, with the recommendations from Health and Safety.

Health and Compliance Scorecard: The Scorecard provides feedback to Operations Management regarding compliance to customer contracts, company policies, and legislation. We score facility and vehicle compliance, collision and incidents, training needs, and employee engagement. Scorecard results are discussed during weekly operations meetings and bi-

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weekly safety calls, trends are identified, and actions plans are documented. Voyago’s Transit division has consistently maintained an average score of 98.8% compliance.

Collision Analysis and Trending: All preventable and non-preventable collisions are tracked and analyzed for trending purposes by our Health and Safety Coordinator. Weekly and monthly analysis is communicated to Managers and Supervisors and is also presented to drivers at safety meetings. Based on identified trends, if patterns develop, drivers are notified of the trends through safe driving memos and/or safety talks and if required, safety retraining and education is provided to the larger group to ensure these trends do not continue and help reduce the likelihood of the same/similar collisions occurring in the future. The training curriculum is reviewed and will be modified to account for any trends or patterns. The Joint Health and Safety Committee also reviews collisions at each meeting and provide recommendations to prevent future occurrences.

Voyago’s overall collision rate is 0.00085%.

How good is this collision rate? Passengers travelling via Voyago have a less than 0.0005% chance of being involved in an at fault collision for every 20,000 kilometres.

Please refer to Exhibit #13 – Incident Reporting Form Please refer to Exhibit #14 – Vehicle Collision Reporting Form

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e. Flexibility to Meet Service Demand

Voyago understands the need for small communities to be connected to larger urban centres for the purposes of employment, education, medical appointments, and leisure activities. As more and more people are moving from larger urban centres to smaller communities, access to transit is more vital than ever. Voyago’s experience in the mobility field, as well as our familiarity with the region, has provided us with the knowledge and flexibility to work with our corporate partners to develop a customized transit service for our communities.

Design: Voyago will work with Middlesex County to build an efficient system that meets the needs of the communities being serviced. The design of the Middlesex County Transportation Project can be done in collaboration with a number of other local transit agencies that we partner with. In order to avoid duplication of services with other regions, Voyago would work with Middlesex County to develop a realistic and efficient service that provides the best solutions with the available funds received. By defining those key locations such as Dorchester, Woodstock and London as prime transit hubs we can work together to design a system that takes full advantage of the service that we are building across Ontario.

With the latest Community Transit grant expansion, we have begun to build a network across Ontario in the hopes of uniting communities on a standard grid system anchored by our multiple bases across the province. On November 11th, Voyago launched Caledon Transit uniting residents of the Bolton area to the ZUM transit service in Brampton. Voyago is also in the process of working with a number of municipalities to assist with their creation of a link, primarily in southern Ontario. We are currently signed off or engaged with the following communities to develop transit services:

 Owen Sound: Beginning in 2020 with daily services to Guelph  Strathroy-Caradoc: Beginning in 2020 with services to Sarnia and London  Tillsonburg: Beginning in 2020 with daily services to Oxford Elgin and Middlesex County including the City of London  Stratford: Currently in discussions about service to London and Kitchener  St. Thomas: Current in discussions about service to London and Elgin County  Lambton Shores: Current in discussions about service to London

With all of these communities the goal is to build a network with shared resources that create efficiencies for each operation. By working in a collaborative manner we can create schedules and locations to allow riders to transfer from a number of services and move freely beyond the scope of just one service. The addition of the Middlesex County Community Transportation Project would play a key role in this network and give every rider access to a number of transportation options. In London, we can provide access to the London Transit network, Via Rail and Greyhound. Voyago has an exclusive contract with rights to ground transportation to the London International Airport. With this included as a potential Flex Stop to the service, we can ensure the residents of Middlesex County have the means to travel without borders to locations within Canada and beyond.

This network would also allow us to create consistency across the system in areas such as:  Fare collection and rates  Software such as app based bus trackers and trip planning

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 Collaboration with other regions and cities to create an inter-connecting transit network  Shared resources such as spare vehicles and driving staff as needed  Access to best practices and industry developments as they become available

Municipalities have expressed a desire to launch this service for the next three years – and beyond. By working with our municipal partners Voyago will develop a service that is so valued by the people in the communities that it can eventually be self sustained. In order to create such an entity, we need to work today with committed communities to build relevant services that our passengers will value. Voyago envisions the Middlesex County Community Transportation Project as an integral part of this network.

Reliability: Voyago will assist Middlesex County in creating a consistent system that provides daily service without disruption. Our practice of exceptional preventative maintenance programs along with providing spare drivers and spare vehicles to each contract ensures a seamless service that the community can rely upon every day. The goal of the program is to remove those barriers that cause uncertainty or mistrust in the service. Allowing the riders to feel confident, secure, and empowered in their knowledge of the connectivity of this service is of the highest importance

Community Knowledge: Working with Middlesex County, Voyago will provide updates to the passengers about the entire transit service such as:  Explaining how our service operates including the pick-up and drop-off locations and times  Changes to services such as expanded days and hours of service, or holiday schedules  Promoting city wide special events that are being staged and explain how they can be transported and participate in the event

Flexibility: Creating a new micro transit system requires a partnership of collaboration and flexibility. It will take time for migration trends and system usage data to develop. Voyago believes that the service must amend itself to the ridership to succeed and we pride ourselves on our desire to grow with such systems, always looking for new ways to attract growth through promotion and innovation. The ridership will eventually define this service themselves through their investment and commitment to the transit structure, and we are always open to facilitate those needs for the greater good of mobility.

The scope of work is clearly defined in this document and clearly indicates that the region has spent time understanding the ridership and their needs. The measure of mobility service is flexibility. Creating a system that will allow for innovation and design is critical. All services are designed to capture ridership needs and solve first and last mile dilemmas that cause stress to travel. By being flexible in the following aspects of the system we can modify and develop a freer model of mobility.

 Flexible service hours that can be shifted to meet demand  Adjustable start and finish times to allow for better coverage  Adaptable changes to scheduled pick ups  Modifications to the route design and specific stop locations  Creation of specific flex stops for riders that aren’t on the main routes

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 Changes to overall system flow to provide greater coverage while utilizing current resources

Voyago understands that today’s mobility industry is driven by innovation, and providing people with the freedom of movement is what fosters more dynamic and vibrant communities. Voyago has worked with other regions in the province where their programs were also secured through the Community Transportation Grant. One notable project was the Route 77 pilot project from New Hamburg into Kitchener for the Grand River Transit (GRT) Authority. Today the service is part of the regular GRT network and continues to grow and integrate itself within the region. The key to the success of that pilot project was collaboration. Working together with GRT, Wilmot Township, and the ridership, we developed a schedule and strategy to ensure the specific needs of the ridership were met.

 Flexible time periods were adjusted several times to align with specific needs of the ridership, such as start times for education and local industry  Flex stops were incorporated to cover a larger portion of the community without causing delays in the service delivery process o Flex stops can include seniors complexes, medical centres, and education facilities, to name a few  Equipment features were implemented, such as bike racks to help solve the “First Mile, Last Mile” obstacles  Specialized pricing was introduced to attract and accommodate specific demographics, such as the student and senior populations

By sharing the common goal of creating a responsive service that provides value to the community, Voyago and GRT have met the following key objectives:

 Freedom for the individual to move from community to community safely  An economically and logistically sound solution  An investment in the quality of life for residents of smaller communities  An environmentally friendly alternative

In examining the Middlesex County Community Transportation Project, we recognize the potential for the development of a responsive service platform that would shape the region.

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e. Proposed Vehicles and Maintenance Facility

Facility: Voyago’s current operations and maintenance facility for Middlesex County is located at 573 Admiral Court in London. This 6 acre, 25,000 square foot facility operates 18 hours per day, housing our Transit and School Operations along with our administrative teams. This facility provides parking for 300 vehicles.

Our London maintenance facility has nine (9) full-time experienced technicians, one (1) Fleet Supervisor, one (1) Fleet Manager, and one (1) Procurement Manager along with an administrative team, operating 18 hours per day from our 3,600 square foot shop. We have the extra capacity to handle the additional activity outlined in the Middlesex County Community Transportation Project and with first right to purchase the adjacent two acre property from the City of London, we have even more space to expand should we need it. In addition, we have a facility located just down the road at 430 Sovereign Road, which provides our training room, two maintenance service bays, a drive through vehicle wash bay as well as additional office space and parking. Voyago also currently has office space and vehicle parking in Woodstock at 925 Devonshire Avenue which can more than accommodate an expansion in our business. We have fueling stations set up in Oxford and Middlesex regions as well as partnerships with third party vendors, including mobile mechanics, ready to support in the event of a breakdown.

Bob Burdge, Voyago’s Fleet Procurement Manager, began his career in 1976 as a certified technician, and quickly worked his way to Shop Foreman then Shop Supervisor before entering management in 1987. Bob joined Voyago in 2005 and has over 40 years of fleet maintenance and procurement experience.

Bob determines the best specifications for all our vehicles and equipment based on each contract requirements and then negotiates the best pricing and schedules the vehicle deliveries. Bob works with our Fleet Manager, Ian Ferguson, to establish Voyago’s vehicle replacement strategy and collaborates with our VP, Finance, to determine capital expenditures throughout the year. Bob is instrumental in ensuring that our contract start- ups are seamless and that all vehicles and equipment meet all mandatory regulations along with best practices based upon safety and passenger care.

Optimum Vehicle Condition: Voyago’s Fleet Manager, Ian Ferguson, is responsible for maintaining the fleet according to government requirements, best practices and company policies, overseeing three (3) maintenance facilities, 16 certified technicians along with seven (7) support staff, running and analyzing reports to ensure vehicle compliance and overseeing all maintenance and repairs performed on the vehicles, both in- house and by third parties. Ian takes pride in ensuring our fleet is running safe and efficiently for our customers, with no defects, unrepaired body damage, or non-functioning equipment.

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To ensure this level of compliance, both our drivers and our maintenance staff play vital roles. Drivers play an important part in making sure the vehicles are in good operating condition by conducting a daily vehicle inspection (also known as a pre-trip inspection) at the beginning of each day. The driver must inspect their vehicle and be capable of determining if they are in a safe operating condition. All Voyago drivers are trained on a proper pre-trip inspection in our orientation and are taught by our in-house MTO certified trainers. The inspection is conducted in accordance with an MTO approved inspection schedule and provides a list of vehicle systems and components that a driver is required to inspect.

Licensed Technicians: Voyago confirms that all repair and maintenance work on our vehicles is performed by or under the direct supervision of a licensed 310S and/or 310T Technician. In our own maintenance facility, Voyago hires only licensed technicians and when vetting our third-party maintenance providers, our Fleet Manager requires proof that all mechanics are certified technicians before approving the vendor.

Maintenance: Voyago’s Preventative Maintenance (PM) Program identifies regular maintenance and inspection criteria for each vehicle type to ensure optimum efficiency and performance. Our program includes manufacturers recommended standards, a sophisticated maintenance software that provides electronic reporting and tracking, as well as parts inventory ordering strategy and both parts and equipment warranty tracking. Our program is in full compliance with the Ministry of Transportation (MTO) requirements.

Our Fleet Manager works with chassis and body manufactures, as well as industry professionals to establish vehicle inspection intervals and identify key vehicle components that may require special attention at PM inspections.

 PM “B” service – every 8,000 kms or 120 days +-20% (all gas engines) which ever comes first  PM “B” service – every 10,000 kms or 120 days +-20% (diesel engines) which ever comes first  PM “B” service – every 12,500 kms or 120 days +-20% (Duramax 6.6L) which ever comes first  PM “B” service – every 16,000 kms or 120 days +-20% (2.7L diesel) which ever comes first  PM “B” service – every 25,000 kms or 120 days +-20% (2.1L/3.0L diesel) which ever comes first  PM “E” MTO sticker inspection (safety) every 180 days  PM "T" service - every 140,000km (Transmission and Differential)  PM "A" service - every 48 months (Wheel Stud Inspection and Service)

Without compromise, our Fleet Maintenance Programs emphasize customer service excellence, and safety of our passengers and drivers. Our standard, proactive programs reduce vehicle downtime, helps optimize fuel and emissions performance, improves reliability and safety, and lowers overall transportation running costs. Our program ensures each vehicle can pass a safety inspection at any time.

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Preventative Maintenance (PM): Scheduling of PMs is determined by manufacturer specifications based on vehicle type and are normally scheduled to occur either on a specified date or in conjunction with mileage targets. Each week, current odometer readings are logged into the database to produce a Preventative Maintenance Status Report to aid in scheduling for the following week. We perform preventative maintenance inspections at strategic intervals to predict and prevent problems and to schedule repairs for minimum impact on vehicle availability. Using failure analysis, we collect and analyze data, identify root causes of a problem and implement an action plan in order to reach the optimum level of preventative maintenance that can be performed. The result is that we are able to complete 100% of the work, 100% of the time, on time.

Our in-house software manages the logistics of the fleet to help ensure prompt and effective preventative and predictive maintenance of our vehicles.

Our Preventative Maintenance program includes:  An effective scheduling tool for a comprehensive series of vehicle inspections and running repairs  Our maintenance teams are involved in ongoing research and development in fleet management, vehicle specifications, and the latest safety features and equipment  We work closely with bus manufacturers in continuing efforts to improve the safety, reliability and efficiency of our vehicles  We specify that all vehicles we purchase must meet or exceed the regulatory requirements for the jurisdictions within which we operate  Our maintenance teams work hand-in-hand with the appropriate regulatory and enforcement agencies to ensure the safety and efficiency of all equipment

Through these proactive measures, we have a proven track record of reducing vehicle downtime, improving reliability, and lowering overall operating costs. During the PM “B” service inspection all vehicles are road tested on a pre-selected route to validate vehicle performance on a wide variety of road conditions and speeds. A detailed PM inspection check is performed and reported on a PM checklist.

Unscheduled Maintenance: Our ultimate goal is for all vehicles to go from regularly scheduled PM to PM without additional maintenance required. When a vehicle requires maintenance between PMs, specific vehicle maintenance issues are reported on a Vehicle Maintenance Request Form stating the problem with the vehicle. This form is forwarded to our Maintenance Department where our Fleet Manager decides if the vehicle needs repair immediately for safety reasons or if the issue presents no safety concerns and can be deferred to the next scheduled

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maintenance, in accordance with MTO regulations. If the maintenance is deferred, a copy of the Vehicle Maintenance Request Form is recorded on a Deferred Maintenance sheet and attached to the PM status records. When the maintenance is completed, a copy of the request is attached to the work order. In the event a vehicle with safety defects is brought to the repair facility the Request for Vehicle Maintenance Form and a “GARAGE” tag will be hung with the keys indicating the vehicle is locked and tagged out of service by means of a “DANGER, DO NOT OPERATE” tag that is locked to the steering wheel.

Breakdowns: Should a breakdown occur, our drivers are trained to work with our operations and maintenance departments. Our top priority is our passengers. Voyago will implement our “30-minute protocol”; our spare vehicle assigned to this contract will be deployed to the scene to execute a transfer of passengers and equipment within 30 minutes. The Middlesex County will be notified immediately should a breakdown occur.

Note: In addition to the dedicated vehicles assigned to this contract, Voyago will provide one (1) dedicated spare vehicle located in London. Voyago also has over 300 vehicles within the region. These vehicles are staged in London, Ingersoll and Woodstock.

Third Party Vendors: Voyago has established partnerships with third-party maintenance and repair vendors throughout Ontario, including mobile mechanics, ready to lend support in the event of a breakdown. Additionally, Voyago subscribes to Emergency Roadside Services (ERS) which specializes in finding the closest providers for commercial fleets to expedite service requirements. Before qualifying for our vendor list, Voyago assesses the supplier including credit checks, proof of registrations, qualifications and licenses, safety records, and a face-to-face meeting with a physical inspection of the facility. Continuous follow ups are done during the course of the year by our maintenance department.

Maintenance Software: Voyago uses Dossier software to store and track all vehicle maintenance and related information to assist our Fleet Manager in providing up to date and accurate vehicle information at any time.

The program covers:  Preventative and predictive maintenance  Parts inventory levels  Warranty information on vehicles and parts  Repairs  Technician data is entered to provide a wide variety of reports to assist in managing the entire fleet  Vehicle make, model, year, vehicle type, serialized numbers  Specific equipment required to service vehicles  Preventative Maintenance Schedules

Parts Inventory: Spare part management is key to improving shop efficiency and reducing the downtime of a vehicle while in for maintenance or repairs. Voyago’s inventory strategy is based on a “predictive” model as opposed to a “reactive” model. Predictive management of parts includes the collection and analysis of data, watching for repair and parts patterns, maintaining a consistent parts entry program into the software, itemizing certain parts into High, Medium and

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Low priority, and running regular reports to ensure reordering takes place within the correct timeframe. Our inventory is tracked in our maintenance software, Dossier, which automatically generates a “Parts Re-Order” report based upon utilization trends, our own stock level targets, projected upcoming preventative maintenance scheduling, and projected delivery times. Our Fleet Assistant is responsible for sourcing through multiple sources, procuring, and ensuring timely delivery of parts through our network of suppliers.

Compliance with Ministry of Transportation Requirements (MTO): Voyago’s maintenance software, Dossier, has a specific module for tracking all MTO requirements including biannual and annual vehicle inspections and all licensing requirements. Reports are generated summarizing each vehicle’s requirement and due date allowing our service writer to schedule the vehicles. Daily Log Books are maintained for all vehicles and all drivers complete daily Hours of Service paperwork, which is audited regularly.

Compliance with the Highway Traffic Act: Voyago’s maintenance staff, trainers, auditors, drivers, supervisors, and managers are trained on the sections of the Highway Traffic Act, including but not limited to:  Permits  Licenses  Garage and Storage Licenses  Equipment  Load and Dimensions  Rate of Speed  Rules of the Road  Hours of Service  Medical Transportation Services  Records and Reporting of Accidents and Convictions

All staff are tasked with ensuring compliance with the regulations within the Act.

Fueling: Drivers are required to fuel the vehicles at the end of their schedule to ensure the vehicle is road ready for the next driver or shift.

Vehicle Log: Voyago’s maintenance software program, Dossier, provides a log for each vehicle including:  Vehicle make and model  Vehicle specifications (such as engine, transmission, and other components)  Odometer readings  Maintenance and repair logs  Licensing requirements  Warranty items

Meeting Vehicle Manufacturers Specifications: Our Fleet Manager is responsible for ensuring all parts and fluids used on our vehicles meet the manufacturer’s specifications. Our parts are purchased from the Original Equipment Manufacturer (OEM) suppliers such as

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General Motors, Ford, Girardin, and Petro Canada for our fluids. This ensures Voyago maintains all manufacturer warranty requirements during the life of the vehicle.

During times when parts are not available directly from the OEM, Voyago has a preferred vendor list for our parts and tires. Before qualifying for our vendor list, Voyago assesses the supplier including credit checks, proof of registrations, qualifications and licenses, safety records, and a face-to-face meeting with physical inspection of the facility. Continuous follow ups are done during the course of the year by our maintenance department.

Voyago has over 300 accessible vehicles in our fleet and all are built and maintained to the latest Ontario Highway Traffic Act Regulation 629 (Accessible Vehicles) and National Safety Code Standard 11 (Maintenance and Periodic Inspection Standards). These vehicles also comply to CSA D-409-16 Standards to provide safe transportation for persons with accessibility needs.

Compliance with Regulations: Voyago confirms that we meet all Canadian and Ontario Provincial laws and regulations including, but not limited to:

1. Highway Traffic Act 2. Transport Canada 3. Motor Vehicle Safety Act 4. Human Rights Code 5. Ambulance Act 6. Personal Health Information Protection Act (PHIPA) 7. Freedom of Information and Protection of Privacy Act (FIPPA) 8. Personal Information Protection and Electronic Documents Act (PIPEDA) 9. Employment Standards Act 10. Labour Relations Act 11. Occupational Health and Safety Act 12. Accessibility for Ontarians with Disabilities Act (AODA) 13. Workplace Safety and Insurance Act (WSIA) 14. Workplace Safety and Insurance Board of Ontario (WSIB) 15. Public Hospitals Act 16. Health Insurance Act 17. Labour Relations Act 18. Mental Health Act 19. STS Guidelines as released by the MOHLTC 20. Patient Restraints Minimization Act 21. Provincial Infectious Disease Advisory Committee (PIDAC) best practices

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Voyago will provide two (2) brand new vehicles for the Middlesex County Community Transportation Project.

New vehicles will help ensure:  Reduced downtime  High customer satisfaction for passengers  Highest safety rating for passenger comfort and security  Lowest emission rated vehicles supporting green initiatives

Voyago has built an extensive network of procurement and partnerships with a wide variety of bus manufacturers across Ontario. This partnership will allow us to provide Middlesex County with the equipment specified without compromising the anticipated start dates of this operation. The Elkhart Coach Buses, are equipped with a GMC 4500 chassis, gas engine for easy start in cold weather, and an automatic transmission for passenger comfort. The vehicles are in compliance with AODA requirements and offer a number of safety and passenger features.

Please refer to Exhibit #15 – Vehicle Specifications

Note: In addition to the dedicated vehicles assigned to this contract, Voyago will provide one (1) dedicated spare vehicle located in London. Voyago also has over 300 vehicles within the region. These vehicles are staged in London, Ingersoll and Woodstock.

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f. Value Added Services Offered

Sustainability: Voyago subscribes to the “Think Globally, Act Locally" philosophy, urging people to consider the health of the entire planet and to take action in their own communities and cities. Our Environment Committee focuses on reducing our carbon footprint while our Fuel Efficiency Committee works on developing and revising programs to reduce fuel consumption in cooperation with programs developed by the Department of Natural Resources. These committees meet monthly to focus on areas for improvement and reduction.

Voyago advances our sustainability by:  Providing and promoting sustainable transportation choices in the region – enabling more people to choose walking, cycling, multiple-occupancy vehicles or transit for more of their trips  Developing strong partnerships to pursue common sustainability goals and objectives  Working collaboratively to ensure land use and transportation infrastructure decisions are well coordinated and are supportive of sustainable transportation  Managing and operating our business in an environmentally, socially and financially responsible manner

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Idle Time: Voyago has a 2 minute no-idle policy. This means that, if for any reason a vehicle is stopped for 2 minutes or longer the vehicle shall be shut down, and restarted when the vehicle must continue. This is not applicable at traffic stoppages or when passengers are on board the vehicle.

Voyago’s policy is designed to:  Reduce fuel use and costs  Improve profits  Reduce the environmental impact of fleet operations  Reduce repair and maintenance costs through more efficient use of equipment  Reduce wear on bus components, leading to a longer life and an increased resale value of the truck  Operate more safely

Fuel Efficiency Training: Voyago is associated with the Ministry of Natural Resources FleetSmart, a program dedicated to energy-efficient practices that can reduce fuel consumption and emissions. The Department of Natural Resources has trained three (3) Voyago employees as trainers for the FleetSmart Commercial Driver program. Additionally, all Voyago drivers complete the Smart Driver training program. Voyago commits to training all of their bus drivers in Smart Driver™ for School Bus. The training program consists of: gaining an understanding of how to save money through reduced fuel consumption; reducing carbon footprint; reducing carbon dioxide emissions and the production of other polluting gases.

The topics include:  Why fuel efficient driving is important  How to achieve fuel efficiency on routes with lots of starts and stops  Why vehicle inspections and regular maintenance leads to better fuel efficiency  Best driving practices for fuel efficiency  Defensive Driving for Fuel Efficiency

Diesel Exhaust Fluid (DEF): DEF is a urea-based solution that reduces nitrogen oxide emissions from diesel engines. It is composed of 32.5% high-purity urea, a naturally-occurring element, and 67.5% deionized water. It is clear, odorless, and safe to handle. The solution is added to a separate storage tank in vehicles equipped with SCR technology. The fluid is injected into the hot exhaust stream of the vehicle, turning the urea solution into ammonia. This process, known as Selective Catalytic Reduction (SCR), helps break down the nitrogen oxide gases in the exhaust into nitrogen gas and water vapor, both harmless to the environment. By using diesel exhaust fluid, vehicles get better diesel performance, while the environment gets cleaner air. Using diesel exhaust fluid has many benefits. Any diesel vehicle with SCR technology can use DEF. There are no special filters or absorbers needed with this technology. The driver simply fills their DEF tank on a periodic basis and the SCR technology handles the rest. It is now the industry-standard on new diesel vehicles.

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Electric School Bus: In September of this year, Voyago School Busing began to transport students in an all Electric Powered School Bus. Voyago’s new EV School Bus is an initiative of the companies’ GoEco commitment of exploring sustainability solutions to protect our environment for future generations. Voyago’s school bus is operating within the Waterloo region serving students of the Waterloo District School Board. Voyago’s pilot program will help to determine if EPSB’s can operate reliably and cost effectively in Ontario against a range of weather conditions. Voyago’s EPSB Pilot also aims to identify constraints for EV’s operating as a school bus, as well as provide statistical measurement of their capacity to reduce greenhouse gas emissions and improve air quality for future generations.

Voyago’s Electric School Bus looks like any other school bus on the outside, with one big exception; there is no engine noise. The bus is noticeably quiet to riders, pedestrians, and traffic around it. For this reason the bus has been equipped with a ‘beacon’ sound when travelling under 30km per hour. This unique sound will alert pedestrians, and traffic of it’s presence on the roadways. The bus is powered by 5 on-board batteries @ 400V each that are re-charged at a dedicated charging station installed at Voyago’s Waterloo Operations Base. The bus can also recharge itself while decelerating to reach its full potential. This electric bus can travel approximately 150km on a single charge, well beyond a typical in service distance for a typical school run in Waterloo. All safety and operating requirements for an Ontario School Bus have been incorporated into Voyago’s Electric Powered School Bus.

Environmentally Responsible: Voyago is committed to the protection and enhancement of the community in which we work, and throughout the province. Our Environment Committee is our Company’s resource for promoting our plan of reducing our carbon footprint and to enact corporate policies that help us achieve this goal. Particular emphasis has been our trucks and maintenance facilities. There are at least 14 waste streams associated with vehicle maintenance. These hazards include fuel, used oil, batteries, coolant, tires, parts, wash water, paint and solvents. Voyago cares about the environment and makes every effort to minimize the amount of waste generated at our facilities and controls where it is disposed of according to the highest standards. We accomplish this by recycling whenever possible and by carefully managing waste streams from inception through disposal. All vehicles are washed using environmentally friendly products such as ECO wash, which is a biodegradable product. All waste is collected through floor drains and sent to an interceptor system before continuing on to the city’s sewer system. To ensure that waste water sent to the sewer systems is as clean as possible; we clean our drains out quarterly and clean the interceptor annually.

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Our maintenance policies focus on recycling all vehicle waste products, maintaining a current preventative maintenance schedule, purchasing materials in bulk to reduce cardboard and plastic jugs, and to investigate new products that will further help us reduce our waste, such as refillable aerosol cans. Our commitment to promoting environmental awareness extends to our offices and administrative functions as well. Levels of photocopying have been reviewed and we are educating our staff on ways to reduce paper waste. Our IT Department is investigating software that will provide live monitoring of computer usage as well as investigating new technology that will reduce the paperwork our drivers need to carry on the road. All offices have blue boxes for daily recycling. In fact, our recycling program has been so successful we have reduced our garbage output in half.

Voyago is currently working with the City of London’s “Adopt-a-Park” program. Our Environment Committee, along with other volunteers from Voyago, will work together to maintain London’s green spaces, including planting and maintenance of trees and shrubs, litter clean up, and graffiti removal. We are looking at similar programs in the other regions so we can extend our efforts across the province.

Voyago promotes the protection and enhancement of our environment as part of our culture. Our Environment Committee is supported by the executive team and ranks equally with other business activities.

Fleet Tracking: Voyago can provide Fleet Tracking software called BusWhere for the Middlesex County.

There are several advantages to utilizing BusWhere for both Voyago and the County:  Simple to understand platform provides real time information to passengers  Secure permission-based app lets riders know the bus’s location and estimate time of arrival at any stop, and sends notifications when the bus is getting close  Able to support multiple vehicles using the same routes  BusWhere can be customized for the Middlesex County with branding and identification of the service  Able to provide detailed reports on bus productivity including on-time performance and route adherence  Identifies timing and routing trends to provide better understanding of service demands  Provides information on exact location of buses during operating hours to help assist with any customer inquiries or issues  Provides details on bus speed to ensure safe measures are in place at all times  Technology can be used on any vehicle, including our spare vehicles

Fare Collections: Voyago can offer Middlesex County a variety of fare collection processes, ranging from basic to more advanced technology. In its simplest form, Voyago will provide fare boxes on every bus for the collection of regular cash fares as set and determined by the County. These secure devices can be delivered directly to Middlesex County or Voyago can tally the

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monies collected and deduct the amounts from the monthly invoice. Voyago can also offer solutions and costing to deliver a more advanced fare and data collection software system.

We are currently working with Betterez who can customize an online payment service with options that include:  The purchase of vouchers and monthly passes  The ability to pre-book a seat on a specific route and bus o This will avoid over-booking the vehicle  The ability to indicate special requirements such as mobility device, luggage, or bicycle  The ability to track ridership data by purchases

On Board Camera System: Voyago can provide a Seon 3-camera system in all buses. Information is generally kept for six (6) months and this information can prove very helpful for dispute resolution and to enhance passenger safety.

On Board Wi-Fi: A low band Wi-Fi router can be installed on the buses, allowing passengers that added value particularly on the inter-community shuttles. This feature has proven to be very popular aboard a number of our fixed route shuttle services especially in regards to transportation needs of student and employees.

Flex Routes and Bookings: Voyago understands that today’s mobility industry is driven by innovation, and providing people with the freedom of movement is what fosters more dynamic and vibrant communities. Voyago has worked with other regions in the province where their programs were also secured through the Community Transportation Grant. One notable project was the Route 77 pilot project from New Hamburg into Kitchener for the Grand River Transit (GRT) Authority. Today the service is part of the regular GRT network and continues to grow and integrate itself within the region. The key to the success of that pilot project was collaboration. Working together with GRT, Wilmot Township, and the ridership, we developed a schedule and strategy to ensure the specific needs of the ridership were met.

 Flexible time periods were adjusted several times to align with specific needs of the ridership, such as start times for education and local industry  Flex stops were incorporated to cover a larger portion of the community without causing delays in the service delivery process o Flex stops can include seniors complexes, medical centres, and education facilities, to name a few  Equipment features were implemented, such as bike racks to help solve the “First Mile, Last Mile” obstacles  Specialized pricing was introduced to attract and accommodate specific demographics, such as the student and senior populations

By sharing the common goal of creating a responsive service that provides value to the community, Voyago and GRT have met the following key objectives:  Freedom for the individual to move from community to community safely  An economically and logistically sound solution  An investment in the quality of life for residents of smaller communities  An environmentally friendly alternative

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Provincial Network: With the latest Community Transit grant expansion, we have begun to build a network across Ontario in the hopes of uniting communities on a standard grid system anchored by our multiple bases across the province. On November 11th, Voyago launched Caledon Transit uniting residents of the Bolton area to the ZUM transit service in Brampton. Voyago is also in the process of working with a number of municipalities to assist with their creation of a link, primarily in southern Ontario. We are currently signed off or engaged with the following communities to develop transit services:

 Owen Sound: Beginning in 2020 with daily services to Guelph  Strathroy-Caradoc: Beginning in 2020 with services to Sarnia and London  Tillsonburg: Beginning in 2020 with daily services to Oxford Elgin and Middlesex County including the City of London  Stratford: Currently in discussions about service to London and Kitchener  St. Thomas: Current in discussions about service to London and Elgin County  Lambton Shores: Current in discussions about service to London

With all of these communities the goal is to build a network with shared resources that create efficiencies for each operation. By working in a collaborative manner we can create schedules and locations to allow riders to transfer from a number of services and move freely beyond the scope of just one service. The addition of the Middlesex County Community Transportation Project would play a key role in this network and give every rider access to a number of transportation options. In London, we can provide access to the London Transit network, Via Rail and Greyhound. Voyago has an exclusive contract with rights to ground transportation to the London International Airport. With this included as a potential Flex Stop to the service, we can ensure the residents of Middlesex County have the means to travel without borders to locations within Canada and beyond.

This network would also allow us to create consistency across the system in areas such as:  Fare collection and rates  Software such as app based bus trackers and trip planning  Collaboration with other regions and cities to create an inter-connecting transit network  Shared resources such as spare vehicles and driving staff as needed  Access to best practices and industry developments as they become available

Municipalities have expressed a desire to launch this service for the next three years – and beyond. By working with our municipal partners Voyago will develop a service that is so valued by the people in the communities that it can eventually be self sustained. In order to create such an entity, we need to work today with committed communities to build relevant services that our passengers will value. Voyago envisions the Middlesex County Community Transportation Project as an integral part of this network.

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g. Other Relevant Information

Voyago’s Transit division has built itself upon a framework of capturing four key competencies that we believe are fundamental to deliver an outstanding service that not only meets customer expectations but exceeds them.

Our four key competencies are:

 Operations  Technology  Innovation  Intelligence

These competencies are rooted in our People !

Operations: We know that beyond the process of moving individuals from one point to another, our operation encompasses a wide variety of key components to create a successful venture.

Vehicles:  Matching the right piece of equipment for the exact operation required  Voyago understands the demand and priorities of a community transit service o Voyago will ensure the equipment used is not only capable of meeting this demand but is also reliable and comfortable

Policies:  Voyago will ensure we are compliant with Middlesex County policies and incorporate these policies into our training program for all staff assigned to the contract  As ambassadors of the Community, Voyago is invested and aligned to work together to build a collaborative effort to make this a quality service for all

Processes:  Voyago has developed processes to handle any situation as they occur in a timely and consistent matter. o Example: Vehicle breakdowns, passenger issue, weather related issue  Voyago utilizes an RACI (Responsible, Accountable, Consulted, and Informed) matrix which helps clarify who does what by mapping responsibilities, tasks, or deliverables to roles. o RACIs help to; communicate roles and responsibilities, reinforce content processes and workflow, support team structure and cross-team structures, identify content leadership, identify subject matter expertise, identify resources that are under or over-allocated.  Our staff and supervisor will be trained to react and resolve issues while keeping our customers informed of any matters at all times.

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Technology: Today’s transportation world demands the development of technology to create outstanding service and develop a vibrant experience relatable to our key ridership. Our commitment to technology is suitably aligned with the requirements for the Middlesex County Community Transportation Project.

Equipment:  Our fleets are equipped with the latest technology available to meet the demands of our ridership and keep our clients informed and secure  Voyago is familiar with the usage of the technology cited such as mobile Wi-Fi internet, GPS software and mobile app technology to provide a live platform of our services to our riders, as well as on-board PDA devices to validate passenger eligibility  A variety of fare collection devices ranging from the traditional in-vehicle fare box to advanced technology allowing pre-booking services and online purchases of vouchers and monthly passes

Development:  As a growing and expanding company we know that bringing our customers insight and networking abilities in the world of technology is always a benefit  As new advancements become available in the areas of technology Voyago will provide them to the County for consideration and potential use  Voyago has developed a strong network of providers in the areas of Demand- Dispatch software, on board Wi-Fi, smart card technologies for passenger payments, passenger counter systems, AVL equipment, and app technology

Innovation: Our vision of innovation means that we are always seeking ways to build our product brand by bringing the latest strategies and training to our company for the benefit of our corporate partners.

System Design:  Voyago has implemented a number of successful strategies in our other fixed route contracts to create efficiencies resulting in less cost and increased service  Among those are Demand Responsive systems, Flex Routing, Zonal Routing systems, and Shared Ride systems  The future of transit is changing and as leaders of change we welcome an opportunity to share our ideas for potential development strategies to make this system as reliable and responsive as possible

Equipment:  Voyago has built a large network of providers in the areas of vehicles and vehicle accessories  Advancements in accessible equipment and Accessibility for Ontarians with Disabilities Act (AODA) standards are continuing to modify the travel experience for ridership and Voyago implements these standards in our equipment  As the industry implements the use of electric buses and other optional power sources such as hydrogen and natural gas, Voyago is proactively invested in these areas such as our Electric School Bus program

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 In September 2018, Voyago School Busing began to transport students in an all Electric Powered School Bus. Voyago’s new EV (Electric Vehicle) School Bus is an initiative of the companies’ “Go Eco” commitment of exploring sustainability solutions to protect our environment for future generations. Voyago’s school bus is operating within the Waterloo region serving students of the Waterloo District School Board. Voyago’s pilot program will help to determine if EPSB’s can operate reliably and cost effectively in Ontario against a range of weather conditions. Voyago’s EPSB Pilot also aims to identify constraints for EV’s operating as a school bus, as well as provide statistical measurement of their capacity to reduce greenhouse gas emissions and improve air quality for future generations. Voyago’s Electric School Bus looks like any other school bus on the outside, with one big exception - there is no engine noise. The bus is noticeably quiet to riders, pedestrians, and traffic around it. For this reason the bus has been equipped with a ‘beacon’ sound when travelling under 30km per hour. This unique sound will alert pedestrians, and traffic of it’s presence on the roadways. The bus is powered by 5 on-board batteries @ 400V each that are re-charged at a dedicated charging station installed at Voyago’s Waterloo Operations Base. The bus can also recharge itself while decelerating to reach its full potential. This electric bus can travel approximately 150km on a single charge, well beyond a typical in service distance for a typical school run in Waterloo. All safety and operating requirements for an Ontario School Bus have been incorporated into Voyago’s Electric Powered School Bus.

Voyago commits to participating and investigating in fuel programs or pilot projects, in cooperation with the County to promote use of alternative fuel vehicles such as fuel cell, hybrid or electric.

Intelligence: Through our years of experience, Voyago has been able to build an acute understanding of the nature and importance of passenger shuttle services. Our background and resources help to deal with issues before they become issues and we have become keenly aware of the value that service brings to a region. It’s more than moving people – Voyago has been part of this community for 40 years and we have helped build that sense of investment and appreciation for those utilizing our transportation services.

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Intelligence Through Data:  Voyago’s Data Analyst, Shelby von Wahl, works with each Operations Manager and our customers to determine what information is most important and provides detailed reports to give insight and understanding of the operation  Once the data is collected and analyzed, we work with our corporate partners to find strategies and solutions to create greater efficiencies for the service  Voyago believes that every service is capable of improvement and our strategies are grounded in the facts  The following Key Performance Indicators are reported on a regular basis to Voyago management and on a monthly basis, management meets to review and analyze the data with a focus on performance trends, service excellence, prevention and safety o Customer Performance o On-Time Performance o Ridership Reports ▪ Total Passengers ▪ Passengers with Mobility Devices ▪ Passenger On/Off Counts o Total Revenue Vehicle Hours compared with Total Vehicle Hours o Total Revenue Vehicle Kilometres compared with Total Vehicle Kilometres o Total Revenues Collected/Fare Information o Late Trips/Missed Trips o Missed Service Hours o Recruitment and Retention Statistics o Health and Safety Scorecards ▪ Includes Vehicle Cleaning Procedures and Frequency o Complaints / Service Issues o Collision / Incident Reports and Trends o Vehicle Mileage and Fuel o Preventative and Predictive Maintenance Target Variances

Note: Voyago will work with Middlesex County to customize any reporting requirements.

Please refer to Exhibit #5 – Sample Report

Intelligence Through Our People:  Voyago knows our greatest asset is our people and we take great pride in providing our customers with staff that value their roles within this company and feel engaged in their work  Voyago has operationalized our intelligence and experience into a comprehensive training services and enterprise systems planning program designed to maximize our client’s potential  We customize and coordinate programs for the particular needs of our customers, and help them execute to achieve the highest level of efficiency, and performance.  Our experiential side of the business captures our commitment to the end user

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 We invest in our people by providing education and training for all and our people take pride in the work and the building of relationships with the ridership that helps create a sense of community and family ▪ In fact, we do this so well we have created an employee program around it called ‘I-Care’ ▪ This program is a celebration and recognition of our employees doing the right thing, treating people with respect, even when no-one is watching.

So…why is Voyago best suited to provide this service?

Our core competencies and values are aligned with the County. We know this service is more than moving people - its part of the overall experience of quality passenger care.

Our commitment to Operations, Technology, Innovation, and Intelligence makes us the best suited company to partner collaboratively with the Middlesex County.

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