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REQUEST FOR PROPOSALS FOR PROFESSIONAL MANAGEMENT, OPERATION, AND MAINTENANCE SERVICES FOR THE COUNTY OF WESTCHESTER’S BEE-LINE BUS SYSTEM ISSUE DATE: September 23, 2013 DUE DATE: November 22, 2013 at 3:00 P.M. Issued By: Jay T. Pisco Commissioner Westchester County Department of Public Works and Transportation 148 Martine Avenue, 5th Floor White Plains, New York 10601 1.0. PROPOSAL INFORMATION The County of Westchester (the “County”) is seeking proposals from firms with the technical expertise and experience necessary to professionally manage, operate, and maintain the County’s Bee-Line Bus System (the “Bee-Line System” or the “Bee-Line”), including, but not limited to, all of its routes, buses and other vehicles and equipment, and its two facilities (i.e., the Central Maintenance Facility in Yonkers, New York and the Cerrato Satellite Bus Facility in Valhalla, New York; collectively, the “County Garages”), as further described in this Request for Proposals (“RFP”), in accordance with all applicable laws, rules and regulations and industry best practices (the “Work”). The term of any agreement(s) resulting from this RFP is anticipated to be five (5) years, commencing on January 1, 2014 (or such later date on or before January 1, 2015 as the County may, in its sole discretion, decide), with the County having the sole option to renew the agreement(s), on the same terms and conditions, for another five (5) years, subject to the approval of the Westchester County Board of Acquisition and Contract. Contract execution(s) will take place prior to the commencement of the Work and prior to the commencement of the term of the agreement(s). Therefore, the contract(s) will contain an execution date, which shall be when the parties have fully executed the agreement(s) (the “Execution Date”), and a commencement date, which shall be the date that the Successful Proposer will commence the Work (the “Commencement Date”, e.g., 12:01 a.m. on January 1, 2014, when the County’s current contracts for the Work expire, or such later date as the County may, in its sole discretion, decide). After the Execution Date, the Successful Proposer will be required to take all steps necessary to prepare for smooth transition of services from the current contractors to the Successful Proposer, including but not limited to obtaining the necessary certificates of public convenience and necessity that are issued by the New York State Department of Transportation (“NYSDOT”), pursuant to Section 154 of the New York State Transportation Law, in order to operate all the routes that comprise the Bee-Line system (“NYSDOT Certificates”). The County will not reimburse the new Successful Proposer for any costs incurred during the transition, but only for services provided on and after the Commencement Date which shall begin the term of the Agreement. The term “Successful Proposer” when used herein shall mean the proposer who is selected as a result of the competitive procurement being conducted through this RFP process and who executes a contract with the County for each part (as described below) of the Work. Copies of this Request For Proposals (“RFP”) may be downloaded from the County of Westchester (the “County”) website for RFPs: http://www.westchestergov.com/rfp under “Bee- Line Services” 2 Special Notices ALL PROPOSERS SHALL TAKE NOTICE OF THE FOLLOWING: The County shall utilize federal and state grants to pay for a portion of the Work. Therefore, in preparing a proposal, a proposer must take into consideration all obligations and assurances that are required by such federal and state grants and develop a proposal that ensures that the County remains in compliance with the same. In particular, in order to receive federal assistance for the purchase of mass transportation equipment, the County has, since the adoption of Resolution No. 152-1976 by County Board of Legislators, taken all measures necessary to comply with Section 13(c) of the Urban Mass Transportation Act of 1964, as amended, (now codified at 49 U.S.C. 5333(b)) to ensure that transit employee protective arrangements are in place. Accordingly, a proposal submitted in response to this RFP must not cause any transit employee entitled to such protection by the County to be adversely affected in any way. In addition, if the actions of the Successful Proposer cause any liability for the County with regard to such employee protective arrangements, the Successful Proposer will be required to indemnify the County for any costs, expenses or losses resulting from such liability. Please see Section 2.1.5 below for further information. In addition, to the extent that the Successful Proposer acts as the County’s agent to procure anything for the purpose of providing the Work, the Successful Proposer will be required to do so in accordance with all procurement laws, rules, regulations, and related guidance that apply to the County, including, where applicable, the Third Party Contracting Guidance contained in Circular 4220.1F (or any successor circular) of the United States Department of Transportation’s Federal Transit Administration (“FTA”). The County does not currently hold the NYSDOT Certificates for the routes served by the Bee- Line. Rather, the current Bee-Line contractors hold the NYSDOT Certificates. Prior to the Commencement Date, the Successful Proposer must obtain such certificates from NYSDOT as are necessary for the Bee-Line routes that it will be operating. The Bee-Line is currently operated by two contractors: Liberty Lines Transit, Inc. (“Liberty”) and PTLA Enterprise, Inc. (“PTLA”). Liberty has alleged that it is entitled to certain rights under federal and state law, including the right to compensation by the County, if a contract for services for the bus routes for which Liberty currently holds NYSDOT Certificates is awarded by the County to any party other than Liberty, and that the County will owe compensation for Liberty’s tangible and intangible assets. PTLA has not yet made similar allegations, but may do so in the future. In addition, trustees of the TWU-Westchester Private Bus Lines Pension Plan (the “Trustees”) allege that, if Liberty were to not be awarded a contract based on this RFP, this could be construed as a mass withdrawal under the Multi-employer Pension Plan Amendments Act of 1980 (“MPPAA”), creating a withdrawal liability of $231,759,292, with potential liability for the County, regardless of whether the Successful Proposer agrees to continue all existing union benefits including existing pension contributions, and an immediate interim payment liability of 3 approximately $9,000,000 annually. To the extent that Liberty and/or the Trustees make any claim for compensation against the County if the contract for the portion of the Work currently performed by Liberty is awarded to any party other than Liberty, the Successful Proposer will be required to defend and indemnify the County against any such liability, including but not limited to any liability whatsoever under MPPAA, at the Successful Proposer’s sole cost and expense, and post a bond prior to the execution of a contract to secure this obligation in the amount of Twenty Million Dollars ($20,000,000.00), which shall be in a form approved by the County Attorney. The bond underwriter or surety must appear on the United States Treasury Department’s listing of approved sureties (as specified in its Department Circular 570) and all sureties must be licensed to transact business in New York as a surety company. The County will agree to provide the Successful Proposer with all reasonable and necessary assistance to conduct a defense against Liberty’s or the Trustee’s claims, such as access to any relevant County documents or personnel. To the extent that PTLA and/or the Trustees make any claim for compensation against the County if the contract for the portion of the Work currently performed by PTLA is awarded to any party other than PTLA, the Successful Proposer will be required to defend and indemnify the County against any such liability, including but not limited to any liability whatsoever under MPPAA, at the Successful Proposer’s sole cost and expense, and post a bond prior to the execution of a contract to secure this obligation in the amount of One Million Dollars ($1,000,000.00), which shall be in a form approved by the County Attorney. The bond underwriter or surety must appear on the United States Treasury Department’s listing of approved sureties (as specified in its Department Circular 570) and all sureties must be licensed to transact business in New York as a surety company. The County will agree to provide the Successful Proposer with all reasonable and necessary assistance to conduct a defense against PTLA’s or the Trustee’s claims, such as access to any relevant County documents or personnel. 1.1. Bee-Line System Background Westchester County is located immediately north of New York City, abutting the Bronx, and encompasses 450 square miles. Three Metro-North Railroad commuter rail lines connect Westchester to New York City, Putnam County, Dutchess County, and parts of eastern Connecticut. The Bee-Line System operates as the bus system in Westchester County. The Bee-Line operates in both suburban and urban areas of the County, as well as portions of the Bronx, Manhattan, and Putnam County. The population of its service area within Westchester County is approximately 950,000 people. The County’s Department of Public Works and Transportation (“DPW&T”) provides management oversight of the Bee-Line System and currently contracts fixed-route operations with two contractors: Liberty and PTLA. The County currently operates a network of 59 routes, consisting of 32 local routes, 11 express routes, and 16 commuter feeders.
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