REQUEST FOR PROPOSALS. Regional Transit Security Awareness Campaign Phase IV & V. October 28, Proposals due 2:00 PM November 25, 2014

Transcription

1 REQUEST FOR PROPOSALS Regional Transit Security Awareness Campaign Phase IV & V October 28, 2014 Proposals due 2:00 PM November 25, 2014

2 Request for Proposals Delaware River Port Authority Regional Transit Security Awareness Campaign Phase IV & V REQUEST FOR PROPOSAL ( RFP ) issued October 28, 2014 for the Regional Transit Security Awareness Campaign of the Delaware River Port Authority ( DRPA ) at One Port Center. PART I : GERNERAL INFORMATION INTRODUCTION DRPA on behalf of the Philadelphia Area Regional Transit Security Working Group ( PARTSWG ) is seeking a qualified consultant to continue to advance and provide additional services for Phases IV & V of the Look Up, Speak Up Regional Transit Security Awareness Campaign. Through the implementation of this campaign PARTSWG seeks to improve transit security, identify security-related barriers in the Philadelphia mass transit system, and provide for enhanced coordination and communication with our safety and security community partners. This will be achieved by continuing various public outreach methods and expanding messaging campaigns. The contract awarded as a result of this RFP shall be for a Regional Transit Security Awareness Campaign Consultant for DRPA. The Regional Transit Security Awareness Campaign Consultant shall advance a public awareness program that will continue to incorporate the public into the Regional Security Awareness program targeting the Mass Transit agencies in the greater Philadelphia Area. It is and shall be understood and agreed that the contract shall be deemed to be awarded and validly entered into between the successful Proposer and DRPA when written notice has been given of the award by DRPA, and a contract shall be issued to the successful Proposer covering same. BACKGROUND PARTSWG is made up of four rail/transit systems identified by the Department of Homeland Security as a Tier 1 system for transit and includes the Southeastern Pennsylvania Transportation Authority ( SEPTA ), the Delaware River Port Authority ( DRPA/PATCO ), New Jersey Transit ( NJT ), and the Delaware Transit Corporation ( DART ). These systems, located within the Philadelphia Urban Area Security Initiative ( UASI ), are used by commuters, residents, and tourists on a daily basis. Each transit system (except DART) in the PARTSWG has its own police force and runs both independently and interdependently within the region. Amtrak s 30th Street Station receives SEPTA, Amtrak, and NJT commuter trains as well as transit buses. Some of the underground stations within Philadelphia are shared by PATCO and SEPTA. Additionally, NJT s trains from Atlantic City into Philadelphia and its bus operations serve all of the Southern New Jersey Region.

3 The 14.5 mile PATCO rail line operates between Lindenwold, New Jersey and Philadelphia, Pennsylvania and services 13 stations (9 in New Jersey and 4 in Philadelphia). The PATCO system utilizes the 1935-era Locust Street subway under Philadelphia and crosses the Delaware River via the Benjamin Franklin Bridge. PATCO s daily weekday ridership is currently averaging 37,000 passengers. NJT operates a commuter rail service, bus routes, and a light rail line collectively making over 1.2 million passenger trips annually throughout the Philadelphia area. DART is a statewide transit agency providing bus and commuter rail services for the State of Delaware accommodating over 59,000 daily trips on 70 bus routes, 1 commuter rail line, and Para-transit services. DART has 4 rail stations and 2,700 bus stops throughout the State. DART has interactions with SEPTA and Amtrak. SEPTA provides public transportation services in Bucks, Chester, Delaware, Montgomery and Philadelphia counties with limited rail service to New Jersey and Delaware. SEPTA s service area is 2,202 square miles and made up of 142 routes, 280 stations and 15,625 bus and rail stops. SEPTA is one of only two truly multi-modal systems in the country and has service to over 300 million passengers annually via 1,132 buses, 136 light rail vehicles, 243 subway/elevated trains, 301 railroad cars, and 338 specialty transport vehicles. In Phases I, II, and III of the Regional Transit Security Awareness Campaign, consultants were hired to create an effective PARTSWG marketing and communications program that could penetrate the minds of public transit passengers through education and motivation, not intimidation or exaggeration. The goal was to prepare transit commuters with the information they need to identify suspicious activity, ascertain a threat, and how to report that information to public safety or homeland security professionals. Consultants created a Regional Transit Security Awareness Campaign message that was delivered to the public using television, radio, and internet commercials in addition to print media, posters, and billboards. Other accomplishments of Phases I, II, and III include: Website (lookupspeakup.com) provides a mechanism to contact authorities, information on what to look for, links to social media accounts, and information on the campaign. Social Media - Look Up Speak Up accounts on both Facebook and Twitter. Information shared with followers on what to look for and how to contact authorities. #1776 Tip Line- created that enables the general public to report suspicious activities to trained intelligence analysts who disseminate the information to the proper authorities. Look Up Speak Up App (Amazon & Google) - enables pedestrians to call or information regarding suspicious activities directly to the intelligence analysts using their smart phone. Scientific Surveys - designed and administered by a 3 rd party to measure the success of the campaign. This longitudinal survey is vital to the success of the campaign because it displays how the message has affected behavior before, during, and after the campaign. The survey also identifies weaknesses and strengths of the campaign and enables the message to be altered if necessary.

4 PART II: WORK STATEMENT DELIVERABLES AND SCOPE OF SERVICESFOR PHASE IV: FY 2013 Transit Security Grant Program Funded Project - This project is Phase IV of the Security Awareness Campaign developed as part of the FY 2007 Transit Security Grant Program. The project includes expanding the development and production of the Look Up, Speak Up Regional Transit Security Awareness Campaign to encourage passengers of the Philadelphia area transit system to alert authorities if they observe something out of the ordinary. As part of the regional campaign, this program encourages citizens to be the eyes and ears of public safety officials and homeland security agencies. The successful contractor will thoroughly understand the regional entities that comprise the Philadelphia and Southern New Jersey regional transit partners. Additionally, the successful contractor will have a familiarization of the transit habits of the passengers on each system, as well as type of system, to include both the similarities and the differences between riders of one system or the other. The program will include the following deliverables: continuation of all campaign components including television commercials, radio commercials, internet, and print advertising. The campaign website, tip line, and app must all be operated, marketed, and monitored. Production of supporting collateral communications directed at employees, the riding public, and other constituencies will be created, as needed. The program shall also include creative media adjustments as needed. This project phase will include the continuation of the one call Regional Transit TIPS number, the lookupspeakup.com website, and the growth of the App. The vendor shall have the ability to work with, contract, and process scientific polling, and have to the ability to interpret findings that in-turn drive changes to the program. The successful vendor will have the ability to alter the creative pieces already established to meet the needs of the population, as determined by scientific surveys. An effective PARTSWG marketing and communications program must penetrate the minds of the public transit passengers through education and motivation, not intimidation or exaggeration. They must be prepared with the information they need to identify suspicious activity, to ascertain a threat, and then how to report it to the public safety or homeland security professionals. Any unremitting barrage of messages, no matter how valuable and pertinent they may be will be ignored unless they are professionally streamed, planned and tied to the public relations and community relations campaign. Successful public awareness will be founded upon the basic principles of how best to push through a cluttered media environment to ultimately communicate to the identified target audiences. The public is the first line of defense, and as such must be made aware of what may look out of place or suspicious and who to report it to Look Up, Speak Up.

5 Detailed Action Plan Report The Consultant will prepare a Detailed Action Plan Report within 20 days of award with a comprehensive review of all activities described in Deliverable and Schedule of Services. This comprehensive plan will include all creative work for the Regional Transit Security Awareness Campaign, outreach, and education activities, along with a detailed budget for each task. Final Project completion for Phase IV is: August 31, DELIVERABLES AND SCOPE OF SERVICES FOR PHASE V: FY 2014 Transit Security Grant Program Funded Project - This project is Phase V of the Security Awareness Campaign developed as part of the FY 2007 Transit Security Grant Program. The project includes expanding the development and production of the Look Up, Speak Up Regional Transit Security Awareness Campaign to encourage passengers of the Philadelphia area transit system to alert authorities if they observe something out of the ordinary. As part of the regional campaign, this program encourages citizens to be the eyes and ears of public safety officials and homeland security agencies. The successful contractor will thoroughly understand the regional entities that comprise the Philadelphia and Southern New Jersey regional transit partners. Additionally, the successful contractor will have a familiarization of the transit habits of the passengers on each system, as well as type of system, to include both the similarities and the differences between riders of one system or the other. The program will include the same deliverables as in Phase IV above: continuation of all campaign components including television commercials, radio commercials, internet, and print advertising. The campaign website, tip line, and app must all be operated, marketed, and monitored. Production of supporting collateral communications directed at employees, the riding public, and other constituencies will be created, as needed. The program shall also include creative media adjustments as needed. The vendor shall have the ability to work with, contract, and process scientific polling, and have to the ability to interpret findings that in-turn drives changes to the program. The successful vendor will have the ability to alter the creative pieces already established to meet the needs of the population, as determined by scientific surveys. This project phase will also include the continuation of the one call Regional Transit TIPS number, the lookupspeakup.com website, and the growth of the App. Detailed Action Plan Report The Consultant will prepare a Detailed Action Plan Report within 20 days of award with a comprehensive review of all activities described in Deliverable and Schedule of Services. This comprehensive plan will include all creative work for the Regional Transit Security Awareness Campaign, outreach, and education activities, along with a detailed budget for each task. Final Project completion for Phase V is: August 31, 2016.

6 PART III: INFORMATION REQUIRED FROM PROPOSERS PROPOSAL SUBMISSION REQUIREMENTS: A. FORMAT OF PROPOSALS: A.1. CONTENT FORMAT: The proposals must be limited to 20 pages, single spaced, one-sided. They must contain a title page showing the request for proposal subject, the firm s name; the name, address and telephone number of the contact person; and Title - Regional Transit Security Awareness Campaign Phase IV& Phase V This should be followed by a Table of Contents, including but not limited to the following: 1. A statement of the Vendors understanding of the scope 2. The technical proposal 3. Qualifications of the firm 4. Qualification of the individuals assigned to project 5. Minority Certification 6. GSA Schedule 7. References a. Name of client b. Date of project and time line for each Phase c. Mature of project d. Results of project 8. Cost breakdown for each Phase Proposers must have experience in work of the same or similar nature, and must provide references that will satisfy DRPA. Proposers must furnish a reference list of at least four (4) customers for whom they have performed similar services. NOTE: ORAL PRESENTATION: An oral presentation of the proposal may be requested of any firm, at the Evaluation Committee s discretion. Firms seeking to be awarded contracts in excess of $25,000 from the DRPA shall warrant to the DRPA that neither the Firm nor anyone authorized to act on the Firm s behalf has made any payment or contribution to any political candidate, political committee, public official or any other person or entity, for the purpose of influencing the award of the contract by completing the Political Contribution Disclosure Form and Certification attached as Exhibit C. The Disclosure Form and Certification must be submitted in a separate sealed envelope marked Political Contribution

7 Disclosure and Certification. These forms should be submitted separately from the Work Proposal. DRPA s Political Contribution Policy is more fully stated in Exhibit A. A.2 NUMBER OF COPIES: By no later than 2:00 PM local time on November 25, 2014 a total of eight (8) copies, plus one original, plus one electronic version must be received by: Amy Ash, Contract Administrator, Contract Administration Delaware River Port Authority One Port Center - 2 Riverside Drive Camden, NJ th Floor PROPOSALS RECEIVED AFTER THE PROPOSAL SUBMISSION DEADLINE, WHETHER DELIVERED BY MAIL OR OTHERWISE, WILL NOT BE ACCEPTED. PROPOSALS SUBMITTED BY FACSIMILE OR ELECTRONICALLY (via ) WILL NOT BE CONSIDERED.

8 PART IV: CRITERIA FOR SELECTION EVALUATION CRITERIA As a minimum, the firms submitting proposals shall have at least ten (10) years of experience on work of a similar nature. The evaluation of proposals by the selection committee will consider factors that may include, but are not limited to: SELECTION PROCESS 1. Experience 2. In-house capabilities 3. Ability of professional personnel 4. Demonstrated ability to meet time and budget requirements 5. Proposed approach to the project 6. Documentation of completed projects of a similar nature, including demonstrated results A committee comprised of staff members of DRPA, SEPTA and Consultants shall review all applications against the criteria and prepare a ranking for all applicants. This ranking shall be listed in order of preference. In the event the initial ranking results in a tie, the selection committee will review the applications of the tied applicants and re-rank them. The highest rated agency shall be submitted to the CEO for consideration and approval. Following approval, a contract indicating scope of services and agreed upon fees will be forwarded to the approved agency for review and acceptance. DRPA reserves the right to reject all proposals QUESTIONS ABOUT RFP Questions about the RFP should be directed via to Amy Ash at: alash@drpa.org. The deadline for receipt of questions shall be no later than 2:00 PM local time on November 14, MANDATORY PRE-PROPOSAL CONFERENCE: There will be a mandatory pre-proposal conference for all perspective proposers on November 13, 2014 in the 11 th floor Board Room at the One Port Center, 2 Riverside Drive, Camden, New Jersey at 2:00 PM. Proposals will only be accepted from firms in attendance at this conference.

9 PART V: STANDARD CONTRACT TERMS AND CONDITIONS On all projects of this nature, the DRPA has certain standard requirements that will be incorporated into any Agreement that may be executed as a result of DRPA s evaluation of your proposal. These requirements which follow herein are entitled STANDARD DRPA CONTRACT CLAUSES and should be properly considered when preparing your final proposal. A. INSURANCE The CONSULTANT will be required to provide insurance of the prescribed types and minimum amounts as set forth below. All insurance policies required shall be maintained in full force until all services under this Contract are completed. Each policy shall contain the provision that there will be thirty (30) days' prior written notice given to the Authority (DRPA & PATCO) in the event of cancellation, non-renewal of or material change in the policy. Prior to commencing any services under this Contract, the CONSULTANT shall furnish the Authority with insurance certificates evidencing that the required coverage is in force. The CONSULTANT may be required at a later date and upon specific request by the Authority, to furnish certified copies of any or all insurance policies related to protection for the work under the Contract. The Authority shall not be liable for the payment of any premiums, deductibles, claims or co-insurance under the foregoing. The insurance companies indicated in the certificates shall be authorized to do business in the Commonwealth of Pennsylvania and State of New Jersey as the location of the work indicates and shall be acceptable to the Authority. The Financial Rating and Admitted Status of Insurance Companies shall have an A.M. Best Rating of A- (Excellent) or Higher and an A.M. Best Financial Size Category of Class VII or Higher. Neither approval by the Authority nor failure to disapprove insurance certificates furnished by the CONSULTANT shall release the CONSULTANT of full responsibility for all liability as set forth in the indemnification clause, entitled, "Save and Hold Harmless". The minimum requirements of insurance to be carried by the CONSULTANT shall be as follows: (1) Workers' Compensation and Employers Liability Insurance Coverage A, Workers' Compensation - Statutory benefits as required by the Workers' Compensation Laws of the Commonwealth of Pennsylvania and the State of New Jersey, and reference to such compliance made on all certificates of insurance. An Other States or All States endorsement may satisfy this requirement.

10 Coverage B, Employer's Liability - Employers Liability Limits not less than: Bodily Injury by Accident: Bodily Injury by Disease: Bodily Injury by Disease: $1,000,000 Each Accident $1,000,000 Each Employee $1,000,000 Policy Limit (2) Commercial General Liability Insurance Bodily Injury, Property Damage and Personal Injury (including Premises - Operations, Independent Contractors, Products/Completed Operations, Personal Injury, Broad Form Property Damage). a) Occurrence Form with the following limits: (1) General Aggregate: $2,000,000 (2) Products/Completed Operations Aggregate: $1,000,000 (3) Each Occurrence: $1,000,000 (4) Personal and Advertising Injury: $1,000,000 (5) The General Aggregate Limit must apply on a Per Location basis (3) Commercial Automobile Insurance Coverage to include: a) All Owned, Hired and Non-Owned Vehicles (Any Auto) b) Per Accident Combined Single Limit $1,000,000 (4) Commercial Umbrella Liability: a) Occurrence Limit: $5,000,000 b) Aggregate Limit (where applicable): $5,000,000 c) Policy to apply following form of the Commercial General Liability, Commercial Automobile Liability and Employers Liability Coverage. (5) Professional Liability Insurance Should the performance of any part of the work under the Contract require the rendering of professional services, the CONSULTANT, Sub-consultant providing such services shall be responsible for the maintenance of Professional Liability Insurance in an amount not less than $1,000,000 per occurrence and $2,000,000 aggregate. If coverage is written on a Claims-made basis, the CONSULTANT warrants that any retroactive date applicable to coverage under the policy precedes the effective date of the contract and that continuous coverage will be maintained or an Extended Discovery Period will be purchased for a period of one (1) year beginning when the work under the contract is completed. (6) DRPA, PATCO, (including their agents, employees, representatives, officers, directors, stockholders, members and managers) shall be added as ADDITIONAL INSUREDS on all liability policies, except for the Workers Compensation and

11 Professional Liability policies. The coverage offered to the ADDITIONAL INSUREDS on CONSULTANT S liability policies shall be primary coverage to any other coverage maintained by the ADDITIONAL INSUREDS and shall not permit or require such other coverage to contribute to the payment of any loss. (7) It is agreed the CONSULTANT S and Sub-consultant s insurance will be not be canceled, materially changed or non-renewed without at least thirty (30) days advance written notice to DRPA/PATCO. An endorsement or the equivalent of, to all insurance policies, shall contain a 30 day notice of nonrenewal or cancellation except for nonpayment of premium 10 days as provided under the PA or NJ Changes Cancellation and Nonrenewal as issued by the insurance companies and such endorsement copy should be provided with the insurance certificates. (8) Any type of insurance or any increase in limits of liability not described above which the CONSULTANT requires for its own protection or on account of statute shall be its own responsibility and at its own expense. (9) Waiver of Recovery/Subrogation: The CONSULTANT waives all rights of recovery and shall cause its Insurers to waive their rights of subrogation against DRPA/PATCO, and any of their agents and employees for loss or damage covered by any of the insurance maintained by the CONSULTANT pursuant to this Agreement. (10) The amount of insurance provided in the aforementioned insurance coverages, shall not be construed to be a limitation of the liability on the part of the CONSULTANT or any of their Sub-consultants. The carrying of insurance described shall in no way be interpreted as relieving the CONSULTANT of any responsibility or liability under the contract. (11) Materials & Supplies Stored on Premises: Should the scope of services under this contract require the onsite storage of materials and supplies belonging to the Consultant, Contractor and any Subcontractors, the DRPA/PATCO will not be responsible for any for theft, loss, damage or disappearance of these items. (12) Sub-Contractor's/Sub-Consultant Insurance If any part of the work under this Contract is to be performed by a sub-consultant or sub-contractor, the CONSULTANT, shall be responsible for each subcontractor or sub-consultant maintaining insurance as specified above where applicable in paragraph (1), (2), (3), (4), (5), (6), (7), and (9). (13) Additional Insured Provision: The insurance policies identified in paragraph (7) shall include an endorsement naming the Delaware River Port Authority (DRPA) and the Port Authority Transit Corporation (PATCO) as Additional Insured, including Environmental Impairment Liability Policy if applicable.

12 (14) Primary & Non-Contributory Insurance: The insurance policies identified in all paragraphs, above shall be primary to any other coverage potentially available under this contract. Additionally, the coverage s specified in this document will be non-contributory on the part of DRPA/PATCO and as such the Authority shall not be liable for the payment of any premiums, deductibles, claims or co-insurance under the foregoing. (15) Certificate of Insurance shall be provided to the DRPA in accordance with contract documents. The DRPA reserves the right to require the CONSULTANT, to furnish certified copies of the original policies of all insurance required under this contract at any time upon ten (10) days prior written notice to the CONSULTANT/SUBCONSULTANT. B. SAVE AND HOLD HARMLESS Firm agrees to defend, indemnify and protect and hold harmless the DRPA, its officers, commissioners, directors, members, agents, servants and employees (collectively DRPA ) from and against any and all suits, claims, liabilities, losses, judgments, demands and damages arising from claims by third parties, of whatsoever kind or nature, including, but not limited to, reasonable expenditures for and costs of investigations, hiring of expert witnesses, court costs, counsel fees, settlements, judgments or other expenses recoverable under applicable law, which may be suffered by or accrue against, be charged to or recoverable from the DRPA regardless of whether a suit has been filed or initiated (collectively Claims ) to the extent arising from the negligent performance of services under this Agreement. This includes but is not limited to Claims caused in part by the DRPA or which are based on strict liability. However, Firm shall not be required to defend or indemnify the DRPA for that portion of any claim, suit, action, damage or cost which is caused by the negligent act or omission of the DRPA. The defense and indemnification obligations shall arise the moment a Claim is brought against the DRPA, or the moment the DRPA receives notice of a Claim. The obligations of Firm shall survive the termination of this Agreement or the completion by Firm of its other obligations under this Agreement. In any and all Claims against the DRPA by any employees of Firm, anyone directly or indirectly employed by Firm or anyone for whose acts Firm may be liable, the indemnification obligation under this Agreement shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for Firm under workers' compensation acts, disability benefit acts, or other employee benefits acts or any other legal or contractual provisions. C. TERMINATION AND MODIFICATION DRPA reserves unto itself the right to terminate or modify this Agreement at any time, for any reason whatsoever, upon giving not less than thirty (30) days prior written notice to the Firm. In the event of DRPA exercising such right of termination, DRPA shall be without further liability whatsoever to the Firm under this Agreement, except that DRPA will pay Firm for services rendered and costs expended by the Firm to the date of said

13 termination. In the event that DRPA seeks to modify this Agreement it shall provide at least five (5) days written notice of the proposed modifications to Firm and will discuss with Firm any additional or lessened cost or time that may result from the proposed modification. The Parties must state their agreement to any amendment or modification of this Agreement in a writing signed by both Parties. The Firm agrees that it shall not be entitled to any damages of any nature whatsoever in the event of such termination or modification other than the aforesaid referenced payments. D. POLITICAL PAYMENTS AND/OR CONTRIBUTIONS By completing and signing the DRPA s Political Disclosure Form and the Certification Prohibiting the Contracting with Vendors who Make Certain Political Contributions (See Exhibit A), Firm warrants to DRPA that it has complied with the political disclosure requirements of the DRPA as set forth below and acknowledges that failure to do so precludes Firm from contracting and/or doing business with the DRPA. E. APPLICATION OF LAWS AND REGULATIONS By entering into this Agreement, DRPA does not consent, either expressly or impliedly, to the jurisdiction or application of any laws, regulations, procedures or requirements of any governmental, quasi-governmental or other political entity which would otherwise not be applicable to DRPA. F. CHOICE OF LAW AND VENUE This Agreement shall be construed and interpreted in accordance with the laws of the Commonwealth of Pennsylvania and any and with the exception of disputes arising under the section entitled Political Payments and/or Contributions, all claims arising directly or indirectly from or out of this Agreement shall be brought in state or federal court in Philadelphia County, Pennsylvania. G. ASSIGNMENT AND SUBCONTRACTING Except for subcontracting services specified in Firm s proposal, this Agreement and the obligations created hereunder may not be assigned or subcontracted by the Firm without the express written consent of DRPA. H. AUDIT AND INSPECTION OF RECORDS The Firm shall permit DRPA s authorized representatives to inspect and audit all data and records of the Firm relating to its performance under this Agreement. I. INTELLECTUAL PROPERTY All materials, documents and information provided to the Firm by DRPA, its agents or employees to facilitate the Firm s performance of services under this Agreement, are and shall remain the property of the DRPA and shall be returned to DRPA at or prior to final payment or other termination of this Agreement, or upon written request by the DRPA.

14 Firm acknowledges and agrees that all work produced as a result of this Agreement is work made for hire and accordingly all copyright, trademark and intellectual property rights are owned exclusively by DRPA. J. WORK PRODUCTS All materials, documents and information provided to the Firm by DRPA, its agents or employees to facilitate the Firm s performance of services under this Agreement, are and shall remain the property of the DRPA and shall be returned to DRPA at or prior to final payment or other termination of this Agreement, or upon written request by the DRPA. All calculations, computations and specifications developed and prepared by the Firm in the performance of its services herein shall become the property of DRPA, and shall be turned over to DRPA at or prior to final payment or other termination of this Agreement, or upon written request thereof by the DRPA. K. CONFIDENTIALITY The Firm acknowledges that it may have access to DRPA s confidential and proprietary information. The Firm understands and agrees that any such information learned through the course of working for the DRPA is confidential and shall not be revealed by the Firm to any third party or upon receipt of a valid Subpoena or Court Order. In the event that the Firm is served with a Subpoena or Court Order, the Firm shall immediately submit a copy to the General Counsel of the DRPA, and allow reasonable time for the DRPA to respond in an appropriate fashion to the validity of the document, prior to the Firm s compliance with the Subpoena or Court Order. Confidential and proprietary information, including details of the awarded contract, shall only be used in the performance of work authorized by the DRPA. Within thirty (30) days of the expiration or termination of this Agreement, the Firm shall return to DRPA all documents received from the DRPA. L. NON-DISCRIMINATION 1. Firm warrants and represents that in carrying out is obligations under this Contract, it will not discriminate against employees or applicants for employment because of race, color, religion, national origin, sex, age, or non-job-related disability, and will undertake or continue to comply with all existing or future state and federal laws, rules and regulations respecting programs of Affirmative Action to ensure that minority group members and women are afforded equal employment opportunities without discrimination. For purposes of this Contract, affirmative action shall mean those activities undertaken during the course of recruitment, employment, job assignment, promotion, upgrading, demotion, transfer, layoff or termination, and rates of pay or other forms of compensation, to ensure that minority group members and women are afforded equal employment and contracting opportunities. 2. Firm shall make a substantial good faith effort to recruit minority and female subcontractors and suppliers having substantial minority and female representation among their employees.

15 3. All advertisements or requests for employment placed by Firm or on the Firm's behalf, shall state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, national origin, age or nonjob related disability. 4. Firm shall send each labor union or workers' representative with which it has a collective bargaining agreement or other contract or understanding, a notice advising said labor union or workers' representative of its commitment to this nondiscrimination clause. Similar notice shall be sent to every other source of recruitment regularly utilized by Firm. 5. It shall be no defense to a finding of noncompliance with obligations of this nondiscrimination clause that Firm delegated some of its employment practices to any union, training program, or other source of recruitment which prevents him/her from meeting the contractual obligation not to discriminate. However, if the evidence indicates that Firm was not on notice of the third-party discrimination or made a good faith effort to correct it, such factor shall be considered in determining whether the Firm is in compliance with the nondiscrimination clause. 6. Firm shall comply with all state and federal laws prohibiting discrimination in hiring or employment opportunities. In the event that Firm fails to comply with the provisions of the nondiscrimination clause of this contract or with any applicable laws, the Contract may, after hearing and adjudication by the DRPA, be terminated or suspended, in whole or in part, and Firm may be declared temporarily ineligible for further DRPA contracts. Such termination or suspension shall not entitle Firm to any damages or additional compensation. 7. Firm shall, upon request, furnish all necessary employment documents and records to, and permit access to its books, records, and accounts by the DRPA for purposes of ascertaining Firm s compliance with the provisions of this nondiscrimination clause. If Firm does not possess documents or records reflecting the necessary information requested, it shall furnish such information on reporting forms supplied by the DRPA. 8. Firm agrees to be bound by all applicable federal, state and local nondiscrimination and civil rights laws. 9. Firm shall include the preceding eight (8) paragraphs in every subcontract or purchase order in such a manner that the provisions shall be binding upon each subcontractor and supplier working on this Contract. M. FIRM - INDEPENDENT CONTRACTOR Firm is an independent contractor, and under no circumstances shall it, its servants, agents, sub-contractors or employees be or become employees of the DRPA/PATCO in conduct of the work under this Agreement.

16 N. WAIVER A waiver by any party of a breach or default by the other party of any provision of this Agreement shall not be deemed a waiver of future compliance therewith, and such provisions shall remain in full force and effect. If any provision of this Agreement shall be invalid or unenforceable, in whole or in part, such provision and this Agreement shall be deemed and construed to be modified or restricted to the extent that and in the manner necessary to render the same valid and enforceable, or shall be deemed excised from this Agreement as the case may require. O. ENFORCEMENT/SEVERABILITY If any provision of this Agreement shall be invalid or unenforceable, in whole or in part, such provision and this Agreement shall be deemed and construed to be modified or restricted to the extent that and in the manner necessary to render the same valid and enforceable, or shall be deemed excised from this Agreement as the case may require. P. ENTIRE AGREEMENT The parties hereto understand and agree that this Agreement sets forth all the promises, conditions and understanding between them relative to this Agreement and that there are no promises, agreements, conditions or understandings, either oral or written, between the parties other than are herein set forth. No modification, alteration, or other change to this Agreement shall be binding unless reduced to writing and signed by the duly authorized representatives of the parties hereto.

17 EXHIBIT A VENDOR POLITICAL CONTRIBUTIONS POLICY PURPOSE: SCOPE: The following policy is established by the Board of Commissioners (Board) to ensure the Delaware River Port Authority (DRPA) and Port Authority Transit Corp. (PATCO) is conducting business in an open, transparent, and ethical manner. This policy pertains to all bids, proposals, quotes, and/or statements of qualifications submitted to the DRPA and PATCO. Defines the circumstances under which the Authority shall be prohibited from contracting with vendors who make certain political contributions. POLICY: 1. All current and/or prospective vendors seeking to enter into an agreement or otherwise contract to provide any material, supplies or equipment to the Authority, or to acquire, sell, or lease any land or building from the Authority, if such contract or agreement is in excess of $25,000 in value, the vendor will be required to submit a Political Contribution Disclosure Form and a Certification Form prior to the execution of an agreement or contract with the Authority. The business entity shall have a continuing duty to report any contribution it makes during the term of the contract. The political contributions to be disclosed are limited to those made on the local, county, and state levels in Pennsylvania and New Jersey. 2. If a business entity makes a contribution during the term of the contract or agreement, the entity must disclose the contribution within 30 days of the contribution. The entity will be required to disclose the candidate, date of contribution and the amount of the contribution within 30 days of contribution. 3. Definitions "Contribution" means a contribution which is a reportable contribution in accordance with either 25 P.S et. seq. or N.J.S.A. 19:44A-1 et. seq., as applicable, made on or after the date hereof. Business entity means: i. a for-profit entity as follows: A. in the case of a corporation: the corporation, any officer of the corporation, and any person or business entity that owns or controls 10% or more of the stock of the corporation; B. in the case of a general partnership: the partnership itself and any partner controlling 10% or more of the partnership interest; C. in the case of a limited partnership: the limited partnership and any partner controlling 10% or more of the limited partnership interest;

18 ii. iii. iv. D. in the case of a limited liability company: the limited liability company and any member controlling 10% or more of the limited liability company; E. in the case of a limited liability partnership: the limited liability partnership and any partner controlling 10% or more of the limited liability partnership; F. in the case of a sole proprietorship: the proprietor; and G. in the case of any other form of entity organized under the laws of this State or any other state or foreign jurisdiction: the entity and any principal, officer, or partner thereof; any subsidiary directly or indirectly controlled by the business entity; any political organization organized under section 527 of the Internal Revenue Code that is directly or indirectly controlled by the business entity, other than a candidate committee, election fund, or political party committee; and with respect to an individual who is included within the definition of business entity, that individual s spouse or civil union partner, and any child residing with the individual, that, this policy shall not apply to a contribution made by such spouse, civil union partner, or child to a candidate for whom the contributor is entitled to vote or to a political party committee within whose jurisdiction the contributor resides unless such contribution is in violation of Section 6 of this policy. 4. It shall be a breach of the terms of any contract with the Authority for a business entity to: (i) knowingly conceal or misrepresent a contribution given or received; (ii) make or solicit contributions through intermediaries for the purpose of concealing or misrepresenting the source of the contribution; (iii) engage or employ a lobbyist or consultant with the intent or understanding that such lobbyist or consultant would make or solicit any contribution, which if made or solicited by the business entity itself, would subject that entity to the restrictions of this policy; (iv) fund contributions made by third parties, including consultants, attorneys, family members, and employees; (v) engage in any exchange or contributions to circumvent the intent of this policy, or (vi) directly or indirectly, through or by any other person or means, do any act which would subject that entity to the restrictions of this policy. 5. A business entity which is determined by the Authority to have willfully and intentionally made a contribution or failed to reveal a contribution in violation of this policy shall be barred by the Authority from contracting with the Authority for up to five years. 6. Notwithstanding anything contained herein to the contrary, nothing contained herein shall prohibit the Authority from contracting with a vendor where the Chief Executive Officer is authorized to act pursuant to the Emergency Powers provisions under the By-laws.

19 7. Nothing contained in this policy shall be construed as affecting the eligibility of any business entity to perform a contract with the Authority because that entity made a contribution during the two-year period immediately preceding the effective date of this policy. This policy shall be effective as of January 1, PROCEDURE: Vendors are required to submit a Political Contribution Disclosure Form and a Certification Form on all bids, proposals, quotes, and/or statements of qualifications for contracts in the amount of $25,000 or more. The requested forms must be submitted in a separate sealed envelope from the rest of the proposal. These forms shall not be submitted in the Technical Proposal or Cost Proposal. The Political Contribution Disclosure Form and Certification Form will be forwarded to the OIG for review. OIG will determine whether the Vendor is in compliance with DRPA policy. OIG will also review the Political Contribution Disclosure Form for any potential conflict or direct conflict of interest with members of the Board. OIG will address any potential conflict or actual conflict with the Board member pursuant to OIG guidelines. Failure to submit these forms will result in the disqualification of the Vendor s bid, proposal, quote, or statement of qualification.

20 Form IG-4 Amended 12/12/12 POLITICAL CONTRIBUTION DISCLOSURE FORM This form or its permitted facsimile must be submitted to the Authority in a separately sealed envelope simultaneously with the delivery of a bid for,or prior to the extension or renewal of, any contract with the Authority. Part I Vendor Information Vendor Name: Address: City: State: Zip: The undersigned being authorized to certify, hereby certifies that the submission provided herein represents compliance with the disclosure requirements of the Authority. Signature Printed Name Title Part II Contribution Disclosure Disclosure requirement: Disclosure must include all reportable political contributions over the past four (4) years on the form provided. Please mark None or N/A if no contributions to be disclosed. A blank form does not constitute an acceptable submission. Contributor Name Recipient Name Date Dollar Amount $

21 Form IG-5 Amended 12/12/12 CERTIFICATION PROHIBITION ON CONTRACTING WITH VENDORS WHO MAKE CERTAIN POLITICAL CONTRIBUTIONS The Proposer hereby certifies that it has not made a contribution that would bar the award of the Contract pursuant to the Prohibition on Contracting with Vendors who Make Certain Political Contributions Policy and shall report any contribution it makes during the term of the Contract. Date Signature Company Name Title