Airpo

Reg

Requ

ortExpMetroDetro

Regiona

gionalTSouth

uestforressBuopolitaoit;and

Mac

alTransitAT

Chie1001Woo

DT:

E:tgun

Page1of2

TransitheastMPropos

usServanAirpodWayncombC

IssuingOffi

Authorityo

TiffanyGunefOperatingodwardAveetroit,MI4(313)402nter@rtamic

26

AuthorMichigansal#20vicefroorttotne,OakCountie

fice:ofSoutheasntergOfficere.,Suite14082261020chigan.org

rityofn15006omthetheCitykland,aes

stMichigan

00

6Detroiyofand

n

t

Page2of26

Section I: General Conditions and Provisions

A. Introduction

The Regional Transit Authority of Southeast Michigan (RTA) was established in 2012 through legislation signed into law by Governor Rick Snyder to coordinate transit services in southeast Michigan. The RTA is composed of the counties of Wayne, Oakland, Macomb and Washtenaw. It is governed by a 10-member board with two representatives from each of the participating counties, one representative from the City of Detroit, and one non-voting member appointed by the governor who acts as the chair. The purpose of the RTA is to plan for and coordinate public transportation in the four-county region, including the City of Detroit, and to deliver rapid transit in a region where none exists. It is the entity through which transit providers must apply for state and federal funds, and through which those funds are allocated to providers. The RTA is also responsible for developing a Regional Master Transit Plan to guide present and future service and is empowered to put funding questions on the ballot for public vote.

B. Objective The RTA is seeking proposals from qualified contractors to provide airport

express bus service between the City of Detroit, Wayne County, Oakland County, Macomb County and the Detroit Metropolitan Airport (DTW).

The RTA is seeking service that is attractive and meets passenger needs and

convenience. The successful contractor will provide express public transportation services in accordance with published boarding locations, schedules, and fares between the Counties and DTW. It will include interfacing with public transportation routes operated by Ann Arbor Area Transit Authority (AAATA), Detroit Department of Transportation (DDOT), and Suburban Mobility Authority for Regional Transit (SMART). It also includes interfacing with the Wayne County Airport Authority (the Airport Authority).

The objectives of the project include:

Provision and maintenance of airport express bus service between City of Detroit, Wayne County, Oakland County, Macomb County and the Detroit Metropolitan Airport (DTW).

Demonstration of ridership potential along the corridor to help inform other ongoing regional and corridor planning efforts.

Please account in your proposal for the fact that you will be able to provide service to or from DTW only if you apply for and receive an executed Regular Intercity Bus Operator Permit from the Airport Authority. The substantially final form of this Permit is attached hereto as Exhibit A. In your proposal, please affirm your understanding that this Permit will be a necessary condition of providing

Page3of26

service to DTW, and your willingness to comply with the terms and conditions contained in this Permit. Such affirmation will be a condition of responsiveness to this RFP.

Option #1 - Optional Proposal for Express Bus Service from the City of Ann

Arbor to the City of Detroit The RTA has included this provision to seek proposals from qualified contractors

to provide express bus service from Washtenaw County to the City of Detroit. Qualified contractors can choose to submit a proposal for both the airport express bus service and express bus service, or a combination service that would provide airport and express bus service along the corridor.

The RTA will use the same proposal guidelines, schedule, and selection criteria

outlined in the Airport Express Bus Service from the Detroit Metropolitan Airport to Wayne, Oakland, and Macomb Counties to evaluate a proposal for both services.

C. Issuing Office This RFP is being issued by RTA, the Regional Transit Authority of Southeast

Michigan. This RFP is also available on RTAs website at www.rtasoutheastmichigan.org .

Technical inquiries concerning the project should be directed to: Mr. Ben Stupka (bstupka@rtamichigan.org). Questions regarding the Administrative procedures should be directed to: Ms. Virginia Lickliter (vlickliter@rtamichigan.org). Questions submitted by contractors and staff answers to these questions will also

be posted online. All parties can also be reached at: Regional Transit Authority of Southeast Michigan 1001 Woodward Ave. - Suite 1400 Detroit, Michigan 48226 Phone: 313-402-1020 FAX: 313-961-4869 D. Proposals An electronic copy of the technical proposal may be submitted to Ms. Tiffany J.

Gunter at tgunter@rtamichigan.org. Please include the proposal name and number in the subject line of the email. Proposals should indicate the proposed scope of work, consultant qualifications and experience, an operating plan, timeline, and costs. Please provide a four-paragraph executive summary.

Page4of26

The cost information requested in this section is required to support the

reasonableness of your proposal. Costs should be presented in cost plus fixed fee format (governmental regulations require fixed fee to be limited to no more than 11%). Specifically, the cost proposal should include the job titles and names of persons who will complete the work, including hours and hourly rates, projected cost of operations and maintenance, and anticipated fare revenue. Cost should be presented by task at a level of detail corresponding to the Work Plan. See Attachment A for price proposal format instructions.

E. Proposal Requirements The proposal should be responsive to the requirements identified in Section III.

A. Letter of Transmittal a. The Letter of Transmittal shall be addressed to Tiffany Gunter, Chief

Operating Officer, and must, at a minimum contain the following: b. Identification of the offering contractor(s), including name, address and

telephone number. c. Acknowledgment of RFP addenda, if any. d. Name, title, address, telephone number, fax number and email address of

contact person during the period of proposal evaluation. e. A statement to the effect the proposal shall remain valid for a period of not

less than 90 days from the date of submittal. f. Signature of person authorized to bind the offering contractor to the terms

of the proposal.

B. Qualifications, Related Experience, Personnel and References a. Describe the contractor, its age, number of employees and office

location(s). b. Submit a brief narrative description of the contractor. The narrative should

contain, but not be limited to the following: i. A list of the services performed by the contractor. ii. For this proposal, a list of services that would be performed by

the contractors staff and those that would be performed through external agents, and the work to be done by each.

iii. A discussion of the contractors experience in partnering with public transit agencies with a similar scope of services. Provide the resume of the project manager who will be assigned to this contract and the project management organizational structure. Also provide resumes of the team members who will work directly with RTA staff on any aspect of the project.

iv. A detailed description of the contractors history and capability to meet the Contractor Responsibility requirements outlined in Section III

v. A list of major client accounts.

Page5of26

vi. Three references from previous or current clients with a similar scope of service as RTA. Include the clients name, address, contact person, and telephone number, and the type of services performed.

C. Project Approach Provide a narrative on the contractors understanding of RTAs scope of

services, and the proposed approach to fulfilling the requirements.A key piece of this proposal will be an overview of funding options for the service. This section shall include specific tasks on how the scope of work will be accomplished in accordance with Section III Scope of Services of this RFP.

D. Exceptions/Deviations Contractors shall state any exceptions to or deviations from the requirements

of the RFP. Where the Contractor wishes to propose alternative approaches to meeting RTA's requirements, these should be thoroughly explained.

E. Cost Proposal Cost proposals are required and shall include the hourly rates for job specific

functions of personnel assigned to the contract with a not-to-exceed amount. Proposed costs for other fees, such as travel, and other miscellaneous fees must also be included. Cost proposal must indicate the percentage of cost requested for profit. See Attachment A for price proposal format instructions.

F. Proposal Receipt Proposals must be received by RTA no later than 4:00pm, EST, July 31, 2015.

All substantive proposals become the property of RTA and will not be returned. RTA is a public body as defined by Michigan's Freedom of Information Act (FOIA). All information will be subject to disclosure under FOIA as of the RFP return deadline date.

Send proposals to:

Ms. Tiffany J. Gunter at tgunter@rtamichigan.org.

G. Schedule Theproposedscheduleforthisprocurementisasfollows:

Event Date Request for Proposal Issued June 18, 2015Requests for Clarifications due July 3, 2015RTA Responds to Questions and Clarifications

July 17, 2015

Proposal Due Date July 31, 2015Proposal Evaluation/Vendor Interview/Contract Negotiation Period

August 17 September 4, 2015

Tentative Anticipated Award Date September 2015

Page6of26

Tentative Service Start Date TBD H. Type of Contract Contract will be executed on the RTAs standardized Contract Form (Attachment

B). Submission of a proposal by a contractor will be understood as acceptance by that contractor of the contract language.

I. Non-Discriminatory Practices RTA policies encourage participation by disadvantaged business enterprises

(DBE), including women business enterprises (WBE), and minority business enterprises (MBE). Please include certification(s) in proposal. RTA, in accordance with Title VI of the Civil Rights Act of 1964, 78 Stat. 252, 42 U.S.C 2000d to 2000d-4 and Title 49, Code of Federal Regulations, Department of Transportation, Subtitle A, Office of the Secretary, Part 21, Nondiscrimination in Federally assisted programs of the Department of Transportation issued pursuant to such Act, hereby notifies all contractors that it will affirmatively insure that in any contract entered into pursuant to this advertisement, minority business enterprises will be afforded full opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration of this award. Proposals that do not provide evidence of a good-faith effort to include DBEs will be rejected.

J. Cost Liability

All costs incurred in the submission of proposals or in making necessary studies, designs, or computer benchmarks of estimates for preparation of the proposals are the sole responsibilities of the contractor.

K. Fair Labor Practices The contractor shall agree to abide by all Federal and State labor laws, including

no commission of any unfair labor practices. Violations could result in the cancellation of the contract.

L. Project Funding The RTA does not currently have funding identified for this service and therefore

a key piece of this proposal will be an overview of service designs, fare structures, and public/private funding options to support the service.

M. Insurance

1. The contractor shall purchase and maintain, throughout the term of the contract, insurance from an insurance company authorized to do business in the State of Michigan that will protect contractors, subcontractors, and the owner from all liability claims under the contract. The insurance must state RTA as additionally covered. The amount of insurance shall not be less than the following: a. Workers Compensation, disability benefit and other similar employee

benefit acts in the amount required under State of Michigan law. A

Page7of26

nonresident contractor shall have insurance for benefits payable under Michigans Workers Compensation law for any employee resident of and hired in Michigan. The contractor shall maintain coverage for employees of other states as mandated.

Comprehensive General Liability: $2,000,000

b. Bodily injury and property damage combined single limit including personal injury and completed operations.

Automobile Insurance for Vehicles: $2,000,000

c. Liability, including standard no-fault

2. The contractor may not start work until evidence of all required insurance has been submitted and approved by RTA. The contractor must cease work if any of the required insurance is canceled or expires. One copy of the certificate of insurance shall be submitted to and approved by RTA prior to the execution of contract.

3. All policies providing contractors insurance shall be endorsed to provide thirty (30) days written notice of cancellation or non-renewal to RTA.

4. The limits of liability may be provided by a single policy of insurance or by a combination of primary, excess or umbrella policies. But in no event shall the total limits of liability available for any one occurrence or accident be less than the amount required.

5. All policies of insurance presented, as proof of compliance shall be on forms and with insurance companies approved by RTA. All such insurance policies shall be provided by insurance companies having Bests ratings of B+ or greater and VI or greater (B+/VI) as shown in the most current issue of Bests Key Rating Guide. Policies of insurance insured by insurance companies not rated by Bests or having Bests ratings lower than B+/VI will not be accepted as complying with the insurance requirements of the contract unless such insurance companies were approved in writing prior to award of the contract.

Section II: Selection Criteria

A. Selection All RFPs will be reviewed and ranked by a Selection Committee consisting of

RTA staff, members of the board, a DBE compliance officer, and technical advisors as necessary. The selection committee will sign the RTA Conflict of Interest Policy to ensure no conflict of interest exists. The selection committee will make a recommendation to the Planning and Services Coordination committee for consideration and recommendation to the RTA Board. The Board will take action to approve or reject the recommendation.

B. Selection Criteria The contract shall be awarded to the contractor whose proposal offers RTA the

greatest advantage for the project in accordance with the technical, economic, and

Page8of26

other factors considered by RTA, as specified in Section II. RTA has a fiduciary responsibility to consider cost when deciding on a consultant. Accordingly, cost is a determining factor in the selection process. RTA seeks to choose the contractor which provides the most value at a reasonable rate. RTA reserves the right to reject any or all proposals, or parts thereof, and to negotiate the requested services and contract terms with the selected contractor.

Item Percent Overall work plan and schedule 30% Project Approach 25% Cost Proposal 20% Experience of the contracting team 15% Demonstrated understanding of the project 10%

Section III Part A: Scope of Services Airport Express Bus Service

The successful contractors will form a public-private partnership with RTA, sharing the financial risks as well as benefits to provide airport express bus service between the City of Detroit, Wayne County, Oakland County, Macomb County and DTW.The service will operate every day of the year.Services will begin early enough in the morning to enable passengers to board most early departing flights from DTW and to enable airport employees to reach their destinations. Buses will continue throughout the day serving both air travelers and employees. The last bus will be scheduled late enough in the evening to accommodate most air travelers. Specific schedules will be established taking into account the needs of air travelers as well as those of employees.

Service will consist of at least 1 stop in the City of Detroit, 1 stop in Wayne

County, 1 stop in Oakland County, and 1 stop in Macomb County. The number of stops is limited to increase the comfort and convenience of passengers and to enable buses to traverse the distance between the Counties and DTW safely within their published schedules. The DTW stops will be the bus stops currently used by AAATAs AirRide service and SMART. At the McNamara Terminal (serving mostly Delta Airlines domestic and international flights) the stop will be at the Ground Transportation Center, while at the North Terminal (serving most other domestic airlines, as well as non-Delta partner international airlines), the stop will be at the Ground Transportation Center. The service must conform to the operational standards outlined in the Regular Intercity Bus Operator Permit from the Wayne County Airport Authority (Exhibit A).

The RTA does not currently have funding identified for this service and therefore a key piece of this proposal will be an overview of funding options to support the service.

Items for contractors to recommend:

Different fare structures to accommodate air travelers and airport employees.

Page9of26

Stop destinations in the Counties based on proximity to existing transit centers or key transit hubs, large employers (particularly hospitals and universities), existing parking facilities, proximity to lodging for travelers, and existing facilities for passenger amenities.

Concepts for integration with existing public transit service providers. Service options that look at different route structures, including a single

route serving all destination and multiple routes serving the destinations separately.

Contractors should make the service plans for each county clear and distinct so the project can be easily segmented into phases.

Multiple funding options, including, but not limited to, public sources, private sources, business/institutional partnerships, and service design that captures the maximum amount of projected farebox revenue.

Potential integration with Express Bus service as described in Option #1. Methods by which the successful proposer will work cooperatively with

existing service providers to DTW to ensure that, to the extent possible, pick up and drop off times do not overlap between service providers.

Section III - Part B: Scope of Services Operating Roles

A. RTA Responsibilities

1. RTA staff will be responsible for the following aspects of providing this service:

a. Route and schedule development b. Providing bus stops including signs at all stops c. Coordination with existing transit providers, local units of government,

and business owners d. Management of parking facilities

2. Designation of a project manager who will be responsible for working with

the Contractor to ensure successful operation of service.

B. Contractor Responsibilities 1. The Contractor shall be responsible for all of the aspects of the operation

of high-quality service. This includes, but is not limited to, providing buses, maintaining and servicing the buses and related equipment, vehicle operation, service supervision, all personnel functions, complaint and accident investigation and resolution, collection of data on ridership and other functions, and collection of fares for riders. Integrating the service with existing local providers.

2. Assist in loading and unloading bags (limit 2 per passenger, 50 lbs. per bag). Passengers may carry purses, brief cases, notebook computer cases, satchels, umbrellas, or small parcels onboard the bus. With the exception of golf bags and snow skis (both must be properly wrapped and secured); no luggage exceeding 20 inches in height and 27 inches in width will be allowed.

Page10of26

3. Boarding and deboarding, and securing of wheelchairs and passengers using wheelchairs, (unless otherwise requested);

4. Provide public information relative to boarding locations, airline departure gates at DTW, and other information necessary to help passengers make or plan their travel;

5. Relay information in order to coordinate taxicab or other alternate transportation services at drop-off locations;

6. Supervise the payment of appropriate fares (when necessary), including issuing receipts when requested.

7. Payment of any and all entry fees or taxes imposed by DTW. 8. Service implementation plan for the service, including marketing,

operations, and management of service. 9. Report to RTA any out-of-the ordinary problems (operating problems,

missed trips, unusual passenger complaints, etc.). 10. Responsible for dispatching, vehicle control, and labor management of all

vehicles and employees engaged in airport services. 11. Responsible for providing appropriate airport bus service changes to

accommodate major changes in departures and arrivals made by airlines, and any changes to the rules, regulations, or policies of the Airport Authority.

12. Responsible for collecting and recording daily, weekly, and monthly revenues. Revenue reports are to be submitted with monthly invoices to RTA. Total monthly revenue is to be deducted from RTAs monthly invoice. RTA will pay to the Contractor a net amount after deductions are made for revenues and the Contractors partnership contributions to the service.

13. Responsible for submitting weekly, monthly, and annual reports in a form and with content as required by RTA. Such reports shall include at a minimum: the Contractors cost based upon revenue miles for operating the service; total revenues collected; miles operated; daily passengers by boarding location, destination, and for total individual trips; number of trips completed; number of trips not completed; delays and their effect upon service; and drug and alcohol testing data.

14. Responsible for survey of riders in the first year, and then every other year to get sense of rider demographics and overall satisfaction with the service.

15. One way and Round Trip tickets will be available for purchase at numerous private outlets (such as hotels), and online at the RTA website. Passengers may deposit exact fare into the fare box or otherwise pay the bus driver in the event they do not have a pre-paid ticket.

C. RTA and Contractor Responsibilities

1. Customer information including development and distribution of public information materials specific to this service, inclusion of information on this service in related RTA published information and web-based information, and providing information in response to public inquiries.

Page11of26

2. Branding/Co-branding as a public transit service provided by RTA. Please build into your cost proposal the fact that if the service is only branded RTA, the service may be exempt from the Airport Authoritys standard $30 per pickup fee, but if the service is co-branded with a for-profit entity, each pickup will be subject to the Airport Authority fee.

3. Marketing to the general public. 4. Development of fares. 5. Increase or decrease of vehicles and/or service trips if demand for service

does not support the schedule, or if demand for service exceeds the capability of the schedule.

D. Vehicle Requirements

The buses provided by the contractor for this service shall be 2007 model year or newer buses designed for highway use with a capacity of at least 42 seated passengers. Each bus shall be accessible to wheelchair users, air conditioned, and be equipped with wireless internet, upholstered high-back seats, reading lights, and luggage racks. Each bus shall comply with all applicable federal, state, and local regulations. All licensing and other fees shall be paid by the Contractor. Each bus shall possess the name and logo of the RTA service in a permanent manner, such as with a painted on decal or a wrap. The Contractor should maintain a fleet devoted solely to the service that is large enough to ensure that temporary buses using its logo, and not solely the name and logo of the RTA service, are not used in the course of providing the service, including during periods of extra temporary service or during periods where buses are being rehabilitated or maintained, unless the bus is being used to fulfill the standard operating schedule in mitigating circumstances (i.e. the branded coach is out for emergency maintenance).

E. Vehicle Maintenance The contractor shall be responsible for maintaining buses in a safe and reliable operating condition. The contractor shall provide a maintenance facility, maintenance personnel, and carry out a preventive maintenance program. The RTA shall have access to vehicle maintenance records.

F. Vehicle Inspection

The contractor must maintain a system of regular mechanical and safety inspections of all buses. A daily inspection of the buses must be performed prior to operating in service for the day, including ramp/lift cycling. A record of all inspections shall be kept by the contractor and be submitted to RTA monthly.

G. Vehicle Cleaning and Appearance

1. The contractor will be responsible for maintaining the appearance and cleanliness of all buses used in service under the contract. No bus shall be operated with accident damage readily apparent and visible to the traveling public. For cleanliness, reasonable exceptions will be made for usage during

Page12of26

rain or other inclement weather. RTA reserves the right to request to have any bus removed from service until it is in a safe and clean condition.

a. Vehicle Exteriors: Washing as required to maintain a clean exterior appearance (no visible evidence of marked dirt buildup from a distance of 25 feet). All graffiti must be removed within 24 hours.

b. Vehicle Interiors: At a minimum, interiors shall be swept, trash emptied, and cleaned once daily; shall be fully mopped, windows cleaned and drivers area cleaned once weekly; and shall be fully cleaned throughout once monthly, including drivers area, dashboard, windows, ceiling, walls, seats, and all other interior areas. The interior passenger compartment of each vehicle shall be free of insects or vermin as well as noxious odors. The Contractor is prohibited from using any pest control product or application procedures that would be hazardous to the health and well being of the passengers and driver.

H. Vehicle Identification

RTA will work with the contractor to determine how to identify the buses (via signage and branding) providing this service and to produce, apply and eventually remove any logo or other materials for the buses. The service has been established as: RTA Airport Express

I. Response to Vehicle or Equipment Failure 1. The contractor shall develop and utilize a program for the rapid response to

vehicle maintenance issues. Contractor shall be expected to repair or replace any bus that is in service and that experiences a mechanical problem within thirty minutes of report of the problem. Contractors road call response plan should include a provision for the safe and prompt towing of any vehicle that cannot be repaired expeditiously in the field.

2. In the event of a vehicle breakdown, equipment failure or other service interruption, it shall be the responsibility of the contractor to arrange for alternative transportation at the contractors sole expense. Any customers on a disabled bus shall be transported to their destination within one (1) hour from breakdown. Trips not completed within this time will be treated as missed trips, and be subject to liquidated damages (see Section IV Part B).

J. Driver Expectations and Licensing

1. There shall be no smoking on board the vehicles by drivers or passengers. This policy for passengers is to be enforced by drivers.

2. Drivers shall treat all passengers in a professional and courteous manner. Drivers shall exercise patience and self-control when confronted with a disruptive or unruly passenger. In such situations the drivers responsibilities are to:

Page13of26

a. Avoid doing or saying anything that could potentially escalate the situation further. Do not provoke an argument or argue with passengers.

b. Attempt to calm the situation. c. Contact their dispatch if efforts to calm the situation fail.

3. Drivers must be sufficiently proficient in English to be able to communicate with passengers and to prepare required reports and logs.

4. Contractors employees may not have weapons in their possession or in the vehicle.

5. The drivers for this service shall hold a current CDL license issued by the State of Michigan with the proper endorsement for the type of vehicle. Drivers must be fully trained on the vehicles, including accessibility equipment. Evidence of training shall be kept in the employee record and available to RTA upon request.

6. RTA does not require that drivers be pre-screened by RTA before hire; however, RTA reserves the right to screen driver qualifications and review the contractors training procedures and performance. RTA retains the right, in consultation with the contractor, to prescribe driver-training procedures for participation in this service. Such training will be conducted in such a manner as to not disrupt the contractors normal operations.

7. The contractor shall ensure that all drivers receive a minimum of eight hours of customer service and disability awareness training prior to performing duties under this contract. RTA reserves the right to review contractors training plan for content.

8. The drivers shall have an accurate timepiece during service.

K. Driver Suitability Requirements 1. The contractor is required to obtain background checks for all their employees

that will be interacting with RTA customers. Contractors will also perform a check of a drivers criminal conviction records from a commercially available record search service for drivers operating vehicles under the contract prior to hire. The contractor will be responsible for the cost of both checks. Failure to disclose any criminal conviction to RTA will disqualify the driver and may result in termination of contract. The contractor must report to RTA any drivers operating under the contract who are arrested for public offenses during the course of their employment, including being cited for traffic violations. A driver will be disqualified from operating a vehicle under the contract for criminal misconduct if they have been convicted of any offense listed below. This list is a representation, and is not all-inclusive.

a. Operating a motor vehicle while under the influence of alcohol, a

narcotic drug, or derivatives of narcotic drugs. b. A crime involving the transportation, possession, sale or

possession for sale, or unlawful use of a narcotic drug, or derivatives of narcotic drugs.

Page14of26

c. A felony or misdemeanor involving moral turpitude. d. A felony or misdemeanor involving violence. e. Leaving the scene of a traffic accident, which resulted in personal

injury or death. f. A felony involving the use of a motor vehicle.

2. A driver is disqualified from operating a vehicle under the contract for

conduct listed below. This list is a representation, and is not all inclusive.

a. Any person determined to be a mentally disordered sex offender under Michigan law or under similar provision of law of any state.

b. Any person required to register as a sex offender under Michigan law or under similar provisions of law of any other state.

3. Drivers must have the following minimum criteria to participate in the

contract. a. Drivers with a suspended or revoked license may not provide

service under the contract. b. Drivers must not have more than eight (8) points on their driving

record.

4. Right to Request Removal - RTA reserves the right to require the removal of any Contractor employee whose performance, in RTAs determination, is unsatisfactory or unacceptable. In the event that such request is made, contractor shall be notified of the cause for the request.

L. Driver Uniforms and Appearance

1. RTA desires that drivers present a professional and uniform image. The contractor shall provide uniforms for all drivers to consist of, at a minimum: matching uniform shirt; solid-color uniform pants; and a professional-quality name badge with company name and drivers first name prominently displayed. A logo identifying the company providing, service shall be worn on the outermost garment for recognition. Drivers should wear appropriate footwear (closed heel and toe, low heel, slip resistant sole) and should not be permitted to wear any jewelry or other accessories that could interfere with the safe performance of their duties. RTA may require that a patch be worn on the drivers uniforms. Drivers must demonstrate good hygiene practices at all times. All drivers must wear clean and pressed clothes. Any driver not meeting these appearance standards shall be pulled from providing service until they are compliant.

M. Drug and Alcohol Testing Program

1. The contractor must establish, implement and maintain a drug and alcohol testing program that complies with 49 CFR Part 655, produce any documentation necessary to establish its compliance with Part 655, and permit any authorized representative of the United States Department of

Page15of26

Transportation or its operating administrations, the State Oversight Agency of Michigan, or RTA, to inspect the facilities and records associated with the implementation of the drug and alcohol testing program as required under 49 CFR Part 655 and review the testing process. The Contractor agrees further to certify annually its compliance with Part 655 before January 1st of each year and to submit the Management Information System (MIS) reports before February 15th each year to the RTA Chief Operating Officer. To certify compliance the Contractor shall use the Substance Abuse Certifications in the Annual List of Certifications and Assurances for Federal Transit Administration Grants and Cooperative Agreements, which is published annually in the Federal Register.

2. RTA shall provide technical assistance to the contractor in the establishment, implementation, and administration of the drug and alcohol-testing program. The contractor shall cooperate with RTA in developing a program that meets all legal and RTA requirements. All cost of testing and compliance of the program shall be the responsibility of the contractor.

3. A safety sensitive function means any of the following duties, when performed by the contractor or its employees, personnel, and contract or independent personnel, (herein referred to as employees).

a. Operating a revenue service vehicle, including when not in revenue

service. b. Operating a non-revenue service vehicle, when required, by a

holder of a Chauffeurs or CDL license. c. Controlling dispatch or movement of a revenue service vehicle. d. Maintaining (including repairs, overhaul and rebuilding) a revenue

service vehicle or equipment used in revenue service.

4. The following requirements are in addition to the minimum legal requirements that must be included in and practiced in the contractors program.

a. All new employees, not just safety sensitive, must be given a pre-

employment drug and alcohol test. A positive test must result in disqualification for employment.

b. Non-safety sensitive employees must receive Drug Free Awareness Training.

c. All employees must be banned from using alcohol during and four hours prior to duty.

d. Controlled substances, other than prescription drugs, must be banned. All employees must be subject to reasonable search.

e. Non safety sensitive employees may be tested for reasonable suspicion.

Page16of26

f. Pre-employment drug and alcohol testing shall be required after ninety (90) consecutive days of absence or when substances or paraphernalia are found in the workplace.

g. A DOT five (5) panel drug test must be used for pre-employment. A separate non-DOT ten (10) panel test is also recommended, though not required.

h. The employee must be terminated, or otherwise permanently removed from providing service, as a result of any positive drug test.

i. An employee must be terminated, or otherwise permanently removed from providing service, for conviction of any criminal drug statute violation.

j. An employee must be terminated, or otherwise permanently removed from providing service, for refusal to cooperate in a search.

k. Employees must have access to a voluntary drug and alcohol rehabilitation program.

l. Owners, managers, and employees of the successful proposer must follow the rules, regulations, and policies of the Airport Authority and any directions provided by Airport Authority staff, contractors, or police officers in accordance with the Regular Intercity Bus Operator Permit from the Wayne County Airport Authority (Exhibit A).

N. Staffing 1. Project Management

a. The contractor will designate a Project Manager who will be

responsible for the satisfactory operation of the aspects of the service including, personnel providing the service, and manage the programs accounts and operating records. The Project Manager will not be substituted without the approval of RTA. This individual will serve as the point of contact for communication with RTA; meet with RTA staff for contract coordination, and attend community meetings as designated by RTA.

b. The contractor must cooperate with RTA and any other agency when audits are conducted on any aspect of the service such as the Drug and Alcohol program.

c. The contractor must maintain a telephone line, other than the main customer call in line, so that RTA can use to communicate to the Contractors dispatcher on duty.

d. At least 30 days prior to commencing service, the RTA and the contractor will:

1. Meet with Airport Authority at DTW to agree on schedules and times to and from DTW to achieve the most efficient operations.

Page17of26

2. Meet with the Airport Authority at DTW to review facilities and walk through proposed operations.

e. Any change to schedules and times at DTW must be provided to the Airport Authority at least 7 days prior to implementation

2. Dispatchers

The contractor shall have a dispatcher on duty with the ability to communicate with all vehicles supplying service at all times that service is in operation.

3. Management

At all times that service is operating, the contractor shall have staff on duty capable of overseeing the operation of service, dealing with operational problems, incidents with passengers, receiving and responding to complaints, notifying RTA as required.

O. Monitoring

Monitoring is one process RTA will use to oversee and check the contractors performance to be sure that it meets the performance standards. RTA reserves the right to use any or all of the below monitoring techniques.

1. Financial Audits 2. Customer Surveys 3. U.S. DOT National Transit Database (NTD) Reports 4. Monthly Management Performance Reports 5. Random Phone Calls 6. Unannounced Visits 7. Undercover Rides 8. Vehicle/Maintenance Records 9. Monitor Radio Communications 10. Real Time Bus Location through GPS or other means

P. Distribution of Materials

1. Upon request from RTA, drivers will be required to hand out RTA supplied informational materials or surveys to passengers. Any materials distributed by the contractor must be approved in advance in writing by RTA, and, if the materials are to be distributed at DTW, must be approved in advance in writing by the Airport Authority, by completing and receiving approval through the Airport Authoritys standard distribution of literature permitting process.

2. The contractor and drivers are prohibited from engaging in oral or written solicitation for any cause or purpose while providing service. Distributing literature, other than provided or approved by RTA, is prohibited while providing service.

Q. Driver Assistance for Wheelchair Users

Page18of26

Drivers shall be proficient in the use of accessibility features including the operation of lifts or ramps, and securement devices. Drivers are required to provide assistance for wheelchair users in boarding and deboarding as well as securing and releasing the wheelchair. The driver shall provide assistance in the use of seatbelts and shoulder belts upon request.

R. Accidents and Incidents 1. Accidents

The contractor is required to report all accidents to RTA. A vehicle accident is defined as any occurrence where a vehicle comes into contact with another vehicle, object or person, causing property damage or personal injury. A passenger accident is defined as any occurrence wherein passengers onboard, boarding, or alighting from a vehicle, fall or suffer injury or potential injury as a result of the provision of service. An industrial accident is defined as any unexpected event occurring that results in damage to the vehicles, equipment, materials, or injury to a person requiring clinical treatment.

2. Service Interruption

The contractor is required to report service interruptions to RTA within 1 hour. A service interruption is defined as any unexpected event or condition that causes a disruption of normal service or the normal operation of daily activities of vehicles or routes and does not involve a vehicle collision, harm or injury to a passenger.

3. Incidents

An incident is defined as any unusual occurrence including, but not limited to disputes or disagreements between driver and passenger, passenger altercation, or disruptive behavior. Drivers shall document incidents in writing within 24 hours. RTA shall be provided with copies upon request.

4. Failure to Report

Reports of incidents and accidents must be submitted to RTA as soon as possible after they occur. If the contractor does not comply, RTA may impose sanctions as it determines to be appropriate, including but not limited to cancellation, termination or suspension of this agreement.

5. Complaints

a. A complaint shall be recorded when a customer,a representative of a customer, or a representative of the Airport Authority contacts the RTA or contractor to complain about a specific incident, and provides sufficient detail as to the date, time, and location of the complaint.

b. Complaints received by RTA shall be promptly transmitted in writing, to the contractors Project Manager. The contractor shall

Page19of26

investigate and provide the results of the investigation, corrective action taken, and a summary of follow-up communication with the complainant, in writing to RTA. The contractor shall also provide a response to the customer or representative. A written response shall be provided if requested by the customer or representative. The contractor shall provide 90% of the responses to complaints, to both RTA and the customer, in five (5) working days and the balance within ten working days. If a complaint cannot be answered in the five day window, the contractor must notify both RTA and the customer or representative that an additional five working days is needed to properly respond.

c. Complaints received by the contractor shall be investigated and the complaint and the contractors response shall be provided in writing to RTA. The contractor shall also provide a response to the customer. A written response shall be provided if requested by the customer. The contractor shall provide 90% of the responses to complaints, to both RTA and the customer, in five (5) working days and the balance within ten working days. If a complaint cannot be answered in the five day window, the contractor must notify both RTA and the customer that an additional five working days is needed to properly respond.

d. If a complaint involves a specific employee of the contractor, the name and other identifying information of the complainant shall remain confidential.

S. Emergency Response Plan

The contractor shall design and implement an Emergency Operation Plan, acceptable to RTA, designed to continue (as much as possible) uninterrupted service or the coordination of services to RTA customers. The outline of the emergency plan must be submitted to RTA within three (3) months of contract award, and the final plan shall be submitted to RTA no later than six (6) months after contract award. The plan shall include at a minimum:

1. Power Failures 2. Adverse weather conditions 3. Labor Shortages 4. Labor Strikes 5. Other potential service interruptions/disruptions

T. Safety Program

Contractors safety program shall be fully compliant with all applicable federal, state and local regulations, including but not limited to the Occupational Safety and Health Administration (OSHA).

Section IV Part A: Performance Standards

Page20of26

Services provided by the contractor shall be operated to maximize productivity and service quality for the customer. The following performance criteria shall be eligible for liquidated damages on a monthly basis, unless otherwise specified. Standards shall be evaluated at the beginning of each contract year and may be adjusted to conform to overall annual goals of RTA and/or actual results of prior years activities.

Due to the nature of the service to be rendered, the contractor and RTA agree that

it is extremely difficult to fix actual damages which may result from failure on the part of the contractor to perform any of its obligations herein and resulting in loss to RTA. Therefore, both parties agree that the service providers liability should be limited to and fixed at the sums stated herein as liquidated damages. The decision by RTA is final with respect to any assessment of liquidated damages. RTA may rely on information supplied by the contractor, by the public, by staff, or by any other means available in determining assessment of liquidated damages.

Liquidated damages will be deducted from the monthly invoice totals for the

month in which the damage was incurred. Liquidated damages will not be assessed for the below-described occurrences if they are judged to be the result of events that are outside the control of the contractor, as determined by RTA.

RTA reserves the right, at its sole discretion, to allow extenuating circumstances

to excuse the imposition of liquidated damages. The assessment of liquidated damages as provided under this contract shall in no way whatsoever relieve the contractor of its obligations to provide the services required by the terms of this contract.

Assessment of liquidated damages for any violation(s) on one or more occasion

does not constitute a waiver of RTAs right to terminate the contractor for default pursuant to the Termination of Agreement for Default clause of this contract or for any violations on any other occasions. Remedies described in this paragraph and in the Termination of Agreement for Default clause shall be, at RTAs sole discretion, cumulative and not alternative.

A. Vehicle Maintenance Standards Proper maintenance directly affects operating costs and is closely related to RTA's operating performance standards. The RTA's maintenance requirements do not refer solely to the task of performing normal preventive maintenance tasks on a specified schedule, but rather that the task is done well and that the operation of the bus and all equipment on board the bus is in fact operable and reliable when in-service. The service provider is responsible for performing the following maintenance:

a. Completing preventive maintenance inspections within the scheduled interval.

b. Completing pre-trip inspections. c. Maintaining the heating systems.

Page21of26

d. The heating systems must be fully operable. e. Maintaining the air conditioning systems. The air conditioning system

must be fully operable. f. Repairing major vehicle body damage (interior or exterior) before

operation of this service. g. Repairing minor vehicle body damage (interior or exterior) such as

scratches or damaged decals within sixty (60) days of occurrence; h. Replacing or repairing seat damage within forty-eight (48) hours of

occurrence; and, i. Repairing ADA required equipment.This equipment includes:

Public address (PA) system Destination sign Stop Request signs Passenger signal tape or button Wheelchair lift equipment Wheelchair tie-down and securement equipment; Required ADA signage and decals

j. Ensuring that all buses placed in revenue service meet safety standards. This includes the following systems:

Brakes Steering components Air conditioning Heating Emergency exits/doors/windows Two-way radios Other conditions required by Federal or State regulations

B. Operating Standards The contractor shall make every effort to cover scheduled service. The service

provider is responsible for complying with the following requirements: 1. Maintaining on-time performance within zero (0) minutes early and five (5)

minutes late of scheduled times. 2. Completing scheduled trips in their entirety. 3. Operating routes in accordance with the established routes (operating

according to the correct route, serving all designated stops). 4. Reporting service interruptions within one hour of occurrence.

C. Vehicle Cleanliness The contractor shall maintain vehicles in a clean and neat condition at all times in

accordance with Section IV, Part G.

D. ADA Compliance Service provider shall meet the ADA requirements. The service provider is

responsible for the following: 1. The use of mobility devices to board passengers;

Page22of26

2. Properly boarding passengers who are required to stand on the wheelchair lift platform to be lifted into the bus;

3. Properly securing wheelchair passengers in the wheelchair tie-down positions; 4. Making the required announcements of stops on the bus PA system;

E. Safety Requirements The service provider is responsible for complying with all of the following:

1. Reporting all passenger, industrial or vehicle accidents to RTA promptly within one (1) hour of occurrence and following up with required detailed written accident report within three (3) to five (5) days.

F. Reporting Submit required monthly reports and documentation within ten (10) working days

of the end of the month. RTA will provide format to contractor prior to beginning of service.

G. Customer Service 1. Provide initial response to customer within three (3) working days from date

of complaint receipt. 2. Complete investigation and follow-up response on customer complaints

within seven (7) working days of complaint receipt.

H. Financial Records Service provider shall establish and maintain a separate account of all project

expenditures and any other relevant financial records or documents. The service provider must conform to the FTAs Uniform System of Accounts. RTA reserves the right to Contract at any time with an independent firm to perform a financial and data collection audit of the service providers operation of RTA.

Section IV Part B: Liquidated Damages for Non-Compliance with Performance Standards

RTA expects the service provider to meet or exceed the Performance Standards specified. Consistent quality service is imperative. An incentive/bonus program that provides monetary compensation will be included in the contract for exceptional performance. Penalties will be assessed for failure to meet performance standards. The following liquidated damages may apply if these standards are not met:

A. Liquidated Damages for Operating Standards 1. A liquidated damage may be assessed at the rate of $200.00 per occurrence for

trips that depart any designated pick-up point along the route 1-minute or earlier from the time listed in the passenger schedule.

2. A liquidated damage may be assessed at the rate of $200.00 per occurrence for each late trip that departs 15 minutes after the time, but less than 30 minutes after the time listed in the passenger schedules.

Page23of26

3. Trips that are missed or depart more than 30 minutes after the time listed in the passenger schedules may be subject to a time deduction equal to the equivalent of two times actual lost revenue time and will escalate after repeated offenses. The appropriate revenue time will be deducted from the total revenue hours recorded on the monthly invoice.

4. RTA may waive liquidated damages for missed trips or late trips when circumstances exist that are beyond the Service providers control, such as passenger illness, significant traffic delays due to weather conditions or accidents, road closures and repairs causing delays or re-routings, parades or special events.

B. Liquidated Damages for Vehicle Cleanliness

For each instance in which the service provider fails to comply with vehicle cleanliness specifications, liquidated damages may be assessed at the rate of fifty dollars ($50.00) per incident and will escalate after repeated offenses.

C. Liquidated Damages for ADA Compliance For each instance in which the service provider fails to comply with the ADA requirements, liquidated damages may be assessed at the rate of two hundred dollars ($200.00) per incident and will escalate after repeated offenses.

D. Liquidated Damages for Safety Requirements Liquidated damages may be assessed at the rate of two hundred dollars ($200.00) per occurrence for failure to report an accident involving an RTA owned vehicle or bus and will escalate after repeated offenses. All accidents, whether preventable or non-preventable must be reported to the appropriate RTA staff member immediately followed by a detailed written accident report within three (3) to five (5) days.

E. Liquidated Damages for Reporting Requirements Liquidated damages in the amount of fifty dollars ($50.00) per day of delay in submitting completed required reports and documentation from the required deadline and will escalate after repeated offenses. RTA may not assess this damage if they are judged to be the result of events which are outside the control of the service provider.

F. Liquidated Damages for Customer Service 1. Liquidated damages may be assessed at the rate of fifty dollars ($50.00) per

occurrence and will escalate after repeated offenses for any complaint recorded with Customer Service in which: a. the customer's comments have not resulted in an initial response to

complaint within three (3) working days from complaint receipt b. a completed investigation and follow-up response (telephone or written)

has not been provided to the customer within seven (7) working days of the date from complaint receipt.

Page24of26

2. RTA reserves the right, at its sole discretion, to allow extenuating circumstances to excuse the imposition of liquidated damages. The assessment of liquidated damages shall in no way whatsoever relieve the contractor of its obligations to provide the services required.

G. Administrative Penalties from the Airport Authority While not imposed by the RTA, please build into your management and pricing model that the Airport Authority may assess you a $100 administrative penalty for each violation of its Permit.

Page25of26

Option#1:OptionalProposalfor

ExpressBusServicefromtheCityofAnnArbortotheCityofDetroit

The RTA has included this provision to seek proposals from qualified contractors to provide express bus service from the City of Ann Arbor to Downtown Detroit. Qualified contractors can choose to submit a proposal for both the airport express bus service and the express bus service listed below.

The RTA will use the same proposal guidelines, schedule, and selection criteria outlined

in the Airport Express Bus Service from the Detroit Metropolitan Airport to Wayne, Oakland, and Macomb Countiesto evaluate a proposal for both services.

Section I: Scope of Services City of Ann Arbor to Downtown Detroit Express Bus

The successful proposer will form a public-private partnership with RTA, sharing

the financial risks as well as benefits to provide express bus service between Washtenaw County, Wayne County and the City of Detroit. The service will operate at standard peak periods on weekdays and weekends at a 30-minute headway and at standard off-peak periods on weekdays and weekends at a 60-minute headway. Services will begin early enough in the morning to enable commute passengers to reach their work destination beginning at 7:30 AM in both directions. The last bus will be scheduled late enough in the evening to accommodate late evening workers and passengers attending cultural or entertainment events. Contractors should also include a provision for late-night service at longer headways to accommodate night-shift employees.

Service will consist of at least 1 stop in the City of Detroit, 1 stop in Wayne

County, and 1 stop in Washtenaw County. The number of stops is limited to increase the comfort and convenience of passengers and to enable buses to traverse the distance between the Counties safely within their published schedules.

The RTA does not currently have funding identified for this service and therefore

a key piece of this proposal will be an overview of funding options to support the service.

Items for contractors to recommend:

Stop destinations in the Counties based on proximity to existing transit centers or key transit hubs, large employers, existing multimodal corridors (i.e. pedestrian and bicycle facilities) and existing parking facilities (the service could have a mix of both depending on location).

Page26of26

Service options that look at different route structures, including a single route serving all destinations and multiple routes serving the destinations separately.

Concepts for integration with existing public transit service providers. Multiple funding options, including, but not limited to, public sources,

private sources, business/institutional partnerships, and service design that captures the maximum amount of projected farebox revenue.

Potential integration with Airport Service Vehicles should have front loading bicycle racks Fares should be competitive with similar commute based services across

the nation

1

DETROIT METROPOLITAN WAYNE COUNTY AIRPORT

REGULAR INTERCITY BUS OPERATOR GROUND TRANSPORTATION PERMIT TERMS AND CONDITIONS

THIS PERMIT FOR GROUND TRANSPORTATION (this Permit) is made and entered into this ___ day of ___________,20__(the Effective Date), by and between the Wayne County Airport Authority, a public body corporate, with principal offices located at Detroit Metropolitan Wayne County Airport, L.C. Smith Building Mezzanine, Detroit, Michigan 48242 (the Airport Authority), and [OPERATOR], a [STATE OF DOMICILE/TYPE OF ENTITY], with offices located at (the Permittee). WHEREAS, pursuant tothe Michigan Public Airport Authority Act, Public Act 90 of 2002 (PA 90), which created the Airport Authority, the Airport Authority has exclusive operational jurisdiction of the Detroit Metropolitan Wayne County Airport, located in Romulus, Michigan (the Airport), and the authority to lease premises and facilities at the Airport and grant rights and privileges with respect thereto; WHEREAS, PA 90 gives the Airport Authority certain enumerated duties and powers including:

1. [T]he power and duty of planning, promoting, extending, maintaining, acquiring, purchasing, constructing, improving, repairing, enlarging, and operating all airports and airport facilities under the operational jurisdiction of or owned by the authority. MCL 259.116(1)(c);

2. The development of all aspects of the airport facilities, including, (i) [t]he location of terminals, hangars, aids to air aviation, parking lots and structures, cargo facilities, and all other facilities and services necessary to serve passengers and other customers at the airport; (ii) [s]treet and highway access and egress with the objective of minimizing, to the extent practicable, traffic congestion on access routes in the vicinity of the airport. MCL 259.116(1)(i);

WHEREAS, in order to meet these, and other, obligations, PA 90 gives the Airport

Authority the authority to adopt and enforce rules, regulations, and ordinances as follows:

1. An authority may adopt and enforce in a court of competent jurisdiction of this state reasonable rules, regulations, and ordinances for the orderly, safe, efficient, and sanitary operation and use of airport facilitiesunder its operational jurisdiction. The authority may establish civil and criminal penalties for the violation of rules, regulations and ordinances authorized under this subdivision to the same extent as the local government that owns the airport. MCL 259.116(1)(m).

2. [A]n authority may appoint and vest with police powers airport law enforcement officers, guards, or police officers under this

2

chapter. The law enforcement officers, guards, or police officers of the authority shall have the full police powers and the authority of peace officers within the areas over which the authority has operational jurisdiction, including, but not limited to, the prevention and detection of crime, the power to investigate and enforce the laws of this state, rules, regulations, and ordinances issued by the authority, and, to the extent permitted or required by federal law and regulations, requirements of federal law and regulations governing airport security. The officers may issue summons, make arrests, and initiate criminal proceedings. MCL 259.116(1)(p);

WHEREAS, the Airport Authority has received federal funds under the Airport

Improvement Program (AIP) of the Federal Aviation Administration (FAA), and as a result of accepting these federal grant funds, the Airport Authority is obligated to comply with certain federal grant assurances, including Grant Assurance Number 36, Access by Intercity Buses, which reads as follows:

The airport owner or operator will permit, to the maximum extent practicable, intercity buses or other modes of transportation to have access to the airport; however, it has no obligation to fund special facilities for intercity buses or for other modes of transportation;

WHEREAS, the access that the Airport Authority must grant to intercity buses is not

absolute access, but instead conditional access, and the FAA, on March 12, 2008, provided a letter opinion to the Airport Authority and the American Bus Association, Inc. which, among other things, acknowledged that the Airport Authority may charge a vehicle access fee to intercity accessing the Airport;

WHEREAS, in enacting 49 U.S.C. 47107(a)(20), which requires the FAA to impose

Grant Assurance Number 36, the United States Congress stated its intent that:

This section is not intended to preempt or disturb any state or local laws, or airport ordinances regulating intercity or other modes of transportation This section is not intended to limit an airports authority to charge fees to bus companies or other modes of transportation, require contractual arrangements, or impose obligations for access to the airport (H.R. Conf. Rep. 104-848, at 87 (1996). Emphasis added.);

WHEREAS, this Permit constitutes a contractual arrangement and impose[s]

obligations for access to the [A]irport, and is precisely the type of document that the United States Congress expressly stated its intent not to preempt or disturb;

WHEREAS, the Airport Authority welcomes responsible and safe transportation

providers, regardless of mode, as a matter of customer service, and, moreover, the Airport Authority remains steadfast in its support of public transportation, providing public entities that operate transportation serviceaccess to the Airport free of the industry-standard fees borne by other airport transportation partners, such as taxis, luxury sedans, shuttle buses, and charter buses;

3

WHEREAS, the Permittee (a) is a provider whether directly, or through or as a

contractor of regular bus service between the Airport and an offsite location on a regular basis, which undertakes, or the Airport Authority believes is likely toundertake, 30or more trips to or from the Airport in a given year, and therefore puts a greater strain on the ground transportation operations and infrastructure at the Airport than irregular service, (b) desires to provideits bus serviceat the Airport (Bus Services), and (c) requests that the Airport Authority grant this Permit to allow the Permittee access to the Airport in order to provide its bus service at the Airport; and

WHEREAS, the Airport Authority seeks to grant this Permit to the Permittee for such

purpose subject to the terms and conditions contained below. NOW, THEREFORE, for and in consideration of the premises and mutual undertakings of the parties hereto, it is agreed as follows: 1. Airport Authority Policies Govern

This Agreement is subject in all respects lo the terms and conditions of (a) the Airport Authoritys Airport Ordinance, (b) the Airport Authoritys various ground transportation rules and regulations, and (c) all other applicable ordinances and rules and regulations of the Airport Authority, each as in effect on the date of this Permit, and as each may be amended or modified from time to time(together, the Policies). 2. Grant of Permit The Airport Authority hereby grants to the Permittee, and the Permittee hereby accepts, the non-exclusive opportunity to operatethe Bus Service at the Airport to andfrom an off-Airport location for the convenience of the traveling public. This Permit is nonexclusive and shall not be construed to restrict the Airport Authority from contracting for or permitting other uses of the Airport facilities by providers of Bus Services or others doing business at the Airport.Further, this Permit does not authorize the Permittee to provide any other goods or conduct any other services for Airport customers that would require access to the Airport. 3. Regardingthe Bus Services

A. The Bus Services will be provided by vehicles with a passenger capacity of 16 or greater.

B. Bus drivers and other employees or agents of the Permittee shall at all times comply with any lawful direction or order from a policeofficer or Authority representative when that officer or representative is guiding, directing,controlling or regulating traffic on the Airport roads, ramps, service drives, parking areas,public and private driveways, or other areas of the Airport.

C. Bus drivers and other employees or agents of the Permittee shall not fail or refuse to comply with any traffic light, sign, mechanical orelectrical signal, or pavement marking unless directed otherwise by a police officer orAuthority representative.

D. The Permittee may regularly drop off and pick up passengers in the Ground Transportation Centers (individually a GTC, and collectively the GTCs) at the Airports

4

McNamara and North Terminals in the location or locations so designated by the Airport Authority from time-to-time. As of the Effective Date, the designated pick up and drop off locations for the Permittee is set forth in Exhibit A. However, and notwithstanding the above, when the Airport Authority and its ground transportation professionals determine that the Permittee shall drop off at any other location because of congestion concerns, safety issues, or any other reason, the Airport Authority and its representatives shall have the right, without prior notice, to direct the Permittee to drop off or pick up passengers, or both, at any location or locations at the Airport which it deems appropriate; however, the Airport Authority shall endeavor to provide the Permittee with a 30-day written notice of such a relocation or, if such notice cannot be given at least 30 days prior, as soon as is reasonably possible.

E. The Permittee, and any entity that has shared management or ownership with the Permittee, may not, at any time, have more than one bus in either the McNamara Terminal or North Terminal GTC at any given time, without the express written consent of the Airport Authority, and must hold any bus beyond its first at the staging area or areas designated by the Airport Authority until its first bus has exited the appropriate GTC.

F. The Permittee may only actively load and unload passengers in the GTC, and may not allow its buses to dwell in the GTC while not actively loading and unloading passengers.

G. If the Bus Services are scheduled, a bus may not enter the GTC more than 3 minutes prior of its scheduled pick up or drop off time.

H. The Permittee shall work cooperatively with the Airport Authority with respect to schedules in order to proactively manage and prevent potential congestion. If the Airport Authority determines, in its sole and absolute discretion, that a congested condition exists in aGTC, the Airport Authority may designate pick up and drop off times forthe Permittee and any and all other holders of a Regular Intercity Bus Operator Permit such as this Permit. When doing so, the Airport Authority shall give the Permittee written notice of any such change and allow the Permittee 7 calendar days to provide an alternative proposal to the schedule changes. Regardless of whether the Airport Authority accepts or rejects the Permittees alternative proposal, the Permittee shall have 14 days from the Airport Authoritys response to its proposal to implement the schedule changes.

I. The Permittee acknowledges that the Airport is not a bus depot, but rather a bus stop, and that its bus schedules and times shall be staggered to ensure the least congestion at the GTCs, and be structured in a manner that allows no more than one bus to be at a DTW GTC at any given time.

J. The Permittee shall ensure that a bus stops not more than once at DTW at either DTW GTC to pick up and drop off its passengers for example, a bus may not drop off at one GTC, then drop off at the other GTC, and only then pick up passengers, as such an approach increases the number of times a bus occupying a bus stop in a GTC.

K. The Permittee shall provide the Airport Authority any change to bus schedules and times Authority at least 7 days prior to implementation, and receive written Airport Authority approval for the same in order to implement any such change.

5

L. If the Permittee is beginning new service, or adding service on a non-temporary basis,

then at least 30 days prior to doing so, the Permittee shall:

a. Meet with Airport Authority at the Airport to agree on schedules and times to and from DTW to achieve the most efficient bus operations. Further, the Permittee shall stagger schedules and times to ensure the least congestion at the GTCs, and be structured in a manner that allows no more than one bus to be at a GTC at any given time.

b. Meet with the Airport Authority at the Airport to review facilities and walk through proposed operations.

c. Acquire written approval from the Airport Authority for the new or additional bus

service. 4. Term

A. The term of this Permit shall be for a period of one year, commencing on the Effective Date. The Airport Authority, through its Chief Executive Officer, may, at its sole option, extend the Permit for additional one-year periods, by providing written notice from the Chief Executive Officer to the Permittee, and such extension may be granted by the Chief Executive Officer after the expiration of this Permit.

B. The Airport Authority may terminate this Permit at any timeand for any reason, by

providing 30 days prior written notice to the Permittee. However, the Airport Authority may terminate this Permit without prior notice to the Permittee if the Permittee fails to comply with the terms of this Permitat any time. Any such termination shall be without forfeiture, waiver or release of the Airport Authority's rights to any sum due or to become due under the provisions of this Permit.

C. The Permittee may terminate this Permit at any time, and for any reason, by providing prior written notice to the Airport Authority but, in doing so, acknowledges that it may not provide Bus Services to the Airport until it has signed and is party to a new permit such as this Permit.

5. Fees

A. The Permittee shall pay the Airport Authoritys standard departure feeof $30 for each departure from the Airport. If the Airport Authority changes this vehicle access fee, the Permittee shall pay the then-current vehicle access fee for each departure from the Airport.

B. The Permittee shall pre-purchase vehicle access fee coupons in accordance with the policies then in effect at the Airport.

C. The Permittee shall be exempt from payingthe access fee set forth above if it is a Public Transit provider. The determination of whether the Permittee is a Public Transit provider shall be made in the sole and absolute discretion of the Airport Authority, but the Airport Authority will consider the following non-exhaustive list of factors in determining whether the Permittee is providing Public Transit services:

6

a. Whether a majority (or in the absence of a majority, a plurality) of the financial

benefit of increased ridership or farebox revenue, or the financial detriment of decreased ridership or farebox revenue, accrues to a municipal corporation or an entity that is tax-exempt under section 501(c)(3) of the United States Internal Revenue Code (the Code);

b. Whether the Permittee is a municipal corporation or an entity that is tax-exempt under section 501(c)(3) of the Code;

c. Whether the buses used to provide the Bus Services are titled in the name of a municipal corporation or an entity that is tax-exempt under Section 501(c)(3) of the Code;

d. Whether the buses are operated by employees of a municipal corporation or

an entity that is tax-exempt under Section 501(c)(3) of the Code; and

e. Whether the buses contain advertisements, trade dress, or other markings of an entity that is not a municipal corporation or an entity that is tax-exempt under Section 501(c)(3) of the Code, except for those of the vehicle manufacturer.

Notwithstanding the above, if the Permittee is a Public Transit provider, each bus used for service under this Permit shall display the name and logo of the Permittee in a permanent manner, such as with a painted on decal or a wrap, and if the Permittee or an operator acting on its behalf uses a bus that is branded or co-branded with a private, for-profit entity, that bus will be subject to the Airport Authoritys then-standard departure fee.

D. The Airport Authority may, but is not required to, charge the Permittee with a $100

administrative penalty for each violation of this Permit.

E. All sums payable by the Permittee to the Airport Authority under this Permit must be made payable to the Wayne County Airport Authority and submitted at:

Wayne County Airport Authority Detroit Metropolitan Wayne County Airport L. C. Smith Building, Mezzanine Level Detroit, Michigan 48242 Attention: Airport Finance

or at such other place, or via such method such as wire or automated clearinghouse payment as directed by the Chief Executive Officer or his authorized representative. All sums must in legal tender of the United States of America. Any check the Permittee provides to the Airport Authority subject to collection, and the Permittee shall pay any charges, fees or costs incurred by the Airport Authority for such collection, including reasonable attorneys fees.

6. Records; Airport Authoritys Right to Audit

7

The Permittee shall maintain and make available for inspection by the Airport Authority, upon reasonable demand such books and records as would be necessary or helpful to an independent certified, public accountant performing an audit pursuant to Generally Accepted Accounting Standards of the Permittees compliance with and the fees and penalties payable under this Permit.

In addition to generally maintaining books and records, and specifically with respect to

the fees or penalties payable under this Permit, the Permittee shall at all times use accounting equipment, devices and forms as are reasonably necessary to record properly, accurately and completely the number ofpick-ups conducted at the Airport by the Permittee or its agent(s). Such books and records may be kept on paper or electronically, but must accurately reflect all fees owed by and pick-ups conducted by the Permittee and its agent(s) at the Airport. The Airport Authority shall have the right, upon reasonable notice to the Permittee to cause an audit to be made of the Permittees books and records relating to the Permittees activity at the Airport, in order to determine whether the Permittee has complied with this Permit, the correctness of the fees paid by the Permittee, or both. The Airport Authoritys inspection and audit rights under this Permit shall survive the expiration, revocation or suspension of this Permit for a period of five years. The Permittees failure to keep a general ledger or similar documentation, or other books of accounts, and other records, financial statements and documentation and make them available for inspection by the Airport Authority is a breach of this Permit and cause for termination of this Permit. The Airport Authority shall have an absolute right to audit the aforementioned books and records, and the Permittee shall, at its expense, make available to the Airport Authority, or its authorized representative, at any time, Monday through Friday, inclusive, between the hours of 8:00 a.m. and 4:00 p.m. Monday through Friday, at the Airport Authoritys office, or electronically, all records, books or pertinent information as may be required for audit purposes. 7. Facilities to Be Provided By the Airport Authority The Airport Authority shall provide pick-up locations within the GTCs at the Airports McNamara and North Terminals,or in another location or set of locations, within the sole and absolute discretion of the Airport Authoritys Chief Executive Officer, or his or her designee, which locations may be changed from time to time by the Airport Authority. The Airport Authority shall ensure that these locations are compliant with the Americans with Disabilities Act, 42 U.S.C. 12101, as the same may be amended from time to time. 8. Assignment, Transfer, Subcontracts, Subcontracting By the Permittee The Permittee shall not transfer, assign, pledge, subcontract, or otherwise encumber this Permit or any rights or obligations hereunder, or allow same to be assigned by operation of law or otherwise (any such action being referred to as an assignment) without the prior written consent of the Airport Authoritys Chief Executive Officer, which consent may be conditioned upon such additional terms and conditions as may be imposed in the discretion of the Airport Authority. Consent by the Airport Authority to one or more assignments of this Permit shall not operate to exhaust the Airport Authoritys rights under this Section. 9. Indemnification

8

If the Permittee is neither a municipal corporation nor an entity composed solely of municipal corporations, the Permittee shall indemnify, hold harmless, and upon the Airport Authoritys request, defend the Airport Authority, its Chief Executive Officer, Airport Authority Board members, officers, employees, agents, and representatives from and against all lawsuits, claims, liability, damages, losses, costs, expenses, and judgments of any nature whatsoever including, but not limited to, those for personal injuries, including death, or property damage, including theft or loss, arising or alleged to arise, either directly or indirectly, (a) out of or in connection with the Permittees operations under this Permit; or (b) out of or in connection with the acts or omissions of the Permittee, its officers, employees, agents, representatives, contractors, guests, or other invitees where such acts or omissions occur at the Airport, or elsewhere when resulting from the Permittees operations under this Permit.

10. Insurance The Permittee, at its own expense and in its own name, and in the names of the Airport Authority and the County of Wayne, Michigan, as additional insureds, shall maintain and pay the premiums of the following described policies of insurance in not less than the following limits, which shall cover its operation hereunder and shall be effective during the entire term of this Permit, which must be approved by the Airport Authority, and written by a company or companies that are licensed to conduct business in the State of Michigan:

[Insurance requirements will be set by the Airport Authoritys Risk Management Department on a case-by-case basis based on the public, non-profit, or for-profit status of the Permittee, the type and frequency of service, and other factors].

The foregoing notwithstanding, the Permittee agrees as a material provision of this Permit that if from time to time the Permittee actually maintains limits or insurance coverage amounts greater than those specified above, then the actual limits and coverage amounts so maintained by the Permittee shall be substituted for the limits and amounts above and shall be deemed to be, and shall constitute, for all contractual and other legal purposes, the limits and amounts required by this Permit.

At the time this Permit is returned to the Airport Authority for execution, and no less than thirty days in advance of the expiration date of any expiring policies, the Permittee must deliver to the Airport Authoritys Risk Management Department, either a certified copy of each insurance policy required hereunder, or a certificate of insurance as evidence of compliance with this section; provided, however, that the Permittee will, within thirty calendar days following a written request from the Airport Authority, replace any insurance certificate with a certified copy of each insurance policy. If at any time, any of the policies become unsatisfactory to the Airport Authority as to form or substance, or if the companies issuing such policies become unsatisfactory to the Airport Authority, the Permittee shall promptly obtain new and satisfactory policies in replacement.

Compliance with this Section is a continuing condition of the Permittees enjoyment of the privileges granted under this Permit. In the event the Permittee fails to maintain and keep in force insurance as hereinabove required, the Permittee shall immediately cease all operations under this Permit until such failure is completely remedied. The Airport Authority may waive the insurance requirements set forth above if the Permittee is exempt from paying the vehicle access fee under Section 5(C) of this Permit.

9

11. Waiver of Subrogation The Permittee waives any rights of subrogation for personal injury or property damage

against the Airport Authority, its employees and agents arising from this Permit. In the event of any payment by any insurer of the Permittee, such insurer will not be subrogated to any of the Permittees rights of recovery against the Airport Authority, its employees and agents. The Permittee shall not execute, nor deliver any instruments or other documents, nor take any other action to secure any such rights for the Permittees insurer(s) against the Airport Authority, its employees and agents. In addition, the Permittee waives any rights of recovery it may have against the Airport Authority, its employees and agents for insured losses occurring to any property insured by the Permittee in accordance with this Permit. 12. Permittees Failure to Perform If the Airport Authority elects to pay any sum or incurs any obligations or expense by reason of the failure, neglect or refusal of the Permittee to perform or fulfill any one or more of the provisions of this Permit, the Permittee shall pay to the Airport Authority promptly the sum or sums so paid by the Airport Authority or the obligations or expenses so incurred. 13. Signs and Advertising The Permittee may not erect or display any signs, posters or advertising devices at the Airport without the prior written approval of the Airport Authoritys Chief Executive Officer, or his or her designee. This requirement is supplemental to the signage provisions of the Airport Ordinance. 14. Airport Authoritys Right to Repair

Any provisions in this Permit to the contrary notwithstanding, the Airport Authority has the absolute right to make any repairs, alterations and additions to any building or the Airport as a whole or to any part thereof, free from any and all liability to the Permittee, including but not limited to that which is due to loss of business or consequential damages of any nature whatsoever to the Permittee caused during the making of such repairs, alterations or additions. 15. Federal Government Considerations This Permit shall be subordinate to the provisions of any existing or future agreements between the Airport Authority and the United States of America relative to the operation and maintenance of the Airport, the execution of which has been or may be required as a condition precedent to the expenditure of federal funds for the development of the Airport. Further, all provisions of this Permit shall be subordinate to the right of the United States of America to lease or otherwise assume control of the Airport, or any part thereof, during the time of way and national emergency for military or naval use and any provisions of this Permit inconsistent with the provisions of any other lease or grant to the United States of America shall be suspended thereby. 16. Applicable Laws

10

This Permit is subject to, and the Permittee shall at all times comply with, any and all applicable laws and regulations of any governmental units having lawful jurisdiction at the Airport, including but not limited to the United States of America and the State of Michigan. 17. Taxes The Permittee agrees to pay all taxes lawfully assessed against the furnishings and equipment provided by it, the space occupied by it, and upon the conduct of its operations hereunder; provided, however, the Permittee shall not be deemed to be in default of its obligations hereunder for failure to pay such taxes, pending any legal proceeding instituted to determine the validity of such taxes. 18. Waiver of Default No waiver by the Airport Authority of any default or breach of any term, condition, or covenant of this Permit shall be deemed to be a waiver of any subsequent default or breach of the same or any other term, condition, or covenant contained herein. 19. Force Majeure The parties to this Permit shall not be requi