TABLE OF CONTENTS PART A GENERAL OVERVIEW

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1 April 11, 2017 Massachusetts Port Authority Request for Proposals For COMMERCIAL DRIVERS LICENSE ( CDL ) SUBSTANCE ABUSE MANAGEMENT PROGRAM AND/OR NON-CDL RANDOM CONTROLLED SUBSTANCE TESTING (BOTH URINE AND HAIR) 1

2 PART A GENERAL OVERVIEW TABLE OF CONTENTS 1. Introduction Background and CDL Employee Demographics Scope of Services Selection Process Minimum Threshold Evaluation Criteria Contents of the Proposal Ownership and Use of Responses Acceptance of Responses Award Notification to Unsuccessful Proposers... 9 PART B ATTACHMENTS Attachment A - Scope of Services Attachment B - Proposal Acknowledgment Form Attachment C- Sample Professional Services Contract 2

3 PART A GENERAL OVERVIEW 1. INTRODUCTION The Massachusetts Port Authority (the "Authority" or Massport ) hereby requests proposals for the provision of COMMERCIAL DRIVERS LICENSE ( CDL ) SUBSTANCE ABUSE MANAGEMENT PROGRAM AND NON-CDL RANDOM CONTROLLED SUBSTANCE TESTING (BOTH URINE AND HAIR) services. Massport is a body politic and corporate and a public instrumentality of the Commonwealth of Massachusetts (the "Commonwealth"), created and existing pursuant to Chapter 465 of the Acts of 1956, as amended. Massport owns and operates Boston Logan International Airport ("Logan Airport"), Laurence G. Hanscom Field, Worcester Airport and various facilities in and around the Port of Boston. The purpose of this Request for Proposals ( RFP ) is to secure professional, cost effective, substance abuse management program services for the Authority's CDL and Non-CDL employees. 2. BACKGROUND AND CDL EMPLOYEE DEMOGRAPHICS Massport has had a CDL program since 1995 in compliance with the United States Department of Transportation Regulations (49 CFR parts 40 and 382) (the DOT Regulations ), which mandate drug and alcohol testing for employees in defined safety-sensitive functions. The Authority's average CDL workforce is approximately 168 employees. The Authority s average Non-CDL random testing pool is approximately 326 employees. The Authority s average Hair Testing Pool is 152. These employees currently work at Logan International Airport, Hanscom Field, Conley Terminal, the Boston Fish Pier and Worcester Airport. All of these locations are considered operational facilities and are open 24 hours per day, 7 days per week. 3. SCOPE OF SERVICES This procurement is intended to provide a comprehensive CDL Substance Abuse Management Program for the employees of Massport which will provide a full range of services to ensure that Massport is in compliance with the DOT Regulations. This procurement also includes a Non-CDL alcohol and controlled substances random testing program and a Hair Testing program for our Fire Fighters and Port Officers. The selected proposer or proposers will be expected to provide the services set forth in the Scope of Services attached hereto and incorporated herein as Attachment A. The Authority expects to enter into a three-year contract with the proposer selected pursuant to this RFP process with the possibility of two one-year extensions. 4. SELECTION PROCESS Each proposer that would like to be considered must send, no later than 4:00 p.m., Boston time, May 9, 2017, one (1) original and (6) copies of its written response meeting the requirements of this RFP to: 3

4 Gina DeRosa Human Resources Specialist/Benefits & Compliance Massachusetts Port Authority One Harborside Drive, Suite 200S East Boston, MA All responses to this RFP should be marked Response to Request for Proposals: CDL Substance Abuse Management Program and Non-CDL Testing. All responses to this Request for Proposals must be accompanied by a Proposal Acknowledgment Form in the form of Attachment B, which is attached hereto and incorporated herein, and which must be signed by an authorized signatory of the proposer. The name, address and telephone number of a single individual who will be Massport s primary contact concerning the proposal must be included. Responses received after 4:00 p.m. on May 9, 2017, may be deemed non-responsive and not considered. Responses submitted by fax will not be considered. CAUTIONARY NOTE ABOUT PROPOSAL DELIVERIES: Please note that the delivery address noted above for proposals is located at Logan Airport in East Boston, MA, which is separated from downtown Boston by Boston Harbor. Proposers are cautioned to account for this uncertainty in scheduling the delivery of proposal submittals. Any questions regarding this RFP must be submitted in writing (by ) no later than 2:00 p.m. on April 21, 2017 to: Gina DeRosa Human Resources Specialist/Benefits & Compliance Massachusetts Port Authority One Harborside Drive, Suite 200S East Boston, MA gderosa@massport.com Massport will circulate as an addendum to this RFP all questions received prior to such deadline and a written response to each question by April 28, 2017, to all firms which have requested this RFP. As of April 21, 2017, any contact, direct or indirect, by a proposer or its employees, agents or consultants with Massport board members, officers or employees, other than Ms. DeRosa, regarding this Request for Proposals is prohibited. A violation of this prohibition may result in the rejection of the proposal. Following receipt and evaluation of the responses to this RFP, the Authority may invite finalists (if needed) for oral interviews/demonstrations, which are expected to be scheduled during the week of May 29, 2017 or June 5, The final selection is expected to be determined shortly thereafter. 5. MINIMUM THRESHOLD REQUIREMENT As a minimum threshold requirement, the proposer must present information which demonstrates its financial stability, including, but not limited to, information documenting that proposer has been in business for at least three (3) years, the most recent audited financial statement, and a statement as to whether the proposer has filed for the protection of a U.S. Bankruptcy Court in the last five years. If this statement is in the affirmative, the proposer must describe the current status and substantial, detailed evidence of the firm's financial ability to complete this project, if selected. The proposal should contain 4

5 such other information that, in the proposer's judgment, is necessary and sufficient to show its financial stability. Failure to provide this information will result in rejection of the proposal as ineligible and non-responsive. 6. EVALUATION CRITERIA Massport expects to select one or more providers to provide a comprehensive CDL Substance Abuse Management Program which ensures that Massport is in compliance with the DOT Regulations as well as Non-CDL alcohol and controlled substances and Hair Testing programs for our Fire Fighters and Port Officers. The selection will be pursuant to the criteria described below, based upon review of the written responses to this RFP and oral interviews of proposers selected as a result of such review. Although the lowest cost will be a factor, Massport will not select a proposer solely on the basis of the lowest cost proposed. Massport will select the proposer it determines is best qualified to provide the necessary services. In accordance with the Authority's affirmative action policy, minority business enterprises and women's business enterprises, as certified by the Supplier Diversity Office, are encouraged to submit proposals. All firms are encouraged to include the participation of minorities and women in the provision of requested services. The following criteria will be used by the Authority in evaluating proposals which have met the minimum threshold requirement set forth in Section 6 above: 6.1 Cost. Appropriateness and competitiveness of the cost proposal. 6.2 Experience and Past Performance. Proposer's prior applicable experience in both public and private settings, including work that may have been performed in the past for the Authority. 6.3 Capacity/Accessibility/Technical Approach. Proposer's capacity to apply and commit itself successfully to the project tasks and to provide the required services. The quality, completeness and methodology of the technical approach. 6.4 Qualifications and Key Personnel. Capability, training, experience and qualifications of key personnel, team members and sub-consultants; the availability and commitment to Massport of such personnel and their continuity with proposer. 6.5 Organization and Management Approach. The quality, completeness and effectiveness of the organizational structure and proposed management approach needed to successfully manage this service. The demonstrated ability of the project team to work effectively, resolve management and employee complaints about CDL, Non-CDL and Hair Testing and interact effectively with Authority operations and staff. 6.6 Diversity. Proposer's commitment to equal employment opportunity; proposer's ability to effectively serve a diverse Massport workforce. 7. CONTENTS OF THE PROPOSAL 5

6 7.1 The proposer must include a cover letter, signed by an individual or individuals authorized to bind the firm, partnership, joint venture, etc., and containing, at a minimum, the information set forth below in Subsections (A) through (H): A. The proposer must affirm in its cover letter that all cost information, salaries, rates, policies, etc., are current, complete and accurate. B. The proposer must acknowledge in its cover letter that if selected, it will execute a contract with Massport substantially in the form of the "Sample Massport Professional Services Agreement" which is attached hereto and incorporated herein as Attachment C. C. The proposer must sign and return the Proposal Acknowledgement Form (Attachment B); D. The proposer must provide information demonstrating the financial stability of the Proposer as required in Section 5; E. The proposer must state in its cover letter that it will meet all insurance requirements for this project as may be reasonably required by Massport. The proposer is specifically advised that it must maintain all required insurance, e.g., professional liability insurance (errors and omissions); comprehensive general insurance; automobile liability insurance; worker's compensation insurance, etc., for the entire term of its contract with Massport. F. The proposer must make an affirmative statement in its cover letter that the staff members listed in its proposal, whether members of the proposer's firm, joint venture firms or sub-consultant firms, are committed to the performance of the services as described in the proposal. Massport considers the naming of specific individuals and assignment of roles listed in the proposal as a significant consideration in its evaluation and advises that the final selection of a consultant for this project will depend, in part, on the assignment of qualified staff. G. The proposer shall include in its cover letter a statement as to whether the firm or any member of the firm is currently debarred from doing business with any governmental entity. H. The proposer shall state in its cover letter whether or not it is a party to any pending or current litigation which might adversely affect its performance on this project. 7.2 The proposal must be divided and numbered into sections labeled with the same headings as appear below in Subsections (A) through (H) and should be preceded by an Executive Summary. The total length of the proposal, including the Executive Summary (but excluding the cover letter, the Proposal Acknowledgement Form, resumes, financial documentation, and charts or graphs) may not exceed 20 pages. The proposal should, at a minimum, contain the information set forth in Subsections (A) through (H) below: A. Background Information. The Proposer should provide a general background of its company, its history and any significant changes in its make-up over the last two years. The Proposer should provide a description of its type of business organization, the date of organization and its total number of employees. B. Cost. The proposal should include a price list for each of the outlined services for 6

7 each year of the contract. This pricing should include all direct labor, indirect costs, overhead, expenses or other direct costs and profit needed to perform all of the services set forth in the Scope of Services (see Attachment A). C. Experience and Past Performance. The proposal should describe work performed by the proposer during the past five years, in both public and private settings, which best illustrates the proposer's experience and qualifications to provide the services envisioned in this RFP. The information provided should include comparable services the proposer has provided in the past, comparable clients, the size of the population covered. Experience in providing any and all services at the Authority should also be included. A minimum of three (3) references (with the name, title, and verified telephone number of the contact person and the name and address of the firm) are required. D. Capacity/Accessibility/Technical Approach. The proposer should demonstrate its capacity to successfully apply and commit itself to the tasks and to provide the required services. It should provide a complete description of its staffing plan for this project. The proposer should include a list of its office locations and the hours of operation. A description of how all calls, including emergency calls received after standard business hours, will be handled should be included. The proposer should present its technical approach envisioned for the project in a fashion that will allow for the evaluation of its adequacy, completeness and, when applicable, its relationship to the overall projects and goals of the Authority. E. Qualifications and Key Personnel. The proposer should provide the names and descriptions of the qualifications of key personnel, team members and sub-contractors to be involved with this project, including their project assignments and the extent of their participation. Resumes of key proposed staff should be included. F. Organizational and Management Approach. The proposer should describe its organizational structure and its management approach to this project. It should describe how the project team will work together effectively, to resolve management and employee complaints about CDL, Non-CDL and Hair Testing services, to effectively address resource constraints and how the project team will interact effectively with Authority staff. G. Equal Employment Opportunity/Affirmative Action Policy. The proposer should provide a detailed copy of its equal employment opportunity and affirmative action policy. The proposer should discuss its ability to effectively serve a diverse Massport workforce. H. Conflicts of Interest. Any proposer that is currently providing services to the Authority as a consultant, Contractor or sub-contractor, or in any other capacity, should disclose all projects or contracts that proposer is performing for or entered into with the Authority, and proposer's plan to address and resolve such conflicts of interest, if any. Proposer should 7

8 disclose any actual or potential conflicts of interest it, or its officers, agents, employees, Contractors or sub-contractors, may have in providing services to the Authority. The Authority reserves the right, in its sole discretion, to request additional information from a proposer regarding actual or potential conflicts of interest and to limit or prohibit the participation of any proposer, or any officer, agent, employee, Contractor or sub-contractor of proposer, due to any actual or potential conflict of interest. To the extent that M.G.L. c. 268A may be applicable, the proposer, and its officers, agents and employees, shall be fully responsible for ensuring their compliance with the requirements of said Chapter 268A. 8. OWNERSHIP AND USE OF RESPONSES All responses to this RFP shall become the property of the Authority. Information submitted to Massport may be subject to disclosure pursuant to M.G.L. c. 66 and M.G.L. c. 4, section 7, cl. (26), the Commonwealth of Massachusetts public records statutes. In particular, trade secrets, commercial or financial information submitted to Massport as a condition of being engaged as provider of CDL, Non- CDL and Hair Testing services may be subject to disclosure. To the extent that any proposal or related attachments received by Massport may be considered a public record, such documents will be made available for inspection and copying by any person upon request. It is understood that Massport will have no liability for disclosure of information provided in any proposal or related attachments. Costs for developing the response to this RFP are entirely the responsibility of the proposer and shall not be reimbursed in any manner by the Authority. The Authority reserves the right to use any or all ideas or concepts presented in any response submitted in response to the RFP, whether accepted or not. Selection or rejection of the response shall not affect this right. Copies of all responses and support material will be retained by the Authority for historical records and documentation. 9. ACCEPTANCE OF RESPONSES It is the intent of the Authority to award a contract on the basis of the response to this RFP. However, the Authority, at its sole discretion, reserves the right to accept or reject any or all responses received as a result of this request, to negotiate with any qualified source, or to cancel in part or in its entirety this Request for Proposals. The Authority may request additional information from the proposers during the course of the selection process. By submitting a response to this RFP, including the required Proposal Acknowledgement Form, the Proposer agrees to accept award of a contract to provide CDL services to the Authority, on the terms as described herein. The successful proponent selected as provider of CDL, Non-CDL and Hair Testing services will be expected to enter into an agreement substantially in the form of the Sample Massport Professional Services Contract, attached hereto as Attachment C, which shall substantially incorporate the Scope of Services, attached hereto as Attachment A. Any proposer that believes that modification of the stated Scope of Services is necessary or appropriate, or any proposer that takes exception to any portion of this 8

9 RFP, must so indicate in your response to this RFP. Massport is soliciting proposals pursuant to a determination that such a process best serves the interest of Massport, and not because of any legal requirement to do so. Massport reserves the right to accept any proposal, to modify or amend, with the consent of the proponent, any proposal prior to acceptance, to reject any or all proposals, or waive any informality and otherwise to effect any agreement as Massport, in its sole judgment, may deem to be in its best interest. Massport reserves the right to award contracts based on the proposal submitted or to negotiate with proposers for modification of successful proposals. Massport shall not be obligated to respond to any proposal submitted, nor shall any correspondence; discussions, meetings or other communications between any proposer and Massport impose any obligation on Massport to include such proposer in any further procedures which the Authority may utilize in its evaluation and selection process. Massport reserves the right to revise the proposal award schedule and to withdraw its RFP at any time. In such event, Massport shall not be liable to any proposer for costs or expenses incurred by them in preparation of this proposal. No proposal may be withdrawn after it has been submitted to and received by Massport unless the proposer so requests by letter or by telegram and such request is received by Massport before the deadline set for the submission of proposals. No member of Massport, nor any officer, agent, or employee of Massport, shall be charged personally by the proposer or any third party with any liability or held liable to it under any term or provision of this RFP or any statements made herein. 10. AWARD NOTIFICATION TO UNSUCCESSFUL PROPOSERS All unsuccessful proposers will be notified after the award. Non-acceptance of any response will be devoid of criticism and of any implication that the response was deficient. Non-acceptance of any response will mean only that another was deemed to be more advantageous to the Authority. 9

10 PART B - ATTACHMENTS This RFP includes the following Attachments, all of which are incorporated by reference. Attachment A Attachment B Attachment C Scope of Services Proposal Acknowledgment Form Sample Professional Services Contract 10

11 ATTACHMENT A SCOPE OF SERVICES The Contractor will operate as an external component of the Authority, in close coordination with the Authority's Human Resources Department and the Authority's CDL, Non-CDL and Hair Testing Project Manager. The contractor will assign a Project Manager as the key person for the operation of Massport s CDL, Non-CDL and Hair Testing Substance Abuse Management Programs. The Project Manager will ensure that this program is specific to the needs and requirements of the Authority as well as in compliance with federal regulations. A. Project Management Provide regulatory updates and advice; Maintain Massport s CDL, non-cdl and Hair Testing pools with quarterly up-dates in coordination with Massport s Project Manager; Supervise the random selection database on a quarterly basis after any updates have been made; Schedule on-site quarterly testing at designated Massport facility; Ensure quality control regarding collection procedures and breath alcohol testing; Ensure that personnel are trained in collection procedures and breath alcohol testing; Be available by cellular phone or 800" number 24 hours per day/7 days per week as needed for after hours testing in response to either reasonable suspicion or post accident situations; Massport requires that the contractor has the ability to provide on-site testing services for either random, reasonable suspicion and/or post accident situations during regular and non-business hours; Serve as key liaison to Massport for operations and/or quality control issues. B. Supervisory Orientation Ability to conduct training session for Massport Department Heads, Unit Managers and Supervisors to provide specific information regarding collection sites, forms and collection kits, reasonable suspicion and post accident procedures, random notification process and responsibilities for documentation of refusals to test and/or no shows. C. Supervisor and Employee Training and Education Ability to conduct training and education sessions for managers, supervisors and employees on 11

12 DOT Regulations, an overview of the clinical process, behavioral characteristics and manifestation of substance and alcohol abuse and discuss reasonable suspicion and post accident testing. D. Database Management and Random Selections The Contractor will be responsible for inputting Massport CDL, non-cdl and Hair Testing employees information into their database for the purpose of random selection. Data shall include: employee name, last four digits of social security number, and date of birth. The Massport s project manager will provide the contractor with quarterly updates for changes (both additions and deletions) to all testing pools. Random frequency will be done on a quarterly basis and will be in compliance with the DOT Regulations. The Contractor will generate the random selection list of Massport employees to be tested for National Institute for Drug Abuse Urine Drug Screens (NIDAs) and Breath Alcohol Tests (BATs) and Hair Testing. Drug testing random selections will be conducted at the regulation mandated rate of 25% while the alcohol testing random selections will be conducted at the rate of 10%. These rates may be amended based on DOT updated regulations. These lists should be ed to Massport s project manager via protected/ secure electronic mail. Massport s project manager will instruct the appropriate department managers/supervisors of the employees within their unit who have been selected and will notify them as to the site and time of the testing. Massport s project manager will be responsible for documenting and rescheduling any missed appointments for employees who may not be in work on the on-site test date and will notify the Contractor should any employee refuse to be tested. Any absent employees will be re-scheduled upon their return to work. Must provide availability within 2-3 business days for rescheduled tests. E. Chain of Custody Specimen Collection - Urine Drug Screen Massport CDL, non-cdl and Hair Testing employees will report to the designated testing site at the scheduled time and indicate the reason for their appearance (i.e., random drug and/or alcohol test, hair testing, pre-employment, post-accident, reasonable suspicion, follow up or return to duty testing). The employee must bring photo identification. Each collection site will maintain a supply of chain of custody forms and collection kits. The Contractor will ensure and follow appropriate guidelines in the chain of custody process. This includes a dry room for unobserved collections, proper chain of custody form completion, proper sealing of specimen container, collection of split specimen and sealing of collection kit. The contractor is responsible for shipment of sealed collection kit to Department of Health and Human Services (DHHS) approved laboratory and mail Massport s project manager a copy of the Chain of Custody form along with a hard copy of the test results. The contractor will provide experienced personnel to conduct chain 12

13 of custody collections and breath alcohol testing on site. Massport will provide suitable space that will include a bathroom with sink, capable of being rendered dry and a conference room or office. This space will allow for visual and audio privacy. F. NIDA/DHHS Approved Laboratory The Contractor is responsible for using a NIDA/DHHS approved laboratory which is operational seven days per week where each specimen is examined to ensure that the tamper proof seals are intact and the chain of custody documentation is reviewed for accuracy. The Medical Review Officer (MRO) is notified immediately of any errors. The specimen is sent for the immunoassay screen and the split specimen retained in accordance with the DOT Regulations. Negative results from the immunoassay screen are to be reported to the MRO within 24 hours which are in turn reported to Massport s project manager (via a hard copy report) within three business days. Any positive immunoassay screen result is to be subjected to a gas chromatography/mass spectrometry confirmation test. The results of the confirmation test are reported to the MRO with specifics for positives. G. Medical Review Officer/Positive Tests Results The contractor will provide a Medical Review Officer (MRO) in accordance with the DOT Regulations. Upon receipt of a positive test result, the MRO attests to the accuracy of the chain of custody procedure. If the chain of custody is accurate and complete, the MRO then will contact the employee to determine any legitimate explanation for a positive test result (e.g., prescription medications containing codeine). Reasonable explanations are to be validated (e.g., verification of prescription). The MRO may consult the laboratory toxicologist, review appropriate medical records, and request quantification. If no legitimate explanation of the positive test can be found, the result is reported to Massport s project manager. The MRO will offer the employee the opportunity of testing the split specimen. The MRO will make two attempts at contacting the employee. A third attempt will be a message through the employee s supervisor. If the employee cannot be reached within five days, Massport s project manager will be contacted and informed of the result. Massport will be offered the opportunity to refer the employee to the Substance Abuse Professional (SAP). H. Breath Alcohol Analysis The contractor is to provide certified Breath Alcohol Technicians (BAT) and ensure that they are properly trained. Massport CDL and non-cdl employees will report to the designated testing site at the scheduled time and indicate the reason for their appearance (i.e., random drug and/or alcohol test, pre-employment, post accident, reasonable suspicion, follow-up or return to duty testing). The 13

14 employee must bring photo identification. The BAT will conduct the breath alcohol analysis by utilizing an Evidential Breath Test (EBT) device in accordance with DOT guidelines. The BAT will explain the procedure to the employee, complete the BAT testing form, obtain the employee s signature and conduct the test. If the result is 0.02 or greater, a confirmation test will be conducted after a 15 minute waiting period as per DOT regulations. If the confirmation test is 0.02 or greater, the employee signs the testing form at the appropriate space acknowledging a positive test result and agreement not to drive. The BAT will immediately telephone Massport of all positive test results. A telephone call protocol list will be determined by and will be provided to the Contractor. Massport will have the opportunity to refer the employee to the Substance Abuse Professional (SAP). I. Substance Abuse Professional The contractor will have a Substance Abuse Professional (SAP) on staff should Massport wish to refer employees for evaluation (for a fee which should be listed in the response to this RFP). The SAP will conduct an initial evaluation of 1 to 3 visits and report the nature and extent of the substance abuse problem outline prognosis and recommend a rehabilitation protocol. If requested Massport will provide copies of various health insurance policies to the Contractor for the SAP to reference. The employee, with the assistance of the SAP and/or EAP professional, will be placed in an appropriate recommended treatment setting. The SAP will conduct a Return to Duty evaluation, post rehabilitation, review treatment provider s notes, conduct a current evaluation and recommend the number of follow-up tests required in accordance with the DOT Regulations. J. After Hours Testing The contractor will have Breath Alcohol Analysis and NIDA testing available on a 24-hour, 7 day per week basis, via either an 800" telephone line and/or cellular phone. Massport s project manager and supervisory personnel will be informed of calling procedures prior to the execution of the contract and during the term of the contract. K. Record Keeping The contractor is responsible for maintaining all testing records and reporting requirements in accordance with DOT Regulations. Access must be controlled through a secure system. Quarterly drug and alcohol testing summary reports which include, but are not limited to, the test reason, test results and positive & negative results, are to be generated and submitted to Massport s project manager. Quarterly lists of eligible pool members, which include the employees names and social security numbers or unique identifiers, are to be generated and 14

15 submitted to Massport s project manager. L. Quality Assurance The Contractor will: Submit blind specimen samples to laboratories at a rate meeting or exceeding DOT Regulations; Monitor response time for testing services, result reporting and after hours response time; Keep Massport informed of proposed and enacted regulatory changes, and develop any program changes, if necessary. 15

16 ATTACHMENT B MASSACHUSETTS PORT AUTHORITY COMMERCIAL DRIVERS LICENSE ( CDL ) SUBSTANCE ABUSE MANAGEMENT PROGRAM AND/OR NON-CDL RANDOM CONTROLLED SUBSTANCE TESTING (BOTH URINE AND HAIR) PROPOSAL ACKNOWLEDGEMENT FORM To: Gina DeRosa/Human Resources Department Massachusetts Port Authority Logan Office Center One Harborside Drive, Suite 200S East Boston, MA (Name of Respondent) (the Respondent ), acknowledges receipt of the Massachusetts Port Authority s Request for Proposals: Commercial Drivers License Substance Abuse Management Program dated April 11, 2017 and the conditions attached hereto, and hereby submits the following proposal in response thereto. ACKNOWLEDGEMENT AND CONDITIONS Respondent acknowledges that it has received and read the Request for Proposals and any Addendum issued thereto. Respondent also acknowledges that it has received and read the Proposed Massport Professional Services Agreement set forth in Attachment C, and that the terms thereof are incorporated by reference in this Proposal. Respondent agrees that if its Proposal is accepted, Respondent will enter into a final agreement with the Authority in a form substantially the same as the Proposed Massport Professional Services Agreement (Attachment C), with only such changes as may be approved by the Authority s Chief Legal Counsel. If the Respondent is unable or unwilling to agree to or meet any of the conditions contained in the Agreement, Respondent must specify this problem and the proposed change as part of its proposal. The Authority reserves the right to accept or reject any suggested changes in its sole discretion. This proposal constitutes a firm offer. A certified copy of Respondent s corporate resolution or other proof of authority to make this proposal a firm offer must be attached. The Authority is soliciting competitive proposals pursuant to a determination that such a process best serves the interests of the Authority and the public, and not because of any legal requirement to do so. Respondent acknowledges that it is the Authority s right to accept any proposal, or to reject any or all proposals, to modify or amend with the consent of the Respondent any proposal prior to acceptance, to withdraw at any time from this process with no recourse for any Respondent, to undertake discussions and modifications with one or more Respondents or any third party, and to proceed with that proposal or a modified proposal, to waive any informality and to effect any agreement otherwise, all as the Authority in its sole judgment may deem to be in its best interest. In no event shall the Authority be liable to any Respondent for bid preparation costs and expenses. 16

17 By submission of its response to the Request for Proposals, the Respondent authorizes the Authority to contact any and all third parties having knowledge of the Respondent s operations and financial history, and authorizes all such parties to communicate such knowledge or information to the Authority. Respondents are advised to rely only upon the contents of the Request for Proposals and in any written clarifications issued by the Authority and disseminated to all Respondents. Only such written clarifications to the RFP or the RFP itself can be relied upon in the preparation and submittal of proposals. At any time and from time to time after the Authority s receipt of responses to this RFP, the Authority may give written notice to the Respondent to furnish additional information relating to its proposal and may give written notice to the Respondent to meet with designated representatives of the Authority with respect to its proposal. Neither the furnishing of the RFP to the Respondent, nor the submission of any materials, documents, or other information by the Respondent, nor the acceptance thereof by the Authority, nor any correspondence, discussions, meetings or other communications shall be construed or interpreted by the Respondent to mean that the Authority has made a determination that the Respondent shall be selected as the successful proposer, nor deemed to impose any obligations whatsoever on the Authority to compensate or reimburse the Respondent for any costs or expenses incurred in connection with its response to this RFP. The Authority will seek to hold all RFPs and subsequent submissions in confidence, to the extent consistent with applicable law, until a final decision has been made or the selection process is terminated. Respondents are advised, however, that pursuant to M.G.L. c. 66, all materials received by the Authority that fall within the definition of a public record as set forth in M.G.L. c. 4, section 7, cl. (26), shall be disclosed by the Authority on request. Submitted, and all terms and conditions of the Request for Proposals for Commercial Drivers License Substance Abuse Management Program and Non-CDL Random Controlled Substance Testing (Urine and Hair) dated April 11, 2017, and the Attachments thereto, are hereby acknowledged and agreed to: Name of Respondent By: Its: 17

18 ATTACHMENT C PROPOSED MASSPORT PROFESSIONAL SERVICES AGREEMENT [DATE] Name of Consultant Address City, State Attention: RE: Agreement No. X-XXXX Dear : The Massachusetts Port Authority ("Massport" or the "Authority") hereby agrees with ("Consultant") respecting the terms of its engagement by the Authority to provide certain substance abuse management program services to the Authority as further described below. Article 1 - Scope of Services 1.1 Consultant shall provide substance abuse management program services to the Authority. These services are more fully defined in the Scope of Services attached hereto and incorporated herein as Exhibit A. Article 2 - Compensation 2.1 Not to Exceed Amount. For the above services, Consultant shall be paid an amount not to exceed ($ ), which is based on [insert]. The amount actually due Consultant shall be calculated according to the time actually expended by Consultant in the performance of services on each task at the rates set forth in the schedule attached hereto and incorporated herein as Exhibit B. This not-to-exceed amount of $ includes complete compensation for all labor, materials, equipment, reasonable expenses, overhead, general administrative costs and profit. 2.2 Invoices. Consultant shall submit invoices in a form reasonably satisfactory to the Authority monthly setting forth actual time and services rendered. Consultant's invoices shall be in such detail as the Authority may reasonably require to show the identification of the personnel performing services, their classifications, applicable rates and costs, and the detailed nature and extent of services performed. The Authority shall make payments to Consultant within thirty (30) days after receipt and approval by the Authority of said satisfactory invoices. 2.3 Books and Records. Consultant shall keep accounts, books and records pertaining to services performed and reimbursable expenses incurred, if any, in a true and accurate manner and on the basis of Generally Accepted Accounting Principles ( GAAP ) and in accordance with such reasonable requirements to facilitate review as the Authority may require. Upon seventy-two hours (72) hours advance notice, the Authority or a representative on behalf of the Authority shall have the right to 18

19 inspect, review or audit, during normal business hours, in conformity with generally accepted auditing standards, the accounts, books, records and activities of the Consultant necessary to determine compliance by the Consultant with the provisions and requirements of this Agreement, including without limitation the Consultant s Scope of Services. Consultant shall keep such accounts, books and records as required to be maintained by this Agreement at a location within the metropolitan Boston area or, if the Consultant maintains such accounts, books and records in another location outside the metropolitan Boston area, the Consultant shall make such accounts, books and records available at Consultant s Boston office or at a site acceptable to the Authority upon reasonable notice from the Authority. The Authority shall have the right to photocopy or otherwise duplicate at Consultant s expense those accounts, books and records as the Authority determines to be necessary or convenient in connection with its review or audit thereof. If Consultant s accounts, books or records have been generated from computerized data, Consultant shall provide the Authority or its representative with extracts of the data files in a computer readable format on suitable computer data exchange formats acceptable to the Authority. Consultant shall retain and keep available to the Authority all books and records relating to this Agreement for a period of not less than six (6) years following the expiration of the Term of this Agreement or, in the event of litigation or claims arising out of or relating to this Agreement, until such litigation or claims are finally adjudicated and all appeal periods have expired. The cost of any audit shall be borne by the Authority unless the Consultant s reports and documentation fail in a material way, as determined by the Authority, to support any charges made, in which case such costs shall be borne by the Consultant. This section shall survive any termination or expiration of this Agreement. Article 3 - Term 3.1 Term. The term of this Agreement shall commence as of and shall terminate on, unless sooner terminated or extended by the Authority in accordance with this Agreement (the Term ). 3.2 Options to Renew. The Authority shall have two (2) additional one-year options to extend the Term under the same terms and conditions set forth in this Agreement, except that the parties shall agree on the compensation for each option year at the time that the Authority exercises each such option. In order to exercise said options, the Authority shall give the Contractor thirty (30) days written notice prior to the end of the then current Term hereof, and the Term shall be extended to include each applicable option year. 3.3 Termination for Cause. The Authority may, by three (3) days written notice to Consultant, which notice shall include a statement of the reason(s) for such termination, terminate this Agreement for cause in any one of the following circumstances: (a) (b) if Consultant fails to perform the services in a timely and professional fashion; or if Consultant fails to perform any of the provisions of this Agreement or so fails to make progress in the engagement so as to endanger performance of this Agreement and in either of these instances does not cure such failure within a period of ten (10) days after receipt of notice from the Authority specifying such failure; provided, however, that this Agreement shall not be terminated if any such failure to perform or make progress arises out of causes beyond the control and without the fault or negligence of Consultant. In the 19

20 event of a termination of this Agreement for cause, the Authority may, but need not, procure, upon such terms and in such a manner as it shall deem appropriate, services similar to those so terminated without prejudice to any other rights and remedies for default the Authority may have. Consultant shall be liable to the Authority for any costs for such similar services in excess of the amounts paid or payable to Consultant under this Agreement. 3.4 Termination Without Cause. In addition, the Authority may terminate this Agreement without cause by directing written notice of termination to Consultant not less than seventy-two hours prior to the effective date of such termination. 3.5 In the event of any termination pursuant to the provisions of this Article 3, Consultant shall deliver to the Authority any and all work or work in progress produced under this Agreement prior to its termination, and the Authority shall, upon receipt of said work, pay Consultant the reasonable value of said work less any set-off for damages caused by Consultant in the event that termination is for cause as set forth above. Article 4 - Additional Terms & Conditions 4.1 Liaison between the Authority and Consultant relative to performance of services required under this Agreement shall be effected through the Authority s Director of Human Resources, or his designee and [insert name/title] for the Consultant or such other person as may be designated in writing by the Consultant. 4.2 (a) The Consultant shall maintain in confidence all Authority business information that becomes available to it in connection with its services under this Agreement. All data and information developed by the Consultant in the performance of this Agreement shall become the property of the Authority and shall not be disclosed by the Consultant without the prior express written approval of the Authority. In addition, all right, title and interest, including copyright, to all data, information and other work product generated or created pursuant to this Agreement shall be and remain with the Authority. The Authority may use all such records and documents as it determines. (b) To the extent the Consultant receives personal information from the Authority in connection with the provision of services under this Agreement, the Consultant shall, consistent with M.G.L. c. 93H and 201 CMR 17.00, implement and maintain a written information security program that contains appropriate security measures to safeguard the personal information that it receives, stores, maintains, processes, or otherwise accesses hereunder. For these purposes, personal information shall mean (i) an individual s name (first initial and last name, or first name and last name) plus one of the following: (a) Social Security number, (b) driver s license number, (c) state-issued identification card number, (d) debit or credit card number, (e) financial account number, (f) personal identification number or password that would permit access to a person s account, or (g) home address, or (ii) any combination of the foregoing that would allow a person to log onto or access an individual s financial account, or debit or credit card account. Notwithstanding the foregoing, personal information shall not include information that is lawfully obtained from publicly available information, or from federal, state, or local government records lawfully made available to the general public. The Consultant shall not disclose to any third party any personal information provided to it by the Authority without written permission of the Authority. This Section 4.2 shall survive any termination or expiration of this Agreement. 20

21 4.3 This Agreement is intended to secure to the Authority the faithful assistance and cooperation of Consultant, and Consultant, therefore, shall not accept engagements in work or business adverse to the interest of the Authority in the subject matter of this Agreement. 4.4 The Authority may at any time, by written order to Consultant, make changes in the service tasks within the general scope of this Agreement or, with the consent of the Consultant, extend the Term of this Agreement. If any such change causes an increase or decrease in the cost of, or the time required for, the performance of any part of the services under this Agreement, an equitable adjustment in the price or the delivery schedule, or both, shall be made by the Authority and communicated to Consultant concurrently with said written change order. Any claim for or contest of adjustment under this clause must be asserted, if at all, within thirty (30) days from the date of receipt by Consultant of said written change or order. 4.5 The Consultant agrees that services provided under this Agreement shall conform to the high professional standards of care and practice exercised by consultants engaged in performing comparable services; that the personnel assigned by Consultant to furnish such services shall be qualified and competent to perform adequately and completely the services assigned to them; and that the recommendations, guidance and performance of such personnel shall reflect such standards of professional knowledge and judgment. 4.6 Consultant acknowledges that it will render the services contemplated hereunder in the public domain. Accordingly, Consultant certifies and agrees that it shall comply with all laws, rules, and regulations applicable to the services to be rendered hereunder, as all such laws, rules and regulations may be amended from time to time. Consultant shall obtain all necessary permits for the performance of the services Consultant is engaged under this Agreement as an independent contractor and not as an agent or employee of the Authority. Consultant shall be responsible for all payroll and other taxes arising from compensation and other amounts paid to Consultant under this agreement. To the extent that M.G.L. c. 268A may apply to Consultant or to Consultant s employees, Consultant agrees that it and its employees shall not engage in any conduct that violates the provisions of M.G.L. c. 268A. 4.8 Consultant shall not create, agree to, or assume, any commitment, contract or agreement, express or implied, on behalf of or in the name of the Authority. The Authority shall have no obligations or liabilities by reason of its relationship with Consultant, except the obligation to pay compensation as provided herein. 4.9 During the term of this Agreement, Consultant shall not employ, on either a full-time or part-time basis, any person as long as such person shall be employed by the Authority Consultant shall abide by and conform with the non-discrimination terms and other provisions in Exhibit C, which is attached hereto and incorporated herein Any failure by the Authority to assert its rights for or upon any default of this Agreement shall not be deemed a waiver of such rights, nor shall any waiver be implied from the making of any payment hereunder. The Authority s review, approval, acceptance or payment for services under this Agreement shall not operate as a waiver of any rights under this Agreement, and Consultant shall be and remain liable to the Authority for any and all damages incurred by the Authority due to Consultant s failure to perform in accordance with the terms of this Agreement. The rights and remedies of the 21