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HomeMy WebLinkAboutR-2026-071 Authorizing Piggyback on Omnia for PaybyPhone RESOLUTION NO. 2026-071 A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA, AUTHORIZING THE PROPER CITY OFFICIALS TO EXECUTE A PIGGYBACK AGREEMENT UTILIZING THE OMNIA PARTNERS SOFTWARE & SAAS SOLUTIONS COOPERATIVE CONTRACT #159596 FOR PAY-BY-PHONE PARKING PAYMENT SERVICES WITH PAYBYPHONE US, INC.; AUTHORIZING EXPENDITURES IN EXCESS OF THE CITY’S PURCHASING THRESHOLD OF $50,000.00; PROVIDING FOR CONFLICTS; FURTHER, PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Dania Beach utilizes mobile parking payment services in support of municipal parking operations, parking enforcement, and related revenue collection activities; and WHEREAS, the City Commission finds that parking payment services are essential public operations and that uninterrupted parking payment processing services are necessary for the continued operation of public parking facilities, parking enforcement activities, revenue collection, and customer convenience within the City; and WHEREAS, the City Commission further finds that interruption of such services would materially impact municipal parking operations, parking enforcement, revenue collection, and public convenience; and WHEREAS, such services have been continuously provided and utilized by the City in connection with municipal parking operations; and WHEREAS, staff has identified the OMNIA Partners Software & SaaS Solutions cooperative contract #159596 as an available cooperative purchasing vehicle for PayByPhone parking payment services, with a current term of October 1, 2025 through September 30, 2028, with options to renew through September 30, 2030, a copy of which agreement is attached as Exhibit “A” and incorporated into this Resolution by this reference; and WHEREAS, the City Commission further finds that utilization of the OMNIA cooperative purchasing contract and related piggyback or implementing agreement is administratively efficient, cost effective, and in the best interests of the City, and avoids disruption to existing municipal parking operations and related public services; and WHEREAS, the City Commission further finds that utilization of the cooperative purchasing agreement provides an efficient procurement method for continued parking payment services moving forward; and 2 RESOLUTION #2026-071 WHEREAS, the City Commission further finds that such services support efficient public access to municipal parking facilities and related public services throughout the City; and WHEREAS, the City Commission further finds that the pricing, services, and operational structure associated with the cooperative purchasing agreement are fair and reasonable and serve a valid municipal public purpose; and WHEREAS, expenditures associated with such services are anticipated to exceed the annual vendor threshold amount of Fifty Thousand Dollars ($50,000.00), thereby requiring City Commission approval pursuant to the City’s purchasing requirements; and WHEREAS, the proposed action is intended to ensure procurement compliance moving forward while maintaining continuity of essential municipal parking operations and related services; and WHEREAS, the City Commission finds that the cooperative purchasing method authorized herein satisfies the City’s procurement requirements and is in the best interests of the City; and WHEREAS, the City Commission desires to authorize the continued procurement of such services and authorize the City Manager to execute any necessary piggyback agreements, implementing agreements, participation documents, amendments, renewals, or related procurement documents associated with OMNIA Partners Software & SaaS Solutions contract #159596, subject to review and approval by the City Attorney as to form and legal sufficiency and subject to available appropriations and applicable procurement requirements. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF DANIA BEACH, FLORIDA: Section 1. That the foregoing “Whereas” clauses are ratified and confirmed and incorporated herein by this reference. Section 2. That the City Commission hereby authorizes utilization of the OMNIA Partners Software & SaaS Solutions cooperative contract #159596 for PayByPhone parking payment services with PayByPhone US, Inc., including the execution of a Piggyback Agreement which is attached as Exhibit “A”. Section 3. That the City Manager and City Attorney are authorized to make minor revisions to the agreement/grant which are deemed necessary and proper, and is in the best 3 RESOLUTION #2026-071 interest of the City and to execute extensions that do not materially alter costs or scope of the agreement. Section 4. That the City Commission hereby authorizes expenditures associated with such services in excess of the annual vendor threshold amount of Fifty Thousand Dollars ($50,000.00), subject to budgetary appropriation and applicable fiscal controls. Section 5. That the City Manager is hereby authorized to execute any implementing agreements, piggyback agreements, participation documents, amendments, renewals, and related procurement documents associated with OMNIA Partners Software & SaaS Solutions contract #159596, subject to review and approval by the City Attorney as to form and legal sufficiency, subject to available appropriations, and subject to applicable procurement requirements. Section 6. That the Community Development Department purchases from PayByPhone US, Inc. shall be subject to and made from available funds in the City’s Ocean Park Fund, Account No. 415-45-02-545-34-10, in accordance with the City of Dania Beach Purchasing Policy. Section 7. That all resolutions or parts of resolutions in conflict herewith are repealed to the extent of such conflict. Section8. That this Resolution shall be effective 10 days after passage. PASSED AND ADOPTED on May 26, 2026. Motion by Commissioner Lewellen, second by Commissioner Rimoli. FINAL VOTE ON ADOPTION: Unanimous X Yes No Commissioner Lori Lewellen ____ ____ Commissioner Luis Rimoli ____ ____ Commissioner Archibald J. Ryan IV ____ ____ Vice Mayor Marco Salvino ____ ____ Mayor Joyce L. Davis ____ ____ SIGNATURES ON THE FOLLOWING PAGE 4 RESOLUTION #2026-071 ATTEST: ELORA RIERA, MMC JOYCE L. DAVIS CITY CLERK MAYOR APPROVED AS TO FORM AND CORRECTNESS: EVE A. BOUTSIS CITY ATTORNEY 1 PIGGYBACK / IMPLEMENTING AGREEMENT OMNIA Partners Software & SaaS Solutions Contract #159596 THIS PIGGYBACK / IMPLEMENTING AGREEMENT (the “Agreement”) is made and entered into as of __________________, 2026 (the “Effective Date”), by and between the CITY OF DANIA BEACH, a Florida municipal corporation (the “City”), and PAYBYPHONE US, INC., a Delaware corporation authorized to do business in the State of Florida (the “Contractor”). RECITALS WHEREAS, OMNIA Partners Public Sector competitively solicited and awarded Software & SaaS Solutions Contract #159596 (the “Master Contract”) for software and software-as-a- service solutions following a formal competitive procurement process; and WHEREAS, the Master Contract permits participating public agencies to utilize the contract on a cooperative purchasing basis; and WHEREAS, the City desires to procure PayByPhone parking payment services and related software services from Contractor under the terms, conditions, pricing, and scope established in the Master Contract; and WHEREAS, the City Commission has authorized utilization of the OMNIA Partners Software & SaaS Solutions Contract #159596 pursuant to applicable procurement requirements; and WHEREAS, the parties desire to enter into this Agreement to establish the City-specific administrative, legal, and statutory terms governing the City’s utilization of the Master Contract. NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the parties agree as follows: ARTICLE 1 INCORPORATION OF MASTER CONTRACT 1.1 Incorporation by Reference. The OMNIA Partners Software & SaaS Solutions Contract #159596, including all exhibits, attachments, pricing schedules, amendments, and related contract documents (collectively, the “Master Contract Documents”), are hereby incorporated by reference and made a part of this Agreement as if fully set forth herein. 2 1.2 Order of Precedence. In the event of a conflict between this Agreement and the Master Contract Documents, this Agreement shall control with respect to City-specific legal, statutory, and administrative requirements. The Master Contract Documents shall control with respect to scope, pricing, and substantive operational terms unless expressly modified herein. ARTICLE 2 SCOPE OF SERVICES 2.1 Services. Contractor shall provide mobile parking payment services, software, software-as-a-service solutions, payment processing services, and related support services to the City in accordance with the scope, specifications, pricing, and terms set forth in the Master Contract Documents. 2.2 No Expansion of Scope. This Agreement shall not expand the scope of services, products, or pricing authorized under the Master Contract Documents. ARTICLE 3 TERM 3.1 Term. The term of this Agreement shall commence on the Effective Date and shall run concurrent with the remaining term of the Master Contract, currently through September 30, 2028, including any renewals or extensions permitted under the Master Contract through September 30, 2030, unless earlier terminated in accordance with this Agreement. ARTICLE 4 COMPENSATION 4.1 Pricing. Pricing shall be in accordance with the pricing and fee structure set forth in the Master Contract Documents. 4.2 No Minimum Purchase. The City makes no representation or guarantee as to the volume of transactions or services to be utilized under this Agreement. 4.3 Fiscal Year Funding. The City’s performance and obligations under this Agreement are contingent upon annual appropriation of funds by the City Commission. 3 ARTICLE 5 PAYMENT 5.1 Invoicing. Contractor shall invoice the City in accordance with the invoicing procedures set forth in the Master Contract Documents. 5.2 Prompt Payment. Payments shall be made in accordance with the Florida Prompt Payment Act, Part VII of Chapter 218, Florida Statutes. ARTICLE 6 INSURANCE 6.1 Insurance Requirements. Contractor shall maintain the insurance coverages required under the Master Contract Documents throughout the term of this Agreement and shall provide certificates of insurance upon request. 6.2 Additional Insured. The City of Dania Beach, its officers, officials, employees, and agents shall be named as additional insureds where required by the Master Contract Documents. ARTICLE 7 INDEMNIFICATION 7.1 Indemnification. To the fullest extent permitted by law, Contractor shall indemnify and hold harmless the City, its officers, officials, employees, and agents from and against claims, damages, losses, liabilities, and expenses arising out of Contractor’s negligent acts, errors, omissions, misconduct, or violation of law in connection with Contractor’s performance under this Agreement. Nothing herein shall be construed as requiring the City to indemnify Contractor or as a waiver of the City’s sovereign immunity under Section 768.28, Florida Statutes. ARTICLE 8 PUBLIC RECORDS 8.1 Public Records Compliance. Contractor acknowledges and agrees that it is subject to the public records requirements of Chapter 119, Florida Statutes. 4 IF THE CONTRACTOR HAS QUESTIONS REGARDING THE APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE CONTRACTOR’S DUTY TO PROVIDE PUBLIC RECORDS RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN OF PUBLIC RECORDS AT: City Clerk City of Dania Beach 100 West Dania Beach Boulevard Dania Beach, Florida 33004 954-924-6800 cityclerk@daniabeachfl.gov Contractor shall: (a) Keep and maintain public records required by the City to perform the services. (b) Upon request from the City’s custodian of public records, provide the City with a copy of the requested records or allow the records to be inspected or copied within a reasonable time at a cost that does not exceed the cost provided in Chapter 119, Florida Statutes. (c) Ensure that public records exempt or confidential from disclosure requirements are not disclosed except as authorized by law. (d) Upon completion of this Agreement, transfer to the City all public records in possession of Contractor or keep and maintain public records required by the City to perform the services. ARTICLE 9 DATA SECURITY AND CONFIDENTIALITY 9.1 Compliance with Law. Contractor shall comply with all applicable federal, state, and local laws relating to data privacy, cybersecurity, and protection of confidential information. 9.2 Security Incidents. Contractor shall promptly notify the City of any actual or suspected data breach, cybersecurity incident, or unauthorized access involving City data. ARTICLE 10 SOVEREIGN IMMUNITY 10.1 Sovereign Immunity. Nothing in this Agreement shall be deemed a waiver of the City’s sovereign immunity or limits of liability beyond those set forth in Section 768.28, Florida Statutes. 5 ARTICLE 11 GOVERNING LAW AND VENUE 11.1 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Florida. 11.2 Venue. Venue for any action arising out of this Agreement shall lie exclusively in Broward County, Florida. ARTICLE 12 NO UNILATERAL MODIFICATIONS 12.1 Amendments. No amendment, modification, click-through term, online term update, electronic notice, website posting, or unilateral policy revision by Contractor shall modify or supersede the terms of this Agreement unless expressly approved in writing by the City. ARTICLE 13 TERMINATION 13.1 Termination for Convenience. The City may terminate this Agreement for convenience upon thirty (30) days written notice. 13.2 Termination for Cause. The City may terminate this Agreement immediately for cause upon written notice. ARTICLE 14 NOTICES 14.1 Notices. All notices required under this Agreement shall be in writing and delivered by certified mail, return receipt requested, recognized overnight courier, or email with confirmation of receipt. For the City: Candido Sosa-Cruz, ICMA-CM, City Manager City of Dania Beach 100 W. Dania Beach Boulevard Dania Beach, Florida 33004 With a Copy to: Eve A. Boutsis, City Attorney City of Dania Beach 100 W. Dania Beach Boulevard Dania Beach, Florida 33004 6 For the Contractor: PayByPhone US, Inc. 48 Wall Street, Suite 1100 New York, New York 10005 ARTICLE 15 ENTIRE AGREEMENT 15.1 Entire Agreement. This Agreement, together with the Master Contract Documents, constitutes the entire agreement between the parties. ARTICLE 16 COUNTERPARTS 16.1 Counterparts. This Agreement may be executed in counterparts, each of which shall be deemed an original. SIGNATURES ON THE FOLLOWING PAGES 7 IN WITNESS OF THE FOREGOING, the parties have set their hand and seal the day and year first written above. CITY: ATTEST: CITY OF DANIA BEACH, FLORIDA a Florida Municipal Corporation ELORA RIERA, MMC JOYCE L. DAVIS CITY CLERK MAYOR APPROVED AS TO LEGAL FORM: CANDIDO SOSA-CRUZ, ICMA-CM CITY MANAGER EVE A. BOUTSIS CITY ATTORNEY 8 CONTRACTOR: PaybyPhone US Inc., a Delaware corporation WITNESSES: Signature Signature PRINT Name PRINT Name Signature Title PRINT Name Date STATE OF COUNTY OF The foregoing instrument was acknowledged before me by means of ☐ physical presence or ☐ online notarization, on ________________, 2026, by ____________________ as ___________________ of PaybyPhone US Inc., a Delaware corporation, on behalf of the company. He/she is personally known to me or has produced ____________________________ as identification. NOTARY PUBLIC State of My commission expires: Region 14 Education Service Center Contract # 159596 for Software & SaaS Solutions with PaybyPhone Effective: October 1, 2025 The following documents comprise the executed contract effective: October 1, 2025 I.Region 14 ESC Terms & Conditions II.Vendor Contract and Signature Form III.Supplier’s Response to RFP, incorporated by reference Version April 10, 2024 IV. Region 14 – TERMS AND CONDITIONS Assignment. Supplier may not assign its rights or obligations under this contract without the prior written permission of Region 14 ESC. Region 14 ESC will not unreasonably withhold approval for a requested assignment. Audit Rights. Supplier shall, at its sole expense, maintain appropriate due diligence of all purchases made by Region 14 ESC and any entity that utilizes this contract. Region 14 ESC reserves the right to audit the accounting for a period of four (4) years from the time such purchases are made. This audit right shall survive termination of this Agreement for a period of one (1) year from the effective date of termination. Region 14 ESC shall have the authority to conduct random audits of supplier’s pricing at Region 14 ESC's sole cost and expense. Notwithstanding the foregoing, in the event that Region 14 ESC is made aware of any pricing being offered that is materially inconsistent with the pricing under this agreement, Region 14 ESC shall have the ability to conduct an extensive audit of supplier’s pricing at supplier’s sole cost and expense. Region 14 ESC may conduct the audit internally or may engage a third-party auditing firm. In the event of an audit, the requested materials shall be provided in the format and at the location designated by Region 14 ESC. Construction. Supplier shall perform services in a good and workmanlike manner and in accordance with industry standards for the service provided. Force Majeure. If by reason of Force Majeure, either party hereto shall be rendered unable wholly or in part to carry out its obligations under this Agreement then such party shall give notice and full particulars of Force Majeure in writing to the other party within a reasonable time after occurrence of the event or cause relied upon, and the obligation of the party giving such notice, so far as it is affected by such Force Majeure, shall be suspended during the continuance of the inability then claimed, except as hereinafter provided, but for no longer period, and such party shall endeavor to remove or overcome such inability with all reasonable dispatch. The term Force Majeure as employed herein, shall mean acts of God, strikes, lockouts, or other industrial disturbances, act of public enemy, orders and regulation of any kind of government of the United States or any civil or military authority; insurrections; riots; epidemics; pandemic; landslides; lightning; earthquake; fires; hurricanes; storms; floods; washouts; droughts; arrests; restraint of government and people; civil disturbances; explosions, breakage or accidents to machinery, pipelines or canals, or other causes not reasonably within the control of the party claiming such inability. It is understood and agreed that the settlement of strikes and lockouts shall be entirely within the discretion of the party having the difficulty, and that the above requirement that any Force Majeure shall be remedied with all reasonable dispatch shall not require the settlement of strikes and lockouts by acceding to the demands of the opposing party or parties when such settlement is unfavorable in the judgment of the party having the difficulty. Franchise Tax. The supplier hereby certifies that he/she is not currently delinquent in the payment of any franchise taxes. Funding. A contract for the acquisition, including lease, of real or personal property is a commitment of the entity’s current revenue only. Each payment obligation created by this contract is conditioned upon the availability of city, county, state and federal funds that are appropriated Version April 10, 2024 or allocated for the payment of such an obligation. If funds are not allocated by an entity and available for the continued purchase of the services and/or materials provided under this contract, this contract may be terminated at the end of the period for which funds are available. The entity will endeavor to notify the supplier in the event that continued service will or may be affected by non-appropriation. No penalty shall accrue to the entity in the event this provision is exercised, and the entity shall not be obligated or liable for any future payments due or for any damages as a result of termination under this paragraph. Indemnity. The awarded supplier shall protect, indemnify, and hold harmless Region 14 ESC and its participants, administrators, employees and agents against all claims, damages, losses and expenses arising out of or resulting from the actions of the supplier, supplier employees or supplier subcontractors in the preparation of the solicitation and the later execution of the contract. Insurance. Certificates of insurance shall be delivered to a public agency requesting them prior to commencement of work. The insurance company shall be licensed in the applicable state in which work is being conducted. The awarded supplier shall give the participating entity a minimum of ten (10) days’ notice prior to any modifications or cancellation of policies. The awarded supplier shall require all subcontractors performing any work to maintain coverage as specified. Legal Obligations. It is the supplier’s responsibility to be aware of and comply with all local, state, and federal laws governing the sale of products/services identified in this RFP and any awarded contract and shall comply with all while fulfilling the RFP. Applicable laws and regulation must be followed even if not specifically identified herein. Non-Exclusive Contract. This contract is for the sole convenience of Region 14 ESC, which may obtain like goods or services from other sources. Permits. Knowing and abiding by the permit laws in each state is the sole responsibility of the supplier. Price Increases. Should it become necessary, price increase requests may be submitted quarterly during the term of the contract and must be approved by Region 14 ESC in writing. Included with the request must be documentation and/or formal cost justification for these changes. Requests will be formally reviewed, and if justified in the sole opinion of Region 14 ESC, the change will be approved. Products. Supplier shall provide equipment, materials and products that are new unless otherwise specified, of good quality and free of defects. Products and Services Additions. New products and/or services may be added to the contract quarterly during the term by Region 14 ESC’s written approval, to the extent that those products and/or services are within the scope of this RFP. Safety. Suppliers performing services shall comply with occupational safety and health rules and regulations. All suppliers and subcontractors shall be held responsible for the safety of their employees and any conditions that may cause injury or damage to persons or property. Version April 10, 2024 Survival. All applicable software license agreements, warranties or service agreements that are entered into between the Contractor and Region 14 ESC under the terms and conditions of the Contract shall survive the expiration or termination of the Contract. All Purchase Orders issued and accepted by Contractor shall survive expiration or termination of the Contract for a period of up to one year beyond the term of the Contract. Tax Exempt Status. Knowing the tax laws in each state is the sole responsibility of the supplier. Term and Renewal. The contract term is for three (3) years. The contract may be renewed for up to two (2) additional one-year terms or any combination of time not to exceed 2 years. Maintenance/service/supplemental agreements may be issued for up to (5) years under this contract so long as the effective date of the maintenance/service/supplement agreement is prior to the expiration of the contract. Termination. This contract may be terminated at any time by mutual written consent, or by Region 14 ESC, with or without cause, upon giving thirty (30) days written notice. Region 14, at its convenience, by written notice, may terminate this contract, in whole or in part. If this contract is terminated, Region 14 ESC shall be liable only for payment under the payment provisions of this contract for services rendered and accepted material received by Region 14 ESC before the effective date of termination. Region 14 ESC reserves the right to terminate the whole or any part of this Contract due to the failure of the supplier to carry out any term or condition of the contract. Region 14 will issue a written ten (10) day notice of default to the supplier for acting or failing to act as specified in any of the following: in the opinion of Region 14 ESC, the supplier provides personnel that do not meet the requirements of the contract; In the opinion of Region 14 ESC, the supplier fails to perform adequately the stipulations, conditions or services/specifications required in this contract; in the opinion of Region 14 ESC, the supplier attempts to impose personnel, materials, products or workmanship of an unacceptable quality; the supplier fails to furnish the required service and/or product within the time stipulated in the contract; in the opinion of Region 14 ESC, the supplier fails to make progress in the performance of the requirements of the contract; the supplier gives Region 14 ESC a positive indication that the supplier will not or cannot perform to the requirements of the contract. Waiver. Any waiver of any provision of this contract shall be in writing and shall be signed by the duly authorized agent of Region 14 ESC. The waiver by either party of any term or condition of this contract shall not be deemed to constitute waiver thereof nor a waiver of any further or additional right that such party may hold under this contract. RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 1 of 2 NOTICE TO OFFEROR Questions & Answers RFP # 25-S940 Competitive Solicitation by Region 14 Education Service Center for Software and SaaS Solutions See Question & Answer Acknowledgement included on the last page. Offerors should include this acknowledgement as part of their response to this Software and SaaS Solutions RFP. The Answers to Questions received are issued as follows: 1.Question: The RFP requests that for the contracts included in Section 4 that the offeror: “Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume.”. Would the government please confirm that annual volume refers to dollar value of the contract? Yes 2.The RFP requests that for the contracts included in Section 4 that the offeror: “Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume.”. Would the government please confirm that annual volume refers to dollar value of the contract? Yes 3.This RFP refers specifically to Software and Software as a Service as the scope, however on Appendix B it is stated “A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier.” Would the government please clarify if the catalog provided should include all our product/service offerings or should it be limited to Software? Supplier should provide product/services as outlined in the scope; anything additional may be included as “value added products/services” 4.Some information requested is not pertinent to the Software and SaaS contract, for example: equipment reconditioning, trade-ins, etc. Most of the shipping/delivery questions are also not relevant since most software is delivered electronically. Would the government please let us know how we should address these questions? If the Supplier’s position is the question is “not relevant” mark as N/A RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 2 of 2 5. The RFP requests that a price list be included. Is it sufficient to list all of the SKUs along with the % off of List Price OR do we need to include the actual dollar amount for every SKU? On our existing OMNIA contract, we are required only for % off of List. As stated in the RFP “Pricing should be based on a discount from a manufacturer’s price list or catalog, or fixed price, or combination of both” 6. Are services such as school climate surveys, employee engagement surveys, 360-degree feedback, or exit surveys and subsequent data analysis and support within the scope of the RFP? Please refer to Scope for a list of suggested categories, but not limited to 7. Are services such as school climate surveys, employee engagement surveys, 360-degree feedback, or exit surveys and subsequent data analysis and support within the scope of the RFP? Refer to question # 6 8. Does this include software for teacher and student learning? Refer to question # 6 9. Would this RFP include software for a communication platform for schools to use to communicate with parents? Refer to question # 6 10. We understand that the RFP seeks software and SaaS solutions, but our approach is to develop these solutions as custom-built products tailored to client needs, which we can deliver as SaaS offerings. Would you be open to proposals based on this model, and how would such proposals be evaluated compared to those offering pre- built, off-the-shelf solutions? All proposals submitted will be reviewed and evaluated 11. Do we need an active New Jersey Business Compliance to bid for this RFP No, but if awarded, the contract will not be extended to NJ 12. Does your RFP include software services other than finance or instructional? Refer to question # 6 RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 1 of 2 NOTICE TO OFFEROR Questions & Answers RFP # 25-S940 Competitive Solicitation by Region 14 Education Service Center for Software and SaaS Solutions See Question & Answer Acknowledgement included on the last page. Offerors should include this acknowledgement as part of their response to this Software and SaaS Solutions RFP. The Answers to Questions received are issued as follows: 1. Question: The RFP requests that for the contracts included in Section 4 that the offeror: “Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume.”. Would the government please confirm that annual volume refers to dollar value of the contract? Yes 2. The RFP requests that for the contracts included in Section 4 that the offeror: “Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume.”. Would the government please confirm that annual volume refers to dollar value of the contract? Yes 3. This RFP refers specifically to Software and Software as a Service as the scope, however on Appendix B it is stated “A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier.” Would the government please clarify if the catalog provided should include all our product/service offerings or should it be limited to Software? Supplier should provide product/services as outlined in the scope; anything additional may be included as “value added products/services” 4. Some information requested is not pertinent to the Software and SaaS contract, for example: equipment reconditioning, trade-ins, etc. Most of the shipping/delivery questions are also not relevant since most software is delivered electronically. Would the government please let us know how we should address these questions? If the Supplier’s position is the question is “not relevant” mark as N/A RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 2 of 2 5. The RFP requests that a price list be included. Is it sufficient to list all of the SKUs along with the % off of List Price OR do we need to include the actual dollar amount for every SKU? On our existing OMNIA contract, we are required only for % off of List. As stated in the RFP “Pricing should be based on a discount from a manufacturer’s price list or catalog, or fixed price, or combination of both” 6. Are services such as school climate surveys, employee engagement surveys, 360-degree feedback, or exit surveys and subsequent data analysis and support within the scope of the RFP? Please refer to Scope for a list of suggested categories, but not limited to 7. Are services such as school climate surveys, employee engagement surveys, 360-degree feedback, or exit surveys and subsequent data analysis and support within the scope of the RFP? Refer to question # 6 8. Does this include software for teacher and student learning? Refer to question # 6 9. Would this RFP include software for a communication platform for schools to use to communicate with parents? Refer to question # 6 10. We understand that the RFP seeks software and SaaS solutions, but our approach is to develop these solutions as custom-built products tailored to client needs, which we can deliver as SaaS offerings. Would you be open to proposals based on this model, and how would such proposals be evaluated compared to those offering pre- built, off-the-shelf solutions? All proposals submitted will be reviewed and evaluated 11. Do we need an active New Jersey Business Compliance to bid for this RFP No, but if awarded, the contract will not be extended to NJ 12. Does your RFP include software services other than finance or instructional? Refer to question # 6 13. Is the RFP process the same for current OMNIA members, as well as new? Not sure of the question being asked. However, this RFP is issued by Region 14 ESC and any resultant contract(s) will be made available to all OMNIA Partners members. 14. As a current OMNIA member, may we use the Excel pricing document that we currently have in place with OMNIA for our pricing response? Current pricing may be submitting in excel format RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 3 of 2 15. During the life of the contract, can additional SaaS products be added to the Master Agreement subsequent to award? Refer to Section IV Terms & Conditions; “Products and Services Additions” 16. Are five references required for each product? Or five total for the submitting vendor? Total 17. We understand that proposals will be evaluated based on a total of 100 points for Availability of Products and Pricing, Ability to Perform, References and Experience, and Value-Added Products/Services. Is there a minimum score established to make the competitive range or shortlist? No 18. How will Region 14 ESC validate a vendor’s “Ability to Perform” in areas such as national scalability, service delivery, and warranty response, especially for smaller or emerging suppliers? Proposals will be evaluated based on the criteria set in the RFP which include a combination of methods, i.e. experience, national scalability, financial stability, etc. For smaller or emerging suppliers, a more thorough review of capabilities and potential for growth and scalability. RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 1 of 2 NOTICE TO OFFEROR Questions & Answers RFP # 25-S940 Competitive Solicitation by Region 14 Education Service Center for Software and SaaS Solutions See Question & Answer Acknowledgement included on the last page. Offerors should include this acknowledgement as part of their response to this Software and SaaS Solutions RFP. The Answers to Questions received are issued as follows: 1. Question: The RFP requests that for the contracts included in Section 4 that the offeror: “Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume.”. Would the government please confirm that annual volume refers to dollar value of the contract? Yes 2. The RFP requests that for the contracts included in Section 4 that the offeror: “Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume.”. Would the government please confirm that annual volume refers to dollar value of the contract? Yes 3. This RFP refers specifically to Software and Software as a Service as the scope, however on Appendix B it is stated “A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier.” Would the government please clarify if the catalog provided should include all our product/service offerings or should it be limited to Software? Supplier should provide product/services as outlined in the scope; anything additional may be included as “value added products/services” 4. Some information requested is not pertinent to the Software and SaaS contract, for example: equipment reconditioning, trade-ins, etc. Most of the shipping/delivery questions are also not relevant since most software is delivered electronically. Would the government please let us know how we should address these questions? If the Supplier’s position is the question is “not relevant” mark as N/A RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 2 of 2 5. The RFP requests that a price list be included. Is it sufficient to list all of the SKUs along with the % off of List Price OR do we need to include the actual dollar amount for every SKU? On our existing OMNIA contract, we are required only for % off of List. As stated in the RFP “Pricing should be based on a discount from a manufacturer’s price list or catalog, or fixed price, or combination of both” 6. Are services such as school climate surveys, employee engagement surveys, 360-degree feedback, or exit surveys and subsequent data analysis and support within the scope of the RFP? Please refer to Scope for a list of suggested categories, but not limited to 7. Are services such as school climate surveys, employee engagement surveys, 360-degree feedback, or exit surveys and subsequent data analysis and support within the scope of the RFP? Refer to question # 6 8. Does this include software for teacher and student learning? Refer to question # 6 9. Would this RFP include software for a communication platform for schools to use to communicate with parents? Refer to question # 6 10. We understand that the RFP seeks software and SaaS solutions, but our approach is to develop these solutions as custom-built products tailored to client needs, which we can deliver as SaaS offerings. Would you be open to proposals based on this model, and how would such proposals be evaluated compared to those offering pre- built, off-the-shelf solutions? All proposals submitted will be reviewed and evaluated 11. Do we need an active New Jersey Business Compliance to bid for this RFP No, but if awarded, the contract will not be extended to NJ 12. Does your RFP include software services other than finance or instructional? Refer to question # 6 13. Is the RFP process the same for current OMNIA members, as well as new? Not sure of the question being asked. However, this RFP is issued by Region 14 ESC and any resultant contract(s) will be made available to all OMNIA Partners members. 14. As a current OMNIA member, may we use the Excel pricing document that we currently have in place with OMNIA for our pricing response? Current pricing may be submitting in excel format RFP #25-S940 Software and SaaS Solutions Questions & Answers Page 3 of 2 15. During the life of the contract, can additional SaaS products be added to the Master Agreement subsequent to award? Refer to Section IV Terms & Conditions; “Products and Services Additions” 16. Are five references required for each product? Or five total for the submitting vendor? Total 17. We understand that proposals will be evaluated based on a total of 100 points for Availability of Products and Pricing, Ability to Perform, References and Experience, and Value-Added Products/Services. Is there a minimum score established to make the competitive range or shortlist? No 18. How will Region 14 ESC validate a vendor’s “Ability to Perform” in areas such as national scalability, service delivery, and warranty response, especially for smaller or emerging suppliers? Proposals will be evaluated based on the criteria set in the RFP which include a combination of methods, i.e. experience, national scalability, financial stability, etc. For smaller or emerging suppliers, a more thorough review of capabilities and potential for growth and scalability. 19. Could you please clarify how pricing should be submitted for the services we propose to offer? Refer to INSTRUCTIONS TO SUPPLIERS , section 2 20. Could you please confirm whether a pricing template will be provided? No, refer question to # 19 21. Would Omnia Partners consider extending the bid submission deadline by at least one week? RFP was release on May 6th and due to set timeline, the deadline cannot be extended 22. We kindly request clarification on how vendors should indicate which categories they are bidding for. It is up to the Offeror how they choose to identify the categories 23. On page 13, under the section “Evaluation Criteria”, where sub-section “References and Experience (20 points)” states “Describe supplier’s reputation in the marketplace.”. Could you please elaborate on what a vendor's answer should detail? Statement is self-explanatory. It is up to the Offeror to provide their best response possible. 24. Regarding the requested price lists (Section V.A., page 11), is it acceptable to provide our standard revenue share percentages in a tiered format correlating to the agency's revenue amount? This section is not asking for a revenue amount; Offeror should provide their pricing based on discount off from a manufacturer’s price list or catalog, or fixed price, or combination of both. 25. Would Region 14 ESC please consider extending the RFP deadline by 1-2 weeks to allow sufficient time to thoroughly address each component of the proposal requirements? P a g e 9 | Section 3 – Ability to Perform 1. Include a detailed response to Appendix B, Exhibit A, OMNIA Partners Response for National Cooperative Contract. Responses should highlight experience, demonstrate a strong national presence, describe how supplier will educate its national sales force about the contract, describe how products and services will be distributed nationwide, include a plan for marketing the products and services nationwide, and describe how volume will be tracked and reported to OMNIA Partners. Exhibit A – Response for National Cooperative Contract (3.0) 3.0 SUPPLIER RESPONSE Supplier must supply the following information for the Principal Procurement Agency to determine Supplier’s qualifications to extend the resulting Master Agreement to Participating Public Agencies through OMNIA Partners. 3.1 Company A. Brief history and description of Supplier to include experience providing similar products and services. PayByPhone is a global leader in mobility payment solutions, delivering a seamless, secure, and scalable parking experience through intuitive mobile and web platforms. With over 25 years of experience, our PCI- DSS Level 1 compliant platform is trusted by more than 1,400 cities across six countries, including major North American municipalities, universities, and public agencies. As a wholly owned subsidiary of Corpay, a publicly traded global payments company, PayByPhone benefits from the stability, infrastructure, and innovation of a Fortune 1000 enterprise. This foundation empowers us to deliver long-term, reliable service to complex public-sector operations. Our platform is built for continuous innovation, operational excellence, and user-centric design, enabling real-time enforcement, flexible pricing, multilingual support, and advanced reporting. In addition to smart parking, we’re expanding into comprehensive vehicle services that support drivers throughout ownership and maintenance, eliminating the need for hardware-based infrastructure. Below is a brief overview of our journey and key milestones: Figure 1 - PayByPhone's Timeline P a g e 10 | Experience and Track Record Since 2000, PayByPhone has deployed mobile parking solutions in over 1,400 cities globally. Notable recent U.S. implementations include Seattle, Miami Beach, Fort Lauderdale, Baltimore, and Kansas City, demonstrating our ability to operate in high-demand urban environments and integrate with complex enforcement and financial ecosystems. In 2024 alone, PayByPhone processed over 235.5 million transactions globally, served more than 105 million users, and supported 7.8 million active users across the United States. Figure 2 - Transaction Volumes in the US (Past 5 Years) P a g e 11 | Figure 3 - Active Users' Volumes in the US (Past 5 Years) B. Total number and location of salespersons employed by Supplier. PayByPhone’s public-sector sales team includes a national network of five team members, each responsible for a specific U.S. region: • Kemata McCline, Director of Sales – Oversees national sales strategy and coordination across all regions. • Teresa Trussell – Sales Director, Southeastern U.S. • Joni Eros – Sales Director, Northwestern U.S. • Sang Hwang – Sales Director, Northeastern U.S. • Thomas McMillan – Sales Director, Southwestern U.S. This distributed structure ensures localized support and responsiveness for Participating Agencies across the country. Additional account managers and client success personnel are assigned post-contract to support ongoing service and relationship management. C. Number and location of support centers (if applicable) and location of corporate office. PayByPhone operates a remote support model managed by two outsourced partners, complemented by internal support teams located in the United Kingdom, Germany, France, and North America. P a g e 12 | D. Annual sales for the three previous fiscal years. a. Submit FEIN and Dunn & Bradstreet report. PayByPhone’s public-sector sales for the most recent fiscal year totaled $13,470,689. Detailed annual sales figures for the prior two fiscal years are available upon request or can be provided as part of follow- up documentation. PayByPhone is currently in the process of obtaining and finalizing our FEIN and updated Dun & Bradstreet report for submission. E. Describe any green or environmental initiatives or policies. PayByPhone is deeply committed to sustainable business practices that not only support our clients and end-users but also contribute to environmental conservation and a greener future. Below are key initiatives that reflect this commitment: • Digital-First Approach: Our cloud-based Software-as-a-Service (SaaS) platform eliminates the need for physical parking meters, significantly reducing hardware production, installation, and maintenance. This minimizes energy consumption and waste, contributing to a more sustainable city infrastructure. • Meters for Trees Initiative: We encourage the replacement of outdated parking hardware with mobile payments. For every ten decommissioned parking meters, PayByPhone plants a tree and offsets one time of CO₂ emissions through a Verified Carbon Standard (VCS) project. • Emit-less Program: We offer differential rates for high-polluting vehicles and Electric Vehicles (EVs), encouraging environmentally friendly choices and supporting the transition to greener urban mobility. • Reducing Paper Waste: Mobile Payments has moved traditional operations from paper tickets and receipts to digital transactions and e-receipts, significantly reducing paper waste and the environmental impact of parking operations. • Donate Your Device Initiative: Our campaign encourages customers to donate unused IT devices to local schools, charities, and community groups, reducing electronic waste and promoting digital inclusion. F. Describe any diversity programs or partners supplier does business with and how Participating Agencies may use diverse partners through the Master Agreement. Indicate how, if at all, pricing changes when using the diversity program. If there are any diversity programs, provide a list of diversity alliances and a copy of their certifications. At this time, PayByPhone does not maintain any formal diversity programs or partnerships applicable to this contract. As such, there are no associated diversity alliances, certifications, or pricing changes related to the use of such programs under the Master Agreement. PayByPhone remains committed to equitable business practices and is open to future opportunities to collaborate with diverse partners as our operations evolve. P a g e 13 | G. Indicate if supplier holds any of the below certifications in any classified areas and include proof of such certification in the response: a. Minority Women Business Enterprise ☐Yes ☒No If yes, list certifying agency: ___________________________________ b. Small Business Enterprise (SBE) or Disadvantaged Business Enterprise (DBE) ☐Yes ☒No If yes, list certifying agency: ___________________________________ c. Historically Underutilized Business (HUB) ☐Yes ☒No If yes, list certifying agency: ___________________________________ d. Historically Underutilized Business Zone Enterprise (HUBZone) ☐Yes ☒No If yes, list certifying agency: ___________________________________ e. Other recognized diversity certificate holder ☐Yes ☒No If yes, list certifying agency: ____________________________________ H. List any relationships with subcontractors or affiliates intended to be used when providing services and identify if subcontractors meet minority-owned standards. If any, list which certifications subcontractors hold and certifying agency. PayByPhone does not engage subcontractors or affiliates for the delivery of its core digital services under this agreement. The only exception involves the use of signage vendors to produce branded parking signage and related materials. Signage providers PayByPhone may work with include Stadium Graphics, Lefco Signs, Cutting Edge (Canada), and Sir Speedy. These partners are used on a project-by-project basis depending on location, production needs, and client preferences. To our knowledge, none of these vendors currently hold minority- owned business certifications. No other subcontractors or affiliates are anticipated for service delivery under the Master Agreement at this time. P a g e 14 | I. Describe how supplier differentiates itself from its competitors. PayByPhone distinguishes itself through a proven track record of innovation, reliability, and user-first design in the mobility payments industry. Unlike many competitors, we offer a truly global solution that blends scalability, security, and seamless user experience with deep integration capabilities and data- driven insights. We are also solely focused on our mobile experience, not distracted by enforcement solutions, or payment hardware like many other competitor providers. Our commitment to customer satisfaction, operational flexibility, and sustainability has made us the preferred mobile parking payment provider for hundreds of municipalities, campuses, and agencies worldwide. Why PayByPhone? • Global Experience with Local Expertise – Trusted by over 1,400 cities and higher educational institutions across six countries, including flagship deployments in Fort Lauderdale, Dallas, Seattle, Vancouver, Miami, Paris, and London. • Proven Scale & Adoption – In 2024 alone, PayByPhone processed over 235.5 million transactions and served more than 105 million users. Our platform is built to scale, reliably supporting high-volume, multi-stakeholder environments. • High User Ratings – Over 1.6 million 5-star app reviews globally, reflecting a consistently excellent user experience. • Scalability & Flexibility – Our platform allows real-time rate adjustments without downtime, adapting to dynamic pricing models. • Smart & Flexible Integration – Supports automation-driven parking management solutions, including seamless integration with a variety of parking control and enforcement systems. • Data-Driven Insights – Visibility into driver behavior, in real time, in visual and actionable ways, to help drive decision-making on campus. • Security & Compliance – PCI-DSS Level 1, and SOC 2 Type 2 certified, ensuring secure transactions, robust data protection, and compliance with industry-leading security standards. • Multiple Payment Options – Accepts credit/debit cards, Apple Pay, Google Pay, PayPal, SMS, and phone (IVR), ensuring accessibility for all drivers. • Dedicated Client Support – Each client receives a named Account Manager and support from cross-functional teams across Implementation, Operations, and Technical Support. • Marketing & Branding Support – Ongoing advertising and promotional assistance to boost adoption rates. • Environmental Sustainability – Committed to reducing environmental impact through green initiatives, including carbon offset programs and eco-friendly mobility solutions. J. Describe any present or past litigation, bankruptcy or reorganization involving supplier. PayByPhone has no present or past litigation, bankruptcy, or reorganization involving the company. K. Felony Conviction Notice: Indicate if the supplier a. is a publicly held corporation and this reporting requirement is not applicable; P a g e 15 | b. is not owned or operated by anyone who has been convicted of a felony; or c. is owned or operated by and individual(s) who has been convicted of a felony and provide the names and convictions. a. PayByPhone, as a wholly owned subsidiary of Corpay, is considered a publicly held corporation. As such, this reporting requirement is not applicable. b. PayByPhone is not owned or operated by anyone who has been convicted of a felony. c. Not applicable. PayByPhone has no owners or operators with felony convictions. L. Describe any debarment or suspension actions taken against supplier PayByPhone has not been subject to any debarment or suspension actions. P a g e 16 | 3.2 Distribution, Logistics A. Each offeror awarded an item under this solicitation may offer their complete product and service offering/a balance of line. Describe the full line of products and services offered by supplier. PayByPhone offers a robust, cloud-based Software-as-a-Service (SaaS) platform that not only powers modern parking payments but also supports drivers with various aspects of vehicle ownership and maintenance. Backed by Corpay, a Fortune 1000 global payments company, our solution extends beyond mobile payments to enable dynamic pricing, seamless integrations, advanced analytics, and impactful sustainability initiatives. As part of our innovation roadmap, we are launching a fully redesigned app in July 2025, unifying the iOS, Android, and web experience into a faster, more intuitive, and feature-rich platform. The upgrade will introduce expanded payment options and enhanced client-facing tools, including advanced reporting and streamlined reconciliation. In parallel, our enhanced back-office portal offers powerful administrative capabilities, such as map-based analytics, real-time performance dashboards, eligibility and rate management, and role-based access controls. These tools give public agencies greater insight, control, and operational efficiency than any traditional parking system on the market. Core Features & Functionalities End-User (i.e., Customer/Driver) • Easy Registration & Session Extension: Streamlined user onboarding with quick registration and the ability to extend parking sessions remotely via app, web, or SMS. • Guest Account Support: Enables one-time or infrequent users to pay for parking without creating a full account, streamlining access, and reducing onboarding barriers. • Multiple Payment Options: Accepts payments via credit/debit card, Apple Pay, Google Pay, PayPal, IVR (phone), SMS, and mobile web for maximum convenience and accessibility. • Multilingual Experience: Platform supports 11 languages, including English, French, and Spanish. • 24/7 Multilingual Customer Support: Round-the-clock assistance via phone, chat, and email in multiple languages to ensure a seamless experience for users and agencies. • Data Security & Compliance: PCI-DSS Level 1 and SOC 2 Type 2 certified infrastructure, ensuring secure, auditable, and privacy-compliant operations. Client • Client Portal Access: A modern administrative interface with map-based tools, role-based permissions, and eligibility management features, empowering agencies with full operational visibility and control. • Multilingual Experience: Platform supports 11 languages, including English, French, and Spanish. • Global Rates Engine: A flexible, self-service tool that enables real-time rate configuration, conditional pricing rules, permit eligibility, and event-specific overrides without downtime. • Real-Time Dashboards: Monitor usage, revenue, and session metrics across zones. • Custom Reports: Exportable data filtered by zone, user group, payment type, and more. • Dedicated Client Support – Each client receives a named Account Manager and support from cross-functional teams across Implementation, Operations, and Technical Support. P a g e 17 | • Implementation & Training Support: End-to-end onboarding, system configuration, and staff training provided by a dedicated implementation team to ensure a smooth launch and long-term success. • Enforcement & System Integrations: Seamless real-time integrations with enforcement systems, License Plate Recognition (LPR) technology, permit management tools, and municipal back-office systems. • Marketing & Branding Support – Ongoing advertising and promotional assistance to boost adoption rates. • Data Security & Compliance: PCI-DSS Level 1 and SOC 2 Type 2 certified infrastructure, ensuring secure, auditable, and privacy-compliant operations. • ADA & WCAG-Compliant Signage Support: Design guidance for digital and physical signage that meets ADA and WCAG 2.1 AA standards, ensuring accessibility while aligning with agency branding. Additional Value-Added Features (Optional) • Merchant of Record (MOR) Services: PayByPhone handles transaction processing and remits net revenue via ACH, including clear remittance reports and financial support. • Rights & Rates: Assigns user-specific pricing (e.g., residents, staff, healthcare workers) validated in real time during a parking session. • Merchant Coupon Solution: App-based discounts funded by local businesses or City departments to drive downtown activity and incentivize parking near venues. • Validations: LPR-based digital permit validation for employee, visitor, and event parking, streamlining access and reducing administrative overhead. • Gated Offstreet Parking: Seamless entry/exit at gated facilities using ALPR and automated payments (e.g., Skidata, TIBA integrations), ideal for gated garages and lots. • Text To Park: App-free parking via SMS for maximum accessibility; includes signage, enforcement integration, and optional transaction-based fees. • Fleet Management Solution: A scalable platform for managing multiple vehicles and users under one account, ideal for businesses and municipal fleets. • Push Notifications: Real-time, customizable alerts for session reminders, policy updates, special events, and promotions to improve user engagement and compliance. • Marketing & Adoption Support: Turnkey campaign materials, signage design, social media toolkits, and launch support to accelerate adoption. • Meters for Trees: An award-winning program that plants a tree for every 500 spaces converted to mobile payment, supporting clients’ environmental and sustainability goals. Next-Generation Capabilities (2025–2026 Roadmap) • Future-Ready App Launch (July 2025): Unified iOS/Android/web experience with faster feature deployment and enhanced reporting tools. • Consumer Vehicle Payments (CVP): Enables users to manage tolls, insurance, and permits through the PayByPhone app (coming to North America). • Real-Time Parking Availability: Sensor-based technology delivering live occupancy data to reduce congestion and improve curb access (pilot in France; North American expansion planned). P a g e 18 | • Cloud Parking API for Shared Mobility: Enables fully touchless parking workflows for shared fleets (e.g., Free2Move) through SDK-based integration and monthly billing models. • EV Charging Locator & Fuel Finder: Locate and pay for EV charging stations and find real-time fuel price comparisons (powered by Plugsurfing and Allstar; available in North America soon). • White Label Capability: Optional white-labeled solutions available to align with agency branding across user interfaces, signage, and communications. B. Describe how supplier proposes to distribute the products/service nationwide. Include any states where products and services will not be offered under the Master Agreement, including U.S. Territories and Outlying Areas. PayByPhone delivers its services through a fully digital, cloud-based platform, enabling seamless nationwide availability across all U.S. states, the District of Columbia, and eligible U.S. Territories. As a Software-as-a-Service (SaaS) solution, PayByPhone requires no physical hardware installation, allowing for rapid deployment and centralized service delivery regardless of location. Services are supported by regionally distributed teams and a scalable infrastructure hosted in secure, redundant environments that comply with industry standards, including PCI-DSS Level 1 and SOC 2 Type 2. Implementation, training, and ongoing support are provided remotely and tailored to each Participating Agency’s needs. PayByPhone has submitted the required documentation to support New Jersey business registration and affirmative action compliance. Services are available in all U.S. states and territories under this Master Agreement, including New Jersey. C. Describe how Participating Agencies are ensured they will receive the Master Agreement pricing; include all distribution channels such as direct ordering, retail or in-store locations, through distributors, etc. Describe how Participating Agencies verify and audit pricing to ensure its compliance with the Master Agreement. PayByPhone ensures that all Participating Agencies receive Master Agreement pricing by offering services exclusively through direct digital channels. These include direct agreements with agencies initiated via PayByPhone’s dedicated account teams, as well as access to pricing and service details outlined in the Master Agreement and maintained within our centralized sales system. Because PayByPhone is a fully cloud-based Software-as-a-Service (SaaS) provider, there are no retail, in-store, or third-party distributor channels involved. This eliminates pricing discrepancies across markets and ensures consistency in how services are deployed and billed. To verify and audit compliance with Master Agreement pricing: • Participating Agencies are provided with a formal pricing schedule aligned with the agreed discount structure (% off list price or fixed rate). • Any pricing customizations or exceptions are documented through contract amendments or addenda. P a g e 19 | • Detailed transaction-level reporting and monthly invoices are available through our back-office portal, offering full transparency into rates, user activity, and applicable fees. • A dedicated Account Manager is assigned to each agency to ensure accurate application of pricing and ongoing adherence to contract terms. PayByPhone’s direct distribution model, combined with robust reporting and support infrastructure, ensures all Participating Agencies receive consistent, contract-compliant pricing under the Master Agreement. D. Identify all other companies that will be involved in processing, handling or shipping the products/service to the end user. As a fully digital Software-as-a-Service (SaaS) provider, PayByPhone manages all aspects of service delivery internally. There are no physical products to ship or handle, and no third-party distributors involved in delivering our core services to Participating Agencies or end users. The use of a signage production partner however is often engaged for the optional fabrication and delivery of co-branded physical signage (e.g., parking zone signs or decals). This partner handles printing and shipping of signage materials based on specifications approved by each agency. All other components, including implementation, account management, system maintenance, customer support, and reporting, are managed directly by PayByPhone’s internal teams. E. Provide the number, size and location of Supplier’s distribution facilities, warehouses and retail network as applicable. Not applicable. PayByPhone is a fully digital Software-as-a-Service (SaaS) provider and does not operate physical distribution facilities, warehouses, or a retail network. P a g e 20 | 3.3 Marketing and Sales A. Given the public nature of the solicitation and contract, OMNIA Partners makes solicitation and contract documentation, including pricing documents, available on its website so Participating Public Agencies may easily conduct their due diligence. Describe any portions of the response that should not be available on the website and why those portions should not be available. PayByPhone understands and supports OMNIA Partners’ commitment to transparency by making solicitation and contract documentation publicly available for Participating Public Agencies to conduct due diligence. However, we respectfully request that certain portions of our response not be published on the OMNIA website due to the proprietary and forward-looking nature of the information they contain. Specifically, we request that the following Next-Generation Capabilities (2025–2026 Roadmap) be withheld from public posting: • Future-Ready App Launch (July 2025): Unified iOS/Android/web experience with enhanced reporting and accelerated feature deployment. • Consumer Vehicle Payments (CVP): Enables users to manage tolls, insurance, and permits through the PayByPhone app (North American launch pending). • Real-Time Parking Availability: Sensor-based occupancy data tools (currently piloted in France) with future U.S. expansion planned. • Cloud Parking API for Shared Mobility: SDK-based, touchless parking integration with monthly billing for shared fleets (e.g., Free2Move). • EV Charging Locator & Fuel Finder: EV charging and fuel price comparison tools powered by Plugsurfing and Allstar, slated for future release in North America. • White Label Capability: Optional feature enabling full interface, signage, and communication branding customization for agency partners. These features are part of PayByPhone’s strategic product roadmap and have not yet been publicly launched. Premature publication of these innovations could compromise competitive advantage, misrepresent readiness timelines, or result in market confusion prior to official release. We are happy to provide additional context or redacted documentation upon request and will coordinate with OMNIA to ensure that all publicly posted materials reflect our currently available offerings without disclosing sensitive forward-looking content. B. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to immediately implement the Master Agreement as supplier’s primary go to market strategy for Public Agencies to supplier’s teams nationwide, to include, but not limited to: i. Executive leadership endorsement and sponsorship of the award as the public sector go-to- market strategy within first 10 days ii. Training and education of Supplier’s national sales force with participation from the Supplier’s executive leadership, along with the OMNIA Partners team within first 90 days PayByPhone is committed to positioning the OMNIA Partners Master Agreement as our primary go-to- market strategy for public agencies across the United States. We have developed a comprehensive 90- day implementation and adoption plan designed to ensure alignment across executive leadership, national sales, and implementation teams. P a g e 21 | Day 0–10: Executive Leadership Endorsement • Executive Sponsorship: During the initial 10 days following the award, PayByPhone anticipates engaging executive leadership to support internal alignment and awareness of the OMNIA Partners Master Agreement. • Launch Communication: Internal and external communications may be developed to highlight the new partnership, reinforce strategic direction, and support coordinated outreach to Participating Agencies. Day 11–45: Training & Onboarding of Sales & Support Teams • Internal efforts may focus on educating sales and support teams on the OMNIA contract structure, benefits, and onboarding process for Participating Agencies. • Training formats could include webinars, team sessions, and updated internal resources such as quick-reference guides and FAQs. • Supporting materials, such as co-branded pitch decks and pricing summaries, may be developed to assist with outreach and engagement. Day 46–90: Field Engagement, Support Readiness & Agency Enablement • Public Sector Rollout Enablement: o PayByPhone’s Implementation and Client Success teams will be briefed on OMNIA contract terms, pricing models, and rollout protocols. o Dedicated onboarding specialists will be assigned to support new Participating Agencies under the OMNIA contract. • Agency Onboarding Tools: o A templated implementation plan (based on our 6–8-week rollout model) will be made available to facilitate streamlined deployment. o Training materials will be shared with newly onboarded agencies. C. Provide a detailed ninety-day plan beginning from award date of the Master Agreement describing the strategy to market the Master Agreement to current Participating Public Agencies, existing Public Agency customers of Supplier, as well as to prospective Public Agencies nationwide immediately upon award, to include, but not limited to: i. Provide Supplier’s logo, content and keywords for OMNIA Partners website contract search and ecommerce platform PayByPhone can provide OMNIA Partners with our approved logo, descriptive company content, and relevant keywords for use on the OMNIA website and contract search portal. ii. Creation and distribution of an announcement or press release to Public Agencies, customers and/or trade publications P a g e 22 | PayByPhone will issue a press release highlighting the OMNIA partnership and how the Master Agreement streamlines access for public agencies. iii. Announcement, Master Agreement details and contact information published on the Supplier’s website within first 90 days Within the first 90 days, PayByPhone will publish contract details and contact information related to the Master Agreement on its website. iv. Design, publication and distribution of co-branded marketing materials within first 90 days PayByPhone will collaborate with OMNIA Partners to design and distribute co-branded marketing materials during the initial 90-day period. These materials would support outreach to current and prospective public- sector clients. v. Commitment to attendance and participation with OMNIA Partners at national (i.e. NIGP Annual Forum, NPI Conference, etc.), regional (i.e. Regional NIGP Chapter Meetings, Regional Cooperative Summits, etc.) and supplier-specific trade shows, conferences and meetings throughout the term of the Master Agreement PayByPhone intends to explore participation opportunities with OMNIA Partners at relevant national and regional events throughout the term of the Master Agreement, subject to internal approvals and event relevance. vi. Ongoing marketing and promotion of the Master Agreement throughout its term (case studies, collateral pieces, presentations, promotions, ads in trade publications, etc.) PayByPhone will support the ongoing marketing and promotion of the Master Agreement through a variety of channels and formats. These may include case studies, digital collateral, co-branded presentations, and participation in industry events. Where appropriate, promotional content may be shared via PayByPhone’s owned platforms, and through potential placements in relevant trade publications. All promotional efforts will aim to raise awareness of the Master Agreement and its benefits among public agencies. vii. Dedicated OMNIA Partners page on Supplier’s website with: • OMNIA Partners standard logo; • Copy of original Request for Proposal; • Copy of Master Agreement and amendments between Principal Procurement Agency and Supplier; P a g e 23 | • Summary of Products and pricing; • Marketing Materials • Electronic link to OMNIA Partners’ website; • A dedicated toll-free number and email address for OMNIA Partners PayByPhone will create a dedicated landing page for OMNIA Partners that includes the OMNIA Partners standard logo, a summary of available products and services, an electronic link to the OMNIA website, and a dedicated point of contact (email and phone). The page may also feature marketing materials, FAQs, and, subject to contractual review, links or references to the original RFP and Master Agreement documents. D. Describe how Supplier will transition any existing Public Agency customers’ accounts to the Master Agreement available nationally through OMNIA Partners. Include a list of current cooperative contracts (regional and national) Supplier holds and describe how the Master Agreement will be positioned among the other cooperative agreements. PayByPhone will work with existing public agency clients to transition accounts to the OMNIA Master Agreement where appropriate, based on contract terms and agency preferences. Transitions would be handled smoothly and collaboratively to avoid service disruption. OMNIA is expected to serve as PayByPhone’s primary national cooperative contract. At this time, PayByPhone does not hold other national cooperative agreements of similar scope and will position OMNIA as the preferred option for public-sector engagements moving forward. E. Acknowledge Supplier agrees to provide its logo(s) to OMNIA Partners and agrees to provide permission for use in marketing communications and promotions. Acknowledge that use of OMNIA Partners logo will require permission for reproduction, as well. PayByPhone acknowledges and agrees to provide its logo(s) to OMNIA Partners and grants permission for their use in marketing communications and promotional materials related to the Master Agreement. PayByPhone also acknowledges that the use of the OMNIA Partners logo will require prior permission for reproduction. F. Confirm Supplier will be proactive in direct sales of Supplier’s goods and services to Public Agencies nationwide and the timely follow up to leads established by OMNIA Partners. All sales materials are to use the OMNIA Partners logo. At a minimum, the Supplier’s sales initiatives should communicate: i. Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency ii. Best government pricing iii. No cost to participate P a g e 24 | iv. Non-exclusive PayByPhone confirms it will make reasonable efforts to proactively promote its goods and services to Public Agencies nationwide and will follow up in a timely manner on leads provided by OMNIA Partners. Sales efforts may include the use of OMNIA-branded materials to communicate that the Master Agreement was competitively solicited and publicly awarded by a Principal Procurement Agency, offers best government pricing, requires no cost to participate, and is non-exclusive, ensuring flexibility and transparency for Participating Agencies. G. Confirm Supplier will train its national sales force on the Master Agreement. At a minimum, sales training should include: i. Key features of Master Agreement ii. Working knowledge of the solicitation process iii. Awareness of the range of Public Agencies that can utilize the Master Agreement through OMNIA Partners iv. Knowledge of benefits of the use of cooperative contracts PayByPhone confirms it will train its national sales force on the OMNIA Partners Master Agreement. Training may include key features of the agreement, an overview of the solicitation and award process, the range of eligible Public Agencies, and the overall benefits of utilizing cooperative contracts. This training will help ensure the sales team can effectively communicate the value of the Master Agreement to prospective Participating Agencies. H. Provide the name, title, email and phone number for the person(s), who will be responsible for: i. Executive Support: Carmen Donnell | cdonnell@paybyphone.com | +1 778 227 3245 ii. Marketing: Jacqueline Ng | Jacqueline.Ng@paybyphone.com iii.Sales: Kemata McCline | KEMATA.MCCLINE@paybyphone.com iv.Sales Support: Cameron Sinclair | csinclair@paybyphone.com v.Financial Reporting: Kavita Thakorlal | kavita.thakorlal@paybyphone.com vi.Accounts Payable: Kavita Thakorlal | kavita.thakorlal@paybyphone.com vii.Contracts: Carmen Donnell | cdonnell@paybyphone.com I. Describe in detail how Supplier’s national sales force is structured, including contact information for the highest-level executive in charge of the sales team. PayByPhone’s national sales force is structured to serve the diverse needs of public-sector clients across North America, including municipalities, universities, and transportation authorities. The team operates regionally and is supported by subject matter experts in legal, implementation, finance, and compliance to P a g e 25 | ensure that pricing models, contract structures, and onboarding are aligned with client requirements and evolving industry standards. Sales team members are trained to understand and communicate the nuances of PayByPhone’s two primary fee structures: • Standard Model: Where PayByPhone charges a transaction fee to the operator, and the operator sets and collects a user-facing convenience fee. • Direct User Charging Model: Where PayByPhone charges a service fee directly to the end user, eliminating the need for operator transaction or convenience fees. Each model influences the financial and operational setup for the client and is presented transparently during the sales process, including discussions on funds flow, tax treatment, and Merchant of Record (MOR) responsibilities. The sales team is also equipped to explain proposed pricing scenarios and ensure clients understand the legal, accounting, and compliance considerations tied to each model. Sales activities are supported by a dedicated account management team, a centralized implementation function, and strategic oversight to ensure alignment between public-sector goals and PayByPhone’s delivery capabilities. For inquiries related to national sales strategy or executive-level engagement, the highest-level contact currently overseeing public-sector sales in North America is: • Carmen Donnell | Managing Director, North America | Email: cdonnell@paybyphone.com Carmen provides strategic direction for PayByPhone’s public-sector growth and collaborates closely with internal departments to support long-term client success. I. Explain in detail how the sales teams will work with the OMNIA Partners team to implement, grow and service the national program. PayByPhone’s sales, implementation, and client success teams will coordinate with OMNIA Partners to support the launch and growth of the national program. This may include joint marketing efforts, lead follow- up, co-branded collateral, and participation in OMNIA-sponsored events. Sales teams will be trained on the Master Agreement and work with OMNIA to promote it as a streamlined procurement option. Participating Agencies onboarded through OMNIA will receive consistent support, with ongoing collaboration to ensure program success and adoption nationwide. J. Explain in detail how Supplier will manage the overall national program throughout the term of the Master Agreement, including ongoing coordination of marketing and sales efforts, timely new Participating Public Agency account set-up, timely contract administration, etc. PayByPhone will manage the OMNIA Partners program through coordinated efforts across sales, marketing, and implementation teams. A dedicated team will oversee account setup, contract administration, and ongoing support to ensure timely onboarding and service delivery. Marketing and sales activities will be aligned with OMNIA through regular check in calls with the OMNIA Account Executive, joint campaigns, updated materials, and participation in key events. Contract management, including updates and compliance, will be centrally coordinated to ensure consistency across all Participating Agencies. P a g e 28 | iii. Respond with pricing higher than Master Agreement only in the unlikely event that the Public Agency refuses to utilize Master Agreement (Contract Sales are not reported to OMNIA Partners). iv. If alternative or multiple proposals are permitted, respond with pricing higher than Master Agreement, and include Master Agreement as the alternate or additional proposal. Detail Supplier’s strategies under these options when responding to a solicitation. In the event that a Public Agency issues its own solicitation for products or services covered under the OMNIA Partners Master Agreement, PayByPhone may evaluate the opportunity and respond based on the specific conditions of the procurement. Possible approaches may include: • Referencing Master Agreement pricing where allowed and appropriate. • Offering pricing below the Master Agreement’s not-to-exceed rates if competitive conditions justify it, while continuing to align with the Master Agreement where feasible. • Responding outside the scope of the Master Agreement only if the Public Agency expressly does not permit use of cooperative contracts. • Submitting Master Agreement pricing as an alternate proposal if multiple responses are permitted. This flexible approach allows PayByPhone to address varying procurement requirements while supporting the broader goals of the OMNIA cooperative purchasing program when possible. P a g e 29 | 2. The successful supplier will be required to sign Appendix B, Exhibit B, OMNIA Partners Administration Agreement prior to contract award. Suppliers should have any reviews required to sign the document prior to submitting a response. Supplier’s response should include any proposed exceptions to OMNIA Partners Administration Agreement. PayByPhone reviews and negotiates all contracts directly and will evaluate the OMNIA Partners Administration Agreement as part of its internal legal review process. At this time, no exceptions are proposed; however, final acceptance will be subject to successful completion of that review. 3. Include completed Appendix B, Exhibits F. Federal Funds Certifications and G. New Jersey Business Compliance. See Appendix 1 4. Provide available ordering methods (online ordering, order tracking, search options, order history, etc.). As a digital Software-as-a-Service (SaaS) platform, PayByPhone does not require traditional product ordering. Services are initiated through executed agreements and system configuration rather than an online checkout process. Each contract, or order, is created by the responsible Sales Director, directly with the purchasing agency. The contract will call out services ordered. 5. What is supplier’s average on time delivery rate? Describe Supplier’s history of meeting the shipping and delivery timelines. As a digital SaaS provider, PayByPhone does not ship physical products. Service delivery involves system setup and onboarding, which typically occurs within 6–8 weeks and is managed collaboratively with each agency. PayByPhone has a strong history of meeting implementation timelines. For signage, a third-party print vendor is used, and deliveries are coordinated to align with client schedules. 6. Describe how supplier responds to emergency orders. As a digital SaaS provider, PayByPhone does not process traditional product orders. However, in time- sensitive or urgent scenarios, such as accelerated onboarding, rate changes, or system updates, PayByPhone can prioritize support through its dedicated account management and technical teams. Emergency requests are triaged promptly, and resources are allocated to ensure minimal disruption and timely resolution. P a g e 30 | 7. What is supplier’s average Fill Rate? As a Software-as-a-Service (SaaS) provider, PayByPhone does not fulfill traditional product orders and therefore does not calculate a fill rate in the conventional sense. However, service delivery, such as onboarding, rate configurations, and system updates, is consistently completed on schedule and in full according to project requirements. 8. Describe supplier’s return and restocking policy. As a digital Software-as-a-Service (SaaS) provider, PayByPhone does not offer physical products and therefore does not have a return or restocking policy. All services are delivered electronically and managed through contractual agreements with Participating Agencies. Any service adjustments or cancellations are handled in accordance with the terms outlined in the agreement. 9. Describe supplier’s ability to meet service and warranty needs. Proposal should address life expectancy of equipment under normal use; applicable warranty and/or guarantees of equipment and installations including any conditions and response time for repair and/or replacement of any components during the warranty period; availability of replacement parts; and detailed information as to proposed return policy on all equipment. As a cloud-based Software-as-a-Service (SaaS) provider, PayByPhone does not supply physical equipment or hardware and therefore does not offer warranties, replacement parts, or return policies related to installations. All services are delivered digitally and governed by contractual terms outlining service levels, system uptime expectations, and support response times. In the event a bug or technical issue is discovered, clients can report it directly to our Client Support Team. Each submission is triaged, tracked, and escalated based on severity, through our Zendesk-powered support platform. Our internal teams work promptly to identify the root cause, implement a resolution, and deploy necessary fixes. Updates and patches are rolled out automatically through our platform to minimize downtime and disruption, ensuring that clients always have access to the most secure and stable version of the system. 10. Describe any extended warranty programs or service maintenance programs. As a digital Software-as-a-Service (SaaS) provider, PayByPhone does not offer traditional extended warranty or equipment maintenance programs. However, all clients benefit from ongoing platform support, regular system updates, and continuous monitoring as part of the standard service. Participating Agencies receive access to technical support, account management, and platform enhancements at no additional cost, ensuring long-term system reliability without the need for separate maintenance contracts. P a g e 31 | 11. The supplier shall provide timely and accurate technical advice and sales support. The supplier shall respond to such requests within one (1) working day after receipt of the request. Describe supplier’s customer service/problem resolution process and ability to meet the one working day response time. Include hours of operation, number of services, etc. PayByPhone provides high-touch, responsive support to Participating Agencies through a dedicated account manager, a specialized client support team, and a 24/7/365 end-user service line. Administrative inquiries are typically acknowledged within one business day, with urgent technical issues often addressed by the next business day. Support is coordinated using Zendesk, our cloud-based ticketing system that tracks response times, monitors performance, and triggers alerts for recurring issues. Standard technical inquiries are typically responded to within 60 minutes during business hours (8 a.m.–5 p.m. local time, Monday–Friday). For emergency situations, agency staff can contact our 24/7/365 toll-free support line or email with issue details for escalation. Training is delivered virtually or through self-paced resources and includes tailored programs for system administrators, enforcement teams, finance staff, and customer service representatives. All training is supported by updated documentation and refresher sessions as needed. This support structure ensures timely resolution, transparency, and long-term success for Participating Agencies using the PayByPhone platform. 12. Describe supplier’s contract implementation/customer transition plan. PayByPhone follows a structured, proven implementation framework designed to ensure a smooth, timely transition for Participating Agencies under the OMNIA Master Agreement. Our typical onboarding timeline spans 6–8 weeks, depending on the timely receipt of required information and inputs from the client, but our flexible, collaborative approach allows us to adapt to each agency’s unique needs and launch schedule. Each agency is supported by a dedicated Account Manager and an experienced implementation team who oversee all key workstreams, system setup, rate configuration, financial onboarding, staff training, and marketing coordination. Agencies that require signage support are also guided through collaborative design and content development, with installation responsibilities remaining at the local level. Standard Implementation Plan 1. Kick-Off Meeting – Align on scope, stakeholders, timeline, and contract requirements. 2. Data Collection – Gather rate structures, parking locations, enforcement rules, and agency contacts. 3. Financial Setup – Configure payment accounts, validate remittance processes, and run test transactions. 4. System Configuration – Load parking rules, rates, and zone data into the platform. 5. Testing & QA – Conduct internal validation and agency-led user acceptance testing (UAT). 6. Enforcement Integration – Set up and test LPR or handheld enforcement system integrations. 7. Marketing & Signage – Provide signage design support and launch communication materials aligned with agency branding. P a g e 32 | 8. Training & Knowledge Transfer – Deliver role-based training to admin, enforcement, finance, and support teams. 9. Go-Live & Post-Launch – Final system checks, real-time monitoring, and ongoing support. Training and Support PayByPhone provides comprehensive training tailored to the needs of each agency. Training is offered virtually or self-paced via digital resources and supported by updated user manuals and guides. Ongoing refresher sessions are available post-launch to ensure staff remain up to date on new features and best practices. This implementation model is scalable, repeatable, and built to ensure Participating Agencies can quickly transition to a fully operational system with minimal disruption and full confidence in service continuity. 13. Describe the financial condition of supplier. PayByPhone U.S. Inc. is a wholly owned subsidiary of PayByPhone Technologies Inc., which is itself wholly owned by Corpay, a publicly traded Fortune 1000 global payments company. As part of Corpay’s corporate family, both PayByPhone U.S. Inc. and PayByPhone Technologies Inc. benefit from strong financial backing, stable infrastructure, and robust compliance frameworks. This corporate structure ensures operational continuity and supports our ability to deliver long-term, scalable services to public- sector clients with confidence and financial stability. We respectfully request that PayByPhone Technologies Inc., as the 100% owner of PayByPhone U.S. Inc., be included in the business account and recognized as an additional contracting entity for the provision of mobile payment services under this agreement. 14. Provide a website link to review website ease of use, availability, and capabilities related to ordering, returns and reporting. Describe the website’s capabilities and functionality. PayByPhone’s public website can be accessed at: www.paybyphone.com As a Software-as-a-Service (SaaS) provider, PayByPhone does not offer traditional e-commerce functions such as online ordering or returns. Instead, the website serves as a central hub for drivers, partners, and public agencies to learn about PayByPhone’s services, explore coverage areas, and access helpful resources. It features: • Service Information: Overview of PayByPhone’s mobile payment platform, benefits, and key features • City Finder Tool: Searchable map showing PayByPhone-enabled parking locations worldwide • Support Center: Extensive self-help resources, FAQs, and multilingual support contact information • Mobile Payment Access: Drivers can initiate or extend parking sessions directly through the mobile web version • App Download Links: Direct links to the iOS and Android app stores • Sustainability and Innovation Highlights: Information on PayByPhone’s green initiatives and upcoming platform enhancements P a g e 33 | The website is fully mobile-responsive, WCAG-compliant, and optimized for accessibility across devices. For Participating Agencies, PayByPhone provides access to a secure administrative portal (separate from the public website). This portal enables authorized agency staff to: • Manage rate and zone configurations • Access real-time parking activity and revenue data • Generate financial and operational reports • Administer staff roles and permissions • Track user trends and system performance 15. Describe the supplier’s safety record. As a digital Software-as-a-Service (SaaS) provider, PayByPhone does not manufacture, distribute, or install physical equipment and therefore does not maintain a traditional workplace safety or incident record related to physical operations. However, PayByPhone maintains rigorous internal protocols for employee well-being, data security, and service reliability, and complies with all applicable labor and workplace regulations in the jurisdictions where it operates. 16. Describe technology used to support the contract. PayByPhone delivers its services through a secure, cloud-based Software-as-a-Service (SaaS) platform designed specifically for public-sector parking and mobility management. The system supports: • Real-time parking transactions via mobile app, web, phone (IVR), and SMS • A scalable global architecture hosted in secure, redundant environments • A secure back-office portal for agencies to manage zones, rates, reports, and user roles • API integrations with enforcement systems, License Plate Recognition (LPR), and third-party platforms • PCI-DSS Level 1 and SOC 2 Type 2 compliance for data security and financial processing • Zendesk CRM for issue tracking, support analytics, and proactive service monitoring • Optional add-ons This technology stack ensures reliability, configurability, and transparency for Participating Agencies using the OMNIA Master Agreement. P a g e 34 | 17. Provide any additional information relevant to this section. PayByPhone is committed to delivering innovative, secure, and accessible parking solutions that evolve alongside the needs of Public Agencies. As part of Corpay, a Fortune 1000 global payments company, we bring financial stability, scalable infrastructure, and a long-term vision to every engagement. Our platform is continuously enhanced with new features, ensuring Participating Agencies benefit from forward-looking mobility solutions throughout the life of the contract. We welcome the opportunity to support agencies nationwide through the OMNIA Partners cooperative. P a g e 36 | Section 4 – References & Experience 1. Provide a brief history of the supplier, including year it was established and corporate office location. PayByPhone is a global leader in mobility payment solutions, delivering a seamless, secure, and scalable parking experience through intuitive mobile and web platforms. With over 25 years of experience, our PCI- DSS Level 1 compliant platform is trusted by more than 1,400 cities across six countries, including major North American municipalities, universities, and public agencies. As a wholly owned subsidiary of Corpay, a publicly traded global payments company, PayByPhone benefits from the stability, infrastructure, and innovation of a Fortune 1000 enterprise. This foundation empowers us to deliver long-term, reliable service to complex public-sector operations. Our platform is built for continuous innovation, operational excellence, and user-centric design, enabling real-time enforcement, flexible pricing, multilingual support, and advanced reporting. In addition to smart parking, we’re expanding into comprehensive vehicle services that support drivers throughout ownership and maintenance, eliminating the need for hardware-based infrastructure. Below is a brief overview of our journey and key milestones: Figure 4 - PayByPhone's Timeline Company Profile • Legal name of Proposer company: PayByPhone U.S.1 Inc. c/o Corpay • Name of Parent Corporation, if any: Corpay • Business Address: 3280 Peachtree Road, Suite 2400, Atlanta, GA 30305, USA 1 We respectfully request that PayByPhone Technologies Inc., as the 100% owner of PayByPhone U.S. Inc., be included in the business account and recognized as an additional contracting entity for the provision of mobile payment services under this agreement. P a g e 37 | • Year Established: 2000 • Number of years in Business: 25 years • Total Number of Employees: 270 2. Describe supplier’s reputation in the marketplace. Since 2000, PayByPhone has deployed mobile parking solutions in over 1,400 cities globally. Notable recent U.S. implementations include Seattle, Miami Beach, Fort Lauderdale, Baltimore, and Kansas City, demonstrating our ability to operate in high-demand urban environments and integrate with complex enforcement and financial ecosystems. In 2024 alone, PayByPhone processed over 235.5 million transactions globally, served more than 105 million users, and supported 7.8 million active users across the United States. Figure 5 - Transaction Volumes in the US (Past 5 Years) P a g e 38 | Figure 6 - Active Users' Volumes in the US (Past 5 Years) 3. Describe supplier’s reputation of products and services in the marketplace. PayByPhone’s cloud-based Software-as-a-Service (SaaS) platform is highly regarded in the marketplace for its reliability, scalability, and user-centric design. Our services consistently receive strong feedback from both end users and public-sector clients, with over 1.6 million 5-star reviews across iOS and Android reflecting a seamless and intuitive parking experience. Our SaaS platform supports flexible rate structures, real-time data reporting, API integrations with enforcement and payment systems, and role-based administrative controls, all hosted in secure, redundant environments that meet PCI-DSS Level 1 and SOC 2 Type 2 standards. PayByPhone’s reputation is built on more than two decades of delivering innovative, high-performing solutions to cities, universities, and agencies globally, backed by continuous platform enhancements that support evolving mobility needs. 4. Describe the experience and qualifications of key employees. PayByPhone is supported by a multidisciplinary team of seasoned professionals with deep expertise in parking technology, operations, public-sector sales, client success, and mobility innovation. The following key personnel contribute to the successful delivery and ongoing support of programs under the OMNIA Partners Master Agreement: P a g e 39 | • Jonny Combe, President & Chief Executive Officer (CEO) – Provides overall leadership and strategic vision. With a strong background in mobility innovation, Jonny guides company direction and public-sector alignment. • JP LeBlanc, Chief Technology Officer (CTO) – Leads the company’s technology roadmap, including platform development, integrations, and system security. • Anthony Cashel, Chief Operations Officer (COO) – Oversees service delivery, operational strategy, and performance across PayByPhone’s global footprint. • Carmen Donnell, Managing Director, North America – Provides strategic leadership for public- and private-sector initiatives across the U.S. and Canada, ensuring long-term client success and market growth. • Kemata McCline, Director of Sales – Responsible for national sales leadership and strategic public-sector engagement. • Teresa Trussell, Regional Sales Director – Leads agency engagement across the Southeastern U.S. with expertise in client acquisition, contract management, and cooperative purchasing. • Joni Eros, Regional Sales Director – Oversees public-sector relationships in the Northwestern U.S., offering consultative support and regional strategy execution. • Sang Hwang, Regional Sales Director – Manages partnerships in the Northeastern U.S., with deep experience in mobility and technology-driven sales. • Thomas McMillan, Regional Sales Director – Supports growth across the Southwestern U.S., focusing on municipal and institutional mobility solutions. • Director of Client Success – [Role currently vacant] — This leadership role oversees the national client success team to ensure operational excellence and customer satisfaction. • Dedicated Account Manager(s) – Serve as the primary point of contact for Participating Agencies, coordinating day-to-day support, performance reviews, and escalations. • Cameron Sinclair, Manager, Operations & Implementations, North America – Leads system integrations, technical configuration, and enforcement connectivity. • Courtney Jewell, Client Success Onboarding Manager – Manages onboarding timelines, merchant account setup, portal configuration, and training delivery. • Jacqueline Ng, Marketing Manager – Oversees Go-Live campaigns to increase awareness and adoption in our public sector clients. • Jesse Wood, Senior Multimedia Designer – Oversees development of branded materials, signage, and educational assets to support user adoption and agency communications. Together, this experienced team ensures smooth implementation, strategic alignment, and long-term support for agencies using PayByPhone’s platform under the OMNIA Master Agreement. We acknowledge that OMNIA Partners has not requested resumes for key staff members. With that in mind and knowing that staff may change on a project-by-project basis, PayByPhone would be happy to supply resumes upon request when and where needed. P a g e 40 | Figure 7 - Organizational Chart 5. Describe supplier’s experience working with the government sector. PayByPhone has over 25 years of experience serving the public sector, with successful deployments in more than 1,400 cities worldwide, including major U.S. municipalities such as Seattle, Miami Beach, Fort Lauderdale, Baltimore, and Kansas City. Our platform is trusted by governments at the city, county, and state levels, as well as by transit agencies and universities. We understand the unique procurement, compliance, and reporting requirements of public-sector clients and offer a flexible, secure platform that supports ADA, WCAG 2.1, PCI-DSS Level 1, and SOC 2 Type 2 standards. Our dedicated public-sector sales and support teams provide tailored implementation, training, and account management to ensure long-term success for government partners across North America. P a g e 41 | 6. Describe any social diversity initiatives. PayByPhone is committed to fostering an inclusive and diverse workplace and supporting equitable access through its products and practices. While not currently part of a formal diversity certification program, PayByPhone promotes social equity through: • Accessible Product Design: Ensuring our mobile app and web platform meet WCAG 2.1 Level AA and ADA compliance standards, making parking more accessible for all users, including those with disabilities. • Inclusive Hiring Practices: PayByPhone supports diversity in recruitment by promoting equal opportunity hiring and creating inclusive candidate pipelines across North America and globally. • Community-Focused Programs: Initiatives such as Meters for Trees, Emit-less, and Donate Your Device are designed to support environmental and social goals that benefit underrepresented communities. • As a subsidiary of Corpay, PayByPhone also aligns with corporate-level ESG (Environmental, Social, and Governance) priorities that promote equity, sustainability, and responsible business practices. 7. Describe past litigation, bankruptcy, reorganization, state investigations of entity or current officers and directors. To the best of our knowledge, PayByPhone and its current officers and directors have not been involved in any litigation, bankruptcy, reorganization, or state investigations that would be material to this contract or impact our ability to deliver services under the Master Agreement. 8. Provide a minimum of 5 customer references relating to the products and services within this RFP. Include entity name, contact name and title, contact phone and email, city, state, years serviced, description of services and annual volume. P a g e 47 | 9. Region 14 ESC reserves the right to make such additional investigations as it deems necessary to establish the competence and financial stability of any submitting a proposal. PayByPhone acknowledges and respects Region 14 ESC’s right to conduct any additional investigations it deems necessary to assess the competence and financial stability of proposers. We are prepared to cooperate fully and provide any requested documentation or clarification to support that review. 10. Provide any additional information relevant to this section. As a subsidiary of Corpay, a Fortune 1000 global payments company, PayByPhone brings the financial stability, security infrastructure, and operational maturity expected of a long-term public-sector partner. Our proven track record with government clients, scalable SaaS platform, and commitment to accessibility and sustainability uniquely position us to support Participating Agencies under the OMNIA Master Agreement. P a g e 75 | Appendix A – Required Documents: 1. Antitrust Certification Statement (Tex. Government Code § 2155.005) 2. Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295) 3. Texas Government Code 2270 Verification Form 4. Any additional agreements supplier will require Participating Agencies to sign Version April 10, 2024 Appendix A, DOC # 2 Implementation of House Bill 1295 Certificate of Interested Parties (Form 1295): In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that a governmental entity or state agency may not enter into certain contracts with a business entity unless the business entity submits a disclosure of interested parties to the governmental entity or state agency at the time the business entity submits the signed contract to the governmental entity or state agency. The law applies only to a contract of a governmental entity or state agency that either (1) requires an action or vote by the governing body of the entity or agency before the contract may be signed or (2) has a value of at least $1 million. The disclosure requirement applies to a contract entered into on or after January 1, 2016. The Texas Ethics Commission was required to adopt rules necessary to implement that law, prescribe the disclosure of interested parties form, and post a copy of the form on the commission’s website. The commission adopted the Certificate of Interested Parties form (Form 1295) on October 5, 2015. The commission also adopted new rules (Chapter 46) on November 30, 2015, to implement the law. The commission does not have any additional authority to enforce or interpret House Bill 1295. Filing Process: Staring on January 1, 2016, the commission made available on its website a new filing application that must be used to file Form 1295. A business entity must use the application to enter the required information on Form 1295 and print a copy of the completed form, which will include a certification of filing that will contain a unique certification number. An authorized agent of the business entity must sign the printed copy of the form. The completed Form 1295 with the certification of filing must be filed with the governmental body or state agency with which the business entity is entering into the contract. The governmental entity or state agency must notify the commission, using the commission’s filing application, of the receipt of the filed Form 1295 with the certification of filing not later than the 30th day after the date the contract binds all parties to the contract. This process is known as acknowledging the certificate. The commission will post the acknowledged Form 1295 to its website within seven business days after receiving notice from the governmental entity or state agency. The posted acknowledged form does not contain the declaration of signature information provided by the business. A certificate will stay in the pending state until it is acknowledged by the governmental agency. Only acknowledged certificates are posted to the commission’s website. Electronic Filing Application: https://www.ethics.state.tx.us/whatsnew/elf info form1295.htm Frequently Asked Questions: https://www.ethics.state.tx.us/resources/FAQs/FAQ Form1295.php Changes to Form 1295: https://www.ethics.state.tx.us/data/filinginfo/1295Changes.pdf P a g e 49 | Section 5 – Value Added Products & Services 1. Provide any additional information related to products and services supplier proposes to enhance and add value to the contract. Backed by our parent company, Corpay, a global leader in vehicle and financial payment technologies, PayByPhone is rapidly evolving into a comprehensive, mobility-centric platform. In the second half of 2025, we will launch a next-generation app that consolidates vehicle-related payments, including parking and various vehicle-related payment services into one seamless experience. This innovation directly aligns with the broader goals of integrated, user-friendly, and future-ready urban mobility solutions. In response, PayByPhone is pleased to offer a comprehensive suite of value-added features that go beyond core mobile payment functionality. These optional services are designed to align with long-term goals for integrated mobility, operational efficiency, sustainability, and community engagement, and can be tailored to support evolving curbside strategies. Available Features Include: • Future-Ready App Platform: Launching July 2025, our redesigned app delivers a unified experience across devices, with faster updates, more payment options, and enhanced reporting for our clients. • Consumer Vehicle Payments (CVP): Enables users to manage tolls, insurance, and permits through the PayByPhone app (coming to North America). • EV Charging Locator & Fuel Finder: Locate and pay for EV charging stations and find real-time fuel price comparisons (powered by Plugsurfing and Allstar; available in North America soon). • Real-Time Parking Availability: Sensor-based technology delivering live occupancy data to reduce congestion and improve curb access (pilot in France; North American expansion planned). • Cloud Parking API for Shared Mobility: Enables fully touchless parking workflows for shared fleets (e.g., Free2Move) through SDK-based integration and monthly billing models. • Fleet Management Solution: A scalable platform for managing multiple vehicles and users under one account, ideal for businesses and municipal fleets. • Validations: LPR-based digital permit validation for employee, visitor, and event parking, streamlining access and reducing administrative overhead. • Merchant Coupon Solution: App-based discounts funded by local businesses or City departments to drive downtown activity and incentivize parking near venues. • Rights & Rates: Personalized pricing engine that supports clients’ eligibility groups such as residents, City employees, or healthcare workers. • Text To Park: App-free parking via SMS for maximum accessibility; includes signage, enforcement integration, and optional transaction-based fees. • Merchant of Record (MOR) Services: PayByPhone handles payment processing, reporting, and daily ACH remittance, simplifying financial operations for the client. • Meters for Trees: An award-winning program that plants a tree for every 500 spaces converted to mobile payment, supporting our clients’ environmental and sustainability goals. P a g e 50 | • Gated Offstreet Parking: Seamless entry/exit at gated facilities using ALPR and automated payments (e.g., Skidata, TIBA integrations), ideal for gated garages, and lots. These innovations position PayByPhone not just as a vendor, but as a strategic mobility partner committed to exceeding expectations. We deliver truly connected, future-ready, and equitable parking experiences tailored to meet evolving needs. Figure 8 - PayByPhone's Value-Added Solutions P a g e 51 | Streamlined and Integrated Mobility Activities, Payments, and Innovation Roadmap PayByPhone is rapidly evolving into a holistic urban mobility platform, designed to support clients in creating seamless transportation experiences for residents and visitors. As part of Corpay, a global leader in financial technology solutions since 2023, PayByPhone is expanding beyond parking to support a full range of vehicle-related payments and services. Our Future-Ready Mobility Platform As part of our long-term investment in innovation, PayByPhone is launching our most significant app rebuild to date. The platform has been re-engineered from the ground up to unify iOS, Android, and web experiences, delivering greater accessibility, more payment options, and faster feature deployment. For end users, this means a more intuitive, consistent, and modernized experience across all devices. For our clients, the redesigned platform offers enhanced reporting, simplified reconciliation, and improved communication tools, setting a strong foundation for multimodal mobility offerings and long-term platform scalability. This investment reinforces PayByPhone’s position as a trusted, forward-thinking partner for our clients and will be available by the end of July 2025. Consumer Vehicle Payments (CVP) Currently live in the UK and scheduled for North American release soon, our Consumer Vehicle Payments (CVP) initiative enables users to manage vehicle-related expenses such as tolls, insurance, and permits directly through the PayByPhone app. This integrated solution simplifies administrative tasks and enhances convenience for drivers. EV Charging Locator & Fuel Finder Tools We are also rolling out EV Charging Locator and EV Payment features powered by our sister company Plugsurfing. These tools help EV drivers find charging stations by connector type, speed, availability, and price, and allow direct payment within the app. Complementing this, our Fuel Locator, powered by Allstar, provides real-time fuel price comparisons and directions to nearby stations. Both solutions are already live in select international markets and will be available in North America by 2026. Figure 9 - EV Charging Locator & Fuel Finder P a g e 52 | Real-Time Parking Availability Additionally, PayByPhone is piloting real-time parking availability technology, powered by sensors and smart parking infrastructure. Currently being tested in France, this feature delivers live occupancy data to help reduce congestion and improve curbside efficiency. Plans are underway to bring this technology to North America, including applications for municipal and higher educational environments. Cloud Parking API & Shared Mobility Integration These innovations also include PayByPhone’s Cloud Parking API, currently in use with Free2Move in Germany. This API enables fully touchless parking workflows for shared mobility providers by automating session start/stop without driver interaction. Integrated via SDK, it manages session creation, rate selection, and enforcement notification, ensuring seamless coordination with municipal systems. Paired with a credit account billing model (used for asynchronous monthly invoicing instead of real-time card authorization), this solution reduces transaction fees, improves reconciliation accuracy, and enables scalable integration. It reflects PayByPhone’s ability to deliver white-labeled, mobility-focused integrations, an approach that will be extended to North America. Figure 11 - Free2Move P a g e 53 | PayByPhone’s Fleet Management Solution PayByPhone Business is a dedicated, scalable fleet management solution that enables businesses, service providers, and municipal departments to manage multiple vehicles and users under a single centralized account. This feature supports unified billing, real-time usage tracking, and secure administrative control. Fleet managers can easily add or remove vehicles, assign parking permissions, and access detailed reporting, streamlining operations and ensuring only approved users park in designated zones. The platform is ideal for managing city contractor fleets, healthcare providers, and other essential service vehicles. Key Features & Benefits • Centralized Control – Fleet managers can add or remove authorized users and vehicles through a secure dashboard. • Unified Billing – All parking charges are billed to a single business payment method, with consolidated reporting for streamlined expense management. • Scalability – No limit on the number of vehicles or users that can be added to a business account. • Automated Access & Security – Unlinked vehicles are instantly removed from payment access to protect business accounts. • Real-Time Visibility – Track usage by location, time, and cost from any device. • Custom Rate Support – Use of Rights & Rates to assign tailored pricing for user categories such as: o Commercial fleets o Healthcare or essential workers o Non-profits and service providers Benefits to the Client (e.g., cities) • Increased Compliance & Control – Ensure only approved users access designated parking zones. • Operational Efficiency – Reduces manual ticketing and administrative burden. • Revenue Transparency – Improves oversight of commercial parking activity. • Data-Driven Decisions – Access actionable insights through reporting and usage analytics. P a g e 54 | Figure 12 - PayByPhone Business – Fleet Management Solution P a g e 55 | Figure 13 - PayByPhone Business – Fleet Management Solution P a g e 56 | Validations Solution for Virtual Parking Permits Through integration with Offstreet Technology Inc., a trusted third-party provider, PayByPhone offers an optional, scalable Validations solution for managing visitor, employee, and customer parking. Designed for departments, event venues, and businesses, this LPR-based solution eliminates the need for physical permits and improves compliance through real-time enforcement integration. Key Features & Benefits • Self-Managed Parking – City departments and merchants can manage validations independently. • Customizable Rules – Set usage limits, time-of-day access, and role-based permissions. • Advanced Analytics – Track usage patterns and access trends with custom reporting fields. • Improved Compliance – Real-time data sync ensures accurate enforcement and reduced misuse. This digital-first validation service reduces administrative effort and is available as an optional add-on with a monthly subscription fee. P a g e 57 | Figure 14 - Offstreet Validation P a g e 58 | Figure 15 - Offstreet Validation P a g e 59 | “Merchant Coupon” Solution As an optional add-on feature, PayByPhone offers a digital Merchant Coupon solution that enables local businesses, event organizers, and City departments to provide parking discounts to drivers near participating venues. This solution is ideal for promoting economic development, business engagement, and special event participation, offering merchants a way to incentivize visits through real-time, app-based parking discounts. Key Features & Benefits • Digital Wallet System – Participating merchants fund a wallet to cover user parking discounts. • In-App Discovery – Drivers in eligible zones see a “View Coupons Near Me” option within the PayByPhone app. • QR Code Redemption – Users scan a rotating QR code displayed at the business to instantly apply the discount. • Flexible Application – Discounts can be applied during checkout or post-session, based on setup. • Usage Reporting – Merchant engagement and coupon redemption rates are tracked in real time. This merchant-driven parking incentive tool supports our clients’ goals around community engagement and downtown activation. It is available as an optional add-on, with a monthly subscription or per- transaction fee for participating merchants. P a g e 60 | Figure 16 - Coupons P a g e 61 | Figure 17 - Coupons P a g e 62 | Rights & Rates – Personalized Parking Management Solution If the client chooses to implement special pricing structures for designated user groups, PayByPhone’s Rights & Rates functionality enables customized, profile-based rate management. This feature allows our clients to define specific eligibility groups ("rights") and assign corresponding rate rules, which are validated in real time during each parking session. Rights can be administered and approved by City staff and integrated seamlessly into the back-office portal. Examples of supported user groups include: • Residents (eligible for discounted or preferential rates in certain zones) • City employees and municipal staff • Business merchants and registered vendors • Visitors or tourists in designated areas • Disability permit holders • Motorcycles or alternative vehicles • Event attendees with pre-approved access • Caregivers and healthcare service providers Figure 18 - Rights & Rates Rights & Rates helps our clients promote equity, manage demand, and support flexible policy implementation across neighborhoods, event zones, and parking districts. P a g e 63 | “Text To Park” Solution PayByPhone is pleased to introduce our Pay-by-Text feature, “Text To Park” designed to deliver a seamless, app-free parking experience for drivers. This feature enables drivers to initiate a parking session simply by sending a text message, with no need to download an app or create an account, supporting our clients’ goal of making parking simple and accessible for all drivers. How It Works • Drivers text the parking location number to a short code (e.g., 727-563). • The parking session begins immediately, with zone-specific pricing enforced. Key Benefits to the Client: • Faster onboarding for new users • Consistent signage and instructions across all parking zones • Reduced operational overhead and maintenance • Full integration with PayByPhone’s enforcement, reporting, and financial systems PayByPhone will collaborate with the client to ensure “Text To Park” is clearly communicated and incorporated into the client’s signage, digital communications, and public education efforts. “Text To Park” is offered as an optional enhancement to the core PayByPhone service and includes a monthly service fee and per-transaction charge, which can be activated by the client. P a g e 64 | “Merchant of Record” (MOR) Services PayByPhone is pleased to offer comprehensive Merchant of Record (MOR) services, designed to streamline our clients’ financial operations and simplify revenue collection. As the designated MOR, PayByPhone manages the full lifecycle of transaction processing, from payment acceptance to fund remittance, without requiring the client to operate or maintain its own merchant account. How It Works • The driver initiates a parking session through PayByPhone. • Payment is processed via PayByPhone’s merchant account and deposited into a secure, non- operating bank account. • On a consistent monthly schedule, PayByPhone remits the net parking revenue directly into the client’s designated account via ACH. • A remittance package is provided, including: o Invoice with parking fees o Credit memo for total payments collected o Statement summarizing the transfer (credit memo less invoice) Key Benefits to the client • Simplified Reconciliation – PayByPhone consolidates transactions into clear, auditable reports, reducing administrative workload. • Regulatory Compliance – As the MOR, PayByPhone ensures all payment processing aligns with PCI-DSS and other financial regulations. • Fraud Protection – Built-in fraud detection and prevention measures safeguard user and City data. • Streamlined Support – A dedicated financial support team is available to assist with remittance questions, reporting, and reconciliation needs. • Flexible Payment Acceptance – Supports credit/debit cards and mobile wallets (e.g., Apple Pay, Google Pay), maximizing user convenience. MOR services are included as part of PayByPhone’s value-added offerings and can be activated based on the client’s preferred operational model. P a g e 65 | Figure 19 - MOR P a g e 66 | Figure 20 - MOR P a g e 67 | “Meters for Trees” Sustainability Initiative Meters for Trees is PayByPhone’s award-winning environmental initiative, designed to help municipalities reduce emissions by transitioning from physical parking hardware to our cashless mobile payment solution. As parking meters are decommissioned, trees are planted in the client’s name, offering environmental, operational, and community benefits. How It Works • For every 500 spaces transitioned to PayByPhone’s mobile payment platform, a tree is planted on behalf of the client. • Tree planting can be coordinated with local partners or our international reforestation partner, Carbon Footprint Ltd. • Each participating city receives a campaign kit, including decals for decommissioned meters, promotional materials, and a certificate of recognition. Key Benefits to the client • Environmental Impact – Contributes to carbon offset and cleaner air. • Operational Efficiency – Reduces reliance on cash collection and meter maintenance. • Community Engagement – Promotes a greener, safer streetscape and aligns with local climate goals. • Recognition – The initiative has received multiple global sustainability awards, including the Green World Award. “Meters for Trees” is offered as an optional enhancement at no additional cost when transitioning from on- street meters to a fully digital model. Full implementation support, signage designs, and communications assets are included. Most recently, the initiative was successfully launched in North America in 2024 and is now available in over 114 cities across the continent. P a g e 68 | Figure 21 - Meters for Trees P a g e 69 | Figure 22 - Meters for Trees P a g e 70 | “Gated Offstreet” Solution While gated and access-controlled off-street lots and garages are not part of this current project scope, the client has expressed plans to expand into municipal lots in the near future. In anticipation of this, PayByPhone is pleased to offer its Gated Off-Street Parking solution, an advanced integration that supports barrier-controlled facilities using Automatic License Plate Recognition (ALPR) technology. Delivered currently in partnership with Skidata and TIBA, this solution enables seamless entry, exit, and automated payment without the need for tickets or manual intervention. This innovation aligns with our clients’ goal(s) of offering efficient and accessible parking experiences at high-traffic destinations. How It Works • Drivers opt in by linking their license plate to their PayByPhone account. • Upon arrival at a gated facility, ALPR cameras recognize the plate and raise the barrier for entry. • When exiting, the system calculates parking duration and automatically charges the user’s account. • Users can extend their parking session via the app if needed before departure. Key Benefits to the client • Frictionless Parking Experience – Fully automated entry and exit reduce congestion and wait times. • Pay-as-You-Go Model – No upfront payment required; users are charged only for actual time parked. • Operational Efficiency – Minimizes the need for ticketing, manual validation, or on-site payment handling. • Real-Time Management – Offers live tracking, exit reminders, and integration with enforcement systems. • Ideal for Busy Destinations – Suited for airports, shopping centers, hospitals, arenas, and stadiums. PayByPhone will work with the clients to identify applicable off-street locations and ensure that any implementation is supported by user education, operational coordination, and digital integration with City platforms. P a g e 71 | Figure 23 - Gated Offstreet P a g e 72 | Figure 24 - Gated Offstreet P a g e 73 | 2. Provide any additional equipment offerings: Used, Parts, Accessories, Service and Repair, Trade-Ins, may be included by providing a pricing structure for each of these items. Not applicable. PayByPhone does not offer physical equipment, parts, accessories, or trade-in services under this contract. Our solution is a cloud-based Software-as-a-Service (SaaS) platform and does not require hardware procurement or maintenance. 3. Describe any equipment reconditioning and recertification offerings. Not applicable. PayByPhone does not offer equipment reconditioning or recertification services, as our platform is fully digital and does not involve the sale or maintenance of physical equipment. Version April 2, 2025 Exhibit F Federal Funds Certifications FEDERAL CERTIFICATIONS ADDENDUM FOR AGREEMENT FUNDED BY U.S. FEDERAL GRANT TO WHOM IT MAY CONCERN: Participating Agencies may elect to use federal funds to purchase under the Master Agreement. This form should be completed and returned. DEFINITIONS Contract means a legal instrument by which a non–Federal entity purchases property or services needed to carry out the project or program under a Federal award. The term as used in this part does not include a legal instrument, even if the non–Federal entity considers it a contract, when the substance of the transaction meets the definition of a Federal award or subaward Contractor means an entity that receives a contract as defined in Contract. Cooperative agreement means a legal instrument of financial assistance between a Federal awarding agency or pass-through entity and a non–Federal entity that, consistent with 31 U.S.C. 6302–6305: (a) Is used to enter into a relationship the principal purpose of which is to transfer anything of value from the Federal awarding agency or pass-through entity to the non–Federal entity to carry out a public purpose authorized by a law of the United States (see 31 U.S.C. 6101(3)); and not to acquire property or services for the Federal government or pass-through entity's direct benefit or use; (b) Is distinguished from a grant in that it provides for substantial involvement between the Federal awarding agency or pass-through entity and the non–Federal entity in carrying out the activity contemplated by the Federal award. (c) The term does not include: (1) A cooperative research and development agreement as defined in 15 U.S.C. 3710a; or (2) An agreement that provides only: (i) Direct United States Government cash assistance to an individual; (ii) A subsidy; (iii) A loan; (iv) A loan guarantee; or (v) Insurance. Federal awarding agency means the Federal agency that provides a Federal award directly to a non–Federal entity Federal award has the meaning, depending on the context, in either paragraph (a) or (b) of this section: (a)(1) The Federal financial assistance that a non–Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity, as described in § 200.101 Applicability; or (2) The cost-reimbursement contract under the Federal Acquisition Regulations that a non–Federal entity receives directly from a Federal awarding agency or indirectly from a pass-through entity, as described in § 200.101 Applicability. (b) The instrument setting forth the terms and conditions. The instrument is the grant agreement, cooperative agreement, other agreement for assistance covered in paragraph (b) of § 200.40 Federal financial assistance, or the cost-reimbursement contract awarded under the Federal Acquisition Regulations. (c) Federal award does not include other contracts that a Federal agency uses to buy goods or services from a contractor or a contract to operate Federal government owned, contractor operated facilities (GOCOs). (d) See also definitions of Federal financial assistance, grant agreement, and cooperative agreement. Version April 2, 2025 Non–Federal entity means a state, local government, Indian tribe, institution of higher education (IHE), or nonprofit organization that carries out a Federal award as a recipient or subrecipient. Nonprofit organization means any corporation, trust, association, cooperative, or other organization, not including IHEs, that: (a) Is operated primarily for scientific, educational, service, charitable, or similar purposes in the public interest; (b) Is not organized primarily for profit; and (c) Uses net proceeds to maintain, improve, or expand the operations of the organization. Obligations means, when used in connection with a non–Federal entity's utilization of funds under a Federal award, orders placed for property and services, contracts and subawards made, and similar transactions during a given period that require payment by the non–Federal entity during the same or a future period. Pass-through entity means a non–Federal entity that provides a subaward to a subrecipient to carry out part of a Federal program. Recipient means a non–Federal entity that receives a Federal award directly from a Federal awarding agency to carry out an activity under a Federal program. The term recipient does not include subrecipients. Simplified acquisition threshold means the dollar amount below which a non–Federal entity may purchase property or services using small purchase methods. Non–Federal entities adopt small purchase procedures in order to expedite the purchase of items costing less than the simplified acquisition threshold. The simplified acquisition threshold is set by the Federal Acquisition Regulation at 48 CFR Subpart 2.1 (Definitions) and in accordance with 41 U.S.C. 1908. As of the publication of this part, the simplified acquisition threshold is $250,000, but this threshold is periodically adjusted for inflation. (Also see definition of § 200.67 Micro-purchase.) Subaward means an award provided by a pass-through entity to a subrecipient for the subrecipient to carry out part of a Federal award received by the pass-through entity. It does not include payments to a contractor or payments to an individual that is a beneficiary of a Federal program. A subaward may be provided through any form of legal agreement, including an agreement that the pass-through entity considers a contract. Subrecipient means a non–Federal entity that receives a subaward from a pass-through entity to carry out part of a Federal program; but does not include an individual that is a beneficiary of such program. A subrecipient may also be a recipient of other Federal awards directly from a Federal awarding agency. Termination means the ending of a Federal award, in whole or in part at any time prior to the planned end of period of performance. The following provisions may be required and apply when Participating Agency expends federal funds for any purchase resulting from this procurement process. Per FAR 52.204-24 and FAR 52.204-25, solicitations and resultant contracts shall contain the following provisions. 52.204-24 Representation Regarding Certain Telecommunications and Video Surveillance Services or Equipment (Oct 2020) The Offeror shall not complete the representation at paragraph (d)(1) of this provision if the Offeror has represented that it "does not provide covered telecommunications equipment or services as a part of its offered products or services to the Government in the performance of any contract, subcontract, or other contractual instrument" in paragraph (c)(1) in the provision at 52.204-26, Covered Telecommunications Equipment or Services—Representation, or in paragraph (v)(2)(i) of the provision at 52.212-3, Offeror Representations and Certifications-Commercial Items. The Offeror shall not complete the representation in paragraph (d)(2) of this provision if the Offeror has represented that it "does not use covered telecommunications equipment or services, or any equipment, system, or service that uses covered telecommunications equipment or services" in paragraph (c)(2) of the provision at 52.204-26, or in paragraph (v)(2)(ii) of the provision at 52.212-3. (a) Definitions. As used in this provision— Version April 2, 2025 Backhaul, covered telecommunications equipment or services, critical technology, interconnection arrangements, reasonable inquiry, roaming, and substantial or essential component have the meanings provided in the clause 52.204-25, Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment. (b) Prohibition. (1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. Nothing in the prohibition shall be construed to— (i) Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or (ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. (2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115- 232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract or extending or renewing a contract with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. Nothing in the prohibition shall be construed to— (i) Prohibit the head of an executive agency from procuring with an entity to provide a service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or (ii) Cover telecommunications equipment that cannot route or redirect user data traffic or cannot permit visibility into any user data or packets that such equipment transmits or otherwise handles. (c) Procedures. The Offeror shall review the list of excluded parties in the System for Award Management (SAM) (https://www.sam.gov) for entities excluded from receiving federal awards for "covered telecommunications equipment or services". (d) Representation. The Offeror represents that— (1) It □ will, □ will not provide covered telecommunications equipment or services to the Government in the performance of any contract, subcontract or other contractual instrument resulting from this solicitation. The Offeror shall provide the additional disclosure information required at paragraph (e)(1) of this section if the Offeror responds "will" in paragraph (d)(1) of this section; and (2) After conducting a reasonable inquiry, for purposes of this representation, the Offeror represents that— It □ does, □ does not use covered telecommunications equipment or services, or use any equipment, system, or service that uses covered telecommunications equipment or services. The Offeror shall provide the additional disclosure information required at paragraph (e)(2) of this section if the Offeror responds "does" in paragraph (d)(2) of this section. (e) Disclosures. (1) Disclosure for the representation in paragraph (d)(1) of this provision. If the Offeror has responded "will" in the representation in paragraph (d)(1) of this provision, the Offeror shall provide the following information as part of the offer. (i) For covered equipment— (A) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the original equipment manufacturer (OEM) or a distributor, if known); (B) A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); and (C) Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(1) of this provision. (ii) For covered services— (A) If the service is related to item maintenance: A description of all covered telecommunications services offered (include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); or (B) If not associated with maintenance, the Product Service Code (PSC) of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(1) of this provision. Version April 2, 2025 (2) Disclosure for the representation in paragraph (d)(2) of this provision. If the Offeror has responded "does" in the representation in paragraph (d)(2) of this provision, the Offeror shall provide the following information as part of the offer: (i) For covered equipment— (A) The entity that produced the covered telecommunications equipment (include entity name, unique entity identifier, CAGE code, and whether the entity was the OEM or a distributor, if known); (B) A description of all covered telecommunications equipment offered (include brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); and (C) Explanation of the proposed use of covered telecommunications equipment and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(2) of this provision. (ii) For covered services— (A) If the service is related to item maintenance: A description of all covered telecommunications services offered (include on the item being maintained: Brand; model number, such as OEM number, manufacturer part number, or wholesaler number; and item description, as applicable); or (B) If not associated with maintenance, the PSC of the service being provided; and explanation of the proposed use of covered telecommunications services and any factors relevant to determining if such use would be permissible under the prohibition in paragraph (b)(2) of this provision. 52.204-25 Prohibition on Contracting for Certain Telecommunications and Video Surveillance Services or Equipment (Aug 2020). (a) Definitions. As used in this clause— Backhaul means intermediate links between the core network, or backbone network, and the small subnetworks at the edge of the network (e.g., connecting cell phones/towers to the core telephone network). Backhaul can be wireless (e.g., microwave) or wired (e.g., fiber optic, coaxial cable, Ethernet). Covered foreign country means The People’s Republic of China. Covered telecommunications equipment or services means– (1) Telecommunications equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or affiliate of such entities); (2) For the purpose of public safety, security of Government facilities, physical security surveillance of critical infrastructure, and other national security purposes, video surveillance and telecommunications equipment produced by Hytera Communications Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology Company (or any subsidiary or affiliate of such entities); (3) Telecommunications or video surveillance services provided by such entities or using such equipment; or (4) Telecommunications or video surveillance equipment or services produced or provided by an entity that the Secretary of Defense, in consultation with the Director of National Intelligence or the Director of the Federal Bureau of Investigation, reasonably believes to be an entity owned or controlled by, or otherwise connected to, the government of a covered foreign country. Critical technology means– (1) Defense articles or defense services included on the United States Munitions List set forth in the International Traffic in Arms Regulations under subchapter M of chapter I of title 22, Code of Federal Regulations; (2) Items included on the Commerce Control List set forth in Supplement No. 1 to part 774 of the Export Administration Regulations under subchapter C of chapter VII of title 15, Code of Federal Regulations, and controlled- (i) Pursuant to multilateral regimes, including for reasons relating to national security, chemical and biological weapons proliferation, nuclear nonproliferation, or missile technology; or (ii) For reasons relating to regional stability or surreptitious listening; (3) Specially designed and prepared nuclear equipment, parts and components, materials, software, and technology covered by part 810 of title 10, Code of Federal Regulations (relating to assistance to foreign atomic energy activities); (4) Nuclear facilities, equipment, and material covered by part 110 of title 10, Code of Federal Regulations (relating to export and import of nuclear equipment and material); (5) Select agents and toxins covered by part 331 of title 7, Code of Federal Regulations, part 121 of title 9 of such Code, or part 73 of title 42 of such Code; or (6) Emerging and foundational technologies controlled pursuant to section 1758 of the Export Control Reform Act of 2018 (50 U.S.C. 4817). Version April 2, 2025 Interconnection arrangements means arrangements governing the physical connection of two or more networks to allow the use of another's network to hand off traffic where it is ultimately delivered (e.g., connection of a customer of telephone provider A to a customer of telephone company B) or sharing data and other information resources. Reasonable inquiry means an inquiry designed to uncover any information in the entity's possession about the identity of the producer or provider of covered telecommunications equipment or services used by the entity that excludes the need to include an internal or third-party audit. Roaming means cellular communications services (e.g., voice, video, data) received from a visited network when unable to connect to the facilities of the home network either because signal coverage is too weak or because traffic is too high. Substantial or essential component means any component necessary for the proper function or performance of a piece of equipment, system, or service. (b) Prohibition. (1) Section 889(a)(1)(A) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115-232) prohibits the head of an executive agency on or after August 13, 2019, from procuring or obtaining, or extending or renewing a contract to procure or obtain, any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system. The Contractor is prohibited from providing to the Government any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. (2) Section 889(a)(1)(B) of the John S. McCain National Defense Authorization Act for Fiscal Year 2019 (Pub. L. 115- 232) prohibits the head of an executive agency on or after August 13, 2020, from entering into a contract, or extending or renewing a contract, with an entity that uses any equipment, system, or service that uses covered telecommunications equipment or services as a substantial or essential component of any system, or as critical technology as part of any system, unless an exception at paragraph (c) of this clause applies or the covered telecommunication equipment or services are covered by a waiver described in FAR 4.2104. This prohibition applies to the use of covered telecommunications equipment or services, regardless of whether that use is in performance of work under a Federal contract. (c) Exceptions. This clause does not prohibit contractors from providing— (1) A service that connects to the facilities of a third-party, such as backhaul, roaming, or interconnection arrangements; or (2) Telecommunications equipment that cannot route or redirect user data traffic or permit visibility into any user data or packets that such equipment transmits or otherwise handles. (d) Reporting requirement. (1) In the event the Contractor identifies covered telecommunications equipment or services used as a substantial or essential component of any system, or as critical technology as part of any system, during contract performance, or the Contractor is notified of such by a subcontractor at any tier or by any other source, the Contractor shall report the information in paragraph (d)(2) of this clause to the Contracting Officer, unless elsewhere in this contract are established procedures for reporting the information; in the case of the Department of Defense, the Contractor shall report to the website at https://dibnet.dod.mil. For indefinite delivery contracts, the Contractor shall report to the Contracting Officer for the indefinite delivery contract and the Contracting Officer(s) for any affected order or, in the case of the Department of Defense, identify both the indefinite delivery contract and any affected orders in the report provided at https://dibnet.dod.mil. (2) The Contractor shall report the following information pursuant to paragraph (d)(1) of this clause (i) Within one business day from the date of such identification or notification: the contract number; the order number(s), if applicable; supplier name; supplier unique entity identifier (if known); supplier Commercial and Government Entity (CAGE) code (if known); brand; model number (original equipment manufacturer number, manufacturer part number, or wholesaler number); item description; and any readily available information about mitigation actions undertaken or recommended. (ii) Within 10 business days of submitting the information in paragraph (d)(2)(i) of this clause: any further available information about mitigation actions undertaken or recommended. In addition, the Contractor shall describe the efforts it undertook to prevent use or submission of covered telecommunications equipment or services, and any additional efforts that will be incorporated to prevent future use or submission of covered telecommunications equipment or services. Version April 2, 2025 (e) Subcontracts. The Contractor shall insert the substance of this clause, including this paragraph (e) and excluding paragraph (b)(2), in all subcontracts and other contractual instruments, including subcontracts for the acquisition of commercial items. The following certifications and provisions may be required and apply when Participating Agency expends federal funds for any purchase resulting from this procurement process. Pursuant to 2 C.F.R. § 200.327, all contracts, including small purchases, awarded by the Participating Agency and the Participating Agency’s subcontractors shall contain the procurement provisions of Appendix II to Part 200, as applicable. APPENDIX II TO 2 CFR PART 200 (A) Contracts for more than the simplified acquisition threshold currently set at $250,000, which is the inflation adjusted amount determined by the Civilian Agency Acquisition Council and the Defense Acquisition Regulations Council (Councils) as authorized by 41 U.S.C. 1908, must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms, and provide for such sanctions and penalties as appropriate. Pursuant to Federal Rule (A) above, when a Participating Agency expends federal funds, the Participating Agency reserves all rights and privileges under the applicable laws and regulations with respect to this procurement in the event of breach of contract by either party. Does offeror agree? YES Initials of Authorized Representative of offeror (B) All contracts in excess of $10,000 must address termination for cause and for convenience by the non-Federal entity including the manner by which it will be effected and the basis for settlement. Pursuant to Federal Rule (B) above, when a Participating Agency expends federal funds, the Participating Agency reserves the right to immediately terminate any agreement in excess of $10,000 resulting from this procurement process in the event of a breach or default of the agreement by Offeror as detailed in the terms of the contract. Does offeror agree? YES Initials of Authorized Representative of offeror (C) Equal Employment Opportunity. Except as otherwise provided under 41 CFR Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 CFR Part 60-1.3 must include the equal opportunity clause provided under 41 CFR 60-1.4(b), in accordance with Executive Order 11246, “Equal Employment Opportunity” (30 CFR 12319, 12935, 3 CFR Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, “Amending Executive Order 11246 Relating to Equal Employment Opportunity,” and implementing regulations at 41 CFR part 60, “Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor.” Pursuant to Federal Rule (C) above, when a Participating Agency expends federal funds on any federally assisted construction contract, the equal opportunity clause is incorporated by reference herein. Does offeror agree to abide by the above? YES Initials of Authorized Representative of offeror (D) Davis-Bacon Act, as amended (40 U.S.C. 3141-3148). When required by Federal program legislation, all prime construction contracts in excess of $2,000 awarded by non-Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141-3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non - Federal entity must report all suspected or reported violations to the Federal awarding agency. The contracts must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work TT TT TT Version April 2, 2025 Financed in Whole or in Part by Loans or Grants from the United States”). The Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non -Federal entity must report all suspected or reported violations to the Federal awarding agency. Pursuant to Federal Rule (D) above, when a Participating Agency expends federal funds during the term of an award for all contracts and subgrants for construction or repair, offeror will be in compliance with all applicable Davis-Bacon Act provisions. Does offeror agree? YES Initials of Authorized Representative of offeror (E) Contract Work Hours and Safety Standards Act (40 U.S.C. 3701-3708). Where applicable, all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. 3702 and 3704, as supplemented by Department of Labor regulations (29 CFR Part 5). Under 40 U.S.C. 3702 of the Act, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. The requirements of 40 U.S.C. 3704 are applicable to construction work and provide that no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous or dangerous. These requirements do not apply to the purchases of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. Pursuant to Federal Rule (E) above, when a Participating Agency expends federal funds, offeror certifies that offeror will be in compliance with all applicable provisions of the Contract Work Hours and Safety Standards Act during the term of an award for all contracts by Participating Agency resulting from this procurement process. Does offeror agree? YES Initials of Authorized Representative of offeror (F) Rights to Inventions Made Under a Contract or Agreement. If the Federal award meets the definition of “funding agreement” under 37 CFR §401.2 (a) and the recipient or subrecipient wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the recipient or subrecipient must comply with the requirements of 37 CFR Part 401, “Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements,” and any implementing regulations issued by the awarding agency. Pursuant to Federal Rule (F) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule (F) above. Does offeror agree? YES Initials of Authorized Representative of offeror (G) Clean Air Act (42 U.S.C. 7401-7671q.) and the Federal Water Pollution Control Act (33 U.S.C. 1251-1387), as amended—Contracts and subgrants of amounts in excess of $150,000 must contain a provision that requires the non - Federal award to agree to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act (42 U.S.C. 7401-7671q) and the Federal Water Pollution Control Act as amended (33 U.S.C. 1251- 1387). Violations must be reported to the Federal awarding agency and the Regional Office of the Environmental Protection Agency (EPA) In the event Federal Transit Administration (FTA) or Department of Transportation (DOT) funding is used by Participating Public Agency, Offeror also agrees to include Clean Air and Clean Water requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. Pursuant to Federal Rule (G) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency member resulting from this procurement process, the offeror agrees to comply with all applicable requirements as referenced in Federal Rule (G) above. Does offeror agree? YES Initials of Authorized Representative of offeror TT TT TT TT Version April 2, 2025 (H) Debarment and Suspension (Executive Orders 12549 and 12689)—A contract award (see 2 CFR 180.220) must not be made to parties listed on the government wide exclusions in the System for Award Management (SAM), in accordance with the Executive Office of the President Office of Management and Budget (OMB) guidelines at 2 CFR 180 that implement Executive Orders 12549 (3 CFR part 1986 Comp., p. 189) and 12689 (3 CFR part 1989 Comp., p. 235), “Debarment and Suspension.” SAM Exclusions contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. Pursuant to Federal Rule (H) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that neither it nor its principals is presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency. If at any time during the term of an award the offeror or its principals becomes debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from participation by any federal department or agency, the offeror will notify the Participating Agency. Does offeror agree? YES Initials of Authorized Representative of offeror (I) Byrd Anti-Lobbying Amendment (31 U.S.C. 1352)—Contractors that apply or bid for an award exceeding $100,000 must file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the non-Federal award. Pursuant to Federal Rule (I) above, when federal funds are expended by Participating Agency, the offeror certifies that during the term and after the awarded term of an award for all contracts by Participating Agency resulting from this procurement process, the offeror certifies that it is in compliance with all applicable provisions of the Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). The undersigned further certifies that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure of Lobbying Activities," in accordance with its instructions. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by Section 1352, Title 31, U.S. Code. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. (3) The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such subrecipients shall certify and disclose accordingly. Does offeror agree? YES Initials of Authorized Representative of offeror TT TT Version April 2, 2025 RECORD RETENTION REQUIREMENTS FOR CONTRACTS INVOLVING FEDERAL FUNDS When federal funds are expended by Participating Agency for any contract resulting from this procurement process, offeror certifies that it will comply with the record retention requirements detailed in 2 CFR § 200.333. The offeror further certifies that offeror will retain all records as required by 2 CFR § 200.333 for a period of three years after grantees or subgrantees submit final expenditure reports or quarterly or annual financial reports, as applicable, and all other pending matters are closed. Does offeror agree? YES Initials of Authorized Representative of offeror CERTIFICATION OF COMPLIANCE WITH THE ENERGY POLICY AND CONSERVATION ACT When Participating Agency expends federal funds for any contract resulting from this procurement process, offeror certifies that it will comply with the mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 U.S.C. 6321 et seq.; 49 C.F.R. Part 18). Does offeror agree? YES Initials of Authorized Representative of offeror CERTIFICATION OF COMPLIANCE WITH BUY AMERICA PROVISIONS To the extent purchases are made with Federal Highway Administration, Federal Railroad Administration, or Federal Transit Administration funds, offeror certifies that its products comply with all applicable provisions of the Buy America Act and agrees to provide such certification or applicable waiver with respect to specific products to any Participating Agency upon request. Purchases made in accordance with the Buy America Act must still follow the applicable procurement rules calling for free and open competition. Additionally: (1)The Contractor agrees to comply with 49 USC 5323(j) and 49 CFR Part 661, which provide that federal funds may not be obligated unless steel, iron and manufactured products used in FTA-funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver. General waivers are listed in 49 CFR 661.7.A general public interest waiver from the Buy America requirements applies to microprocessors, computers, microcomputers, software or other such devices, which are used solely for the purpose of processing or storing data. This general waiver does not extend to a product or device that merely contains a microprocessor or microcomputer and is not used solely for the purpose of processing or storing data. Separate requirements for rolling stock are set out at 5323(j)(2)(C) and 49 CFR 661.11. (2)A bidder or offeror must submit to the FTA recipient the appropriate Buy America certification with all bids on FTA- funded contracts, except those subject to a general waiver. Bids or offers that are not accompanied by a completed Buy America certification must be rejected as nonresponsive. This requirement does not apply to lower tier subcontractors. The following certificates titled FTA and DOT Buy America Certification should be completed and returned with the response as part of FTA and DOT requirements. FEDERAL TRASIT ADMINISTRATION (FTA) AND DEPARTMENT OF TRANSPORTATION (DOT) - BUY AMERICA: CERTIFICATION REQUIREMENT FOR PROCUREMENTOF ROLLING STOCK CERTIFICATE OF COMPLIANCE (select one of the two options, NOT BOTH) Certificate of Compliance with 49 USC §5323(j) The proposer hereby certifies that it will comply with the requirements of 49 U.S.C. 5323(j), and the applicable regulations of 49 CFR 661.11. Check for YES:  OR Certificate of Non-Compliance with 49 USC §5323(j) The proposer hereby certifies that it cannot comply with the requirements of 49 U.S.C. 5323(j), but may qualify for an exception to the requirement consistent with 49 U.S.C. 5323(j)(2)(C), and the applicable regulations in 49 CFR 661.7. Check for YES:  TT TT Version April 2, 2025 FEMA AND ADDITIONAL FEDERAL FUNDING SPECIAL CONDITIONS Awarded Supplier(s) (also referred to as Contractors) may need to respond to events and losses where products and services are needed for the immediate and initial response to emergency situations such as, but not limited to, water damage, fire damage, vandalism cleanup, biohazard cleanup, sewage decontamination, deodorization, and/or wind damage during a disaster or emergency situation. By submitting a proposal, the Supplier is accepted these FEMA and Additional Federal Funding Special Conditions required by the Federal Emergency Management Agency (FEMA) and other federal entities. “Contract” in the below pages under FEMA AND ADDITIONAL FEDERAL FUNDING SPECIAL CONDITIONS is also referred to and defined as the “Master Agreement”. “Contractor” in the below pages under FEMA AND ADDITIONAL FEDERAL FUNDING SPECIAL CONDITIONS is also referred to and defined as “Supplier” or “Awarded Supplier”. Conflicts of Interest No employee, officer, or agent may participate in the selection, award, or administration of a contract supported by a FEMA award if he or she has a real or apparent conflict of interest. Such a conflict would arise when the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties, has a financial or other interest in or a tangible personal benefit from a firm considered for award. 2 C.F.R. § 200.318(c)(1); See also Standard Form 424D, ¶ 7; Standard Form 424B, ¶ 3. i. FEMA considers a “financial interest” to be the potential for gain or loss to the employee, officer, or agent, any member of his or her immediate family, his or her partner, or an organization which employs or is about to employ any of these parties as a result of the particular procurement. The prohibited financial interest may arise from ownership of certain financial instruments or investments such as stock, bonds, or real estate, or from a salary, indebtedness, job offer, or similar interest that might be affected by the particular procurement. ii. FEMA considers an “apparent” conflict of interest to exist where an actual conflict does not exist, but where a reasonable person with knowledge of the relevant facts would question the impartiality of the employee, officer, or agent participating in the procurement. c. Gifts. The officers, employees, and agents of the Participating Public Agency nor the Participating Public Agency (“NFE”) must neither solicit nor accept gratuities, favors, or anything of monetary value from contractors or parties to subcontracts. However, NFE’s may set standards for situations in which the financial interest is de minimus, not substantial, or the gift is an unsolicited item of nominal value. 2 C.F.R. § 200.318(c)(1). d. Violations. The NFE’s written standards of conduct must provide for disciplinary actions to be applied for violations of such standards by officers, employees, or agents of the NFE. 2 C.F.R. § 200.318(c)(1). For example, the penalty for a NFE’s employee may be dismissal, and the penalty for a contractor might be the termination of the contract. Contractor Integrity A contractor must have a satisfactory record of integrity and business ethics. Contractors that are debarred or suspended, as described in and subject to the debarment and suspension regulations implementing Executive Order 12549, Debarment and Suspension (1986) and Executive Order 12689, Debarment and Suspension (1989) at 2 C.F.R. Part 180 and the Department of Homeland Security’s regulations at 2 C.F.R. Part 3000 (Non-procurement Debarment and Suspension), must be rejected and cannot receive contract awards at any level. Notice of Legal Matters Affecting the Federal Government In the event FTA or DOT funding is used by Participating Public Agency, Contractor agrees to: 1) The Contractor agrees that if a current or prospective legal matter that may affect the Federal Government emerges, the Contractor shall promptly notify the Participating Public Agency of the legal matter in accordance with 2 C.F.R. §§ 180.220 and 1200.220. Version April 2, 2025 2) The types of legal matters that require notification include, but are not limited to, a major dispute, breach, default, litigation, or naming the Federal Government as a party to litigation or a legal disagreement in any forum for any reason. 3) The Contractor further agrees to include the above clause in each subcontract, at every tier, financed in whole or in part with Federal assistance provided by the FTA. Public Policy A contractor must comply with the public policies of the Federal Government and state, local government, or tribal government. This includes, among other things, past and current compliance with the: a. Equal opportunity and nondiscrimination laws b. Five affirmative steps described at 2 C.F.R. § 200.321(b) for all subcontracting under contracts supported by FEMA financial assistance; and FEMA Procurement Guidance June 21, 2016 Page IV- 7 c. Applicable prevailing wage laws, regulations, and executive orders Affirmative Socioeconomic Steps For any subcontracting opportunities, Contractor must take the following Affirmative steps: 1. Placing qualified small and minority businesses and women's business enterprises on solicitation lists; 2. Assuring that small and minority businesses, and women's business enterprises are solicited whenever they are potential sources; 3. Dividing total requirements, when economically feasible, into smaller tasks or quantities to permit maximum participation by small and minority businesses, and women's business enterprises; 4. Establishing delivery schedules, where the requirement permits, which encourage participation by small and minority businesses, and women's business enterprises; and 5. Using the services and assistance, as appropriate, of such organizations as the Small Business Administration and the Minority Business Development Agency of the Department of Commerce. Prevailing Wage Requirements When applicable, the awarded Contractor (s) and any and all subcontractor(s) agree to comply with all laws regarding prevailing wage rates including the Davis-Bacon Act, applicable to this solicitation and/or Participating Public Agencies. The Participating Public Agency shall notify the Contractor of the applicable pricing/prevailing wage rates and must apply any local wage rates requested. The Contractor and any subcontractor(s) shall comply with the prevailing wage rates set by the Participating Public Agency. Federal Requirements If products and services are issued in response to an emergency or disaster recovery the items below, located in this FEMA Special Conditions section of the Federal Funds Certifications, are activated and required when federal funding may be utilized. 2 C.F.R. § 200.326 and 2 C.F.R. Part 200, Appendix II, Required Contract Clauses 1. CONTRACT REMEDIES Contracts for more than the federal simplified acquisition threshold (SAT), the dollar amount below which an NFE may purchase property or services using small purchase methods, currently set at $250,000 for procurements made on or after June 20, 2018,4 must address administrative, contractual, or legal remedies in instances where contractors violate or breach contract terms and must provide for sanctions and penalties as appropriate. Version April 2, 2025 1.1 Applicability This contract provision is required for contracts over the SAT, currently set at $250,000 for procurements made on or after June 20, 2018. Although not required for contracts at or below the SAT, FEMA suggests including a remedies provision. 1.2 Additional Considerations For FEMA’s Assistance to Firefighters Grant (AFG) Program, recipients must include a penalty clause in all contracts for any AFG-funded vehicle, regardless of dollar amount. In that situation, the contract must include a clause addressing that non-delivery by the contract’s specified date or other vendor nonperformance will require a penalty of no less than $100 per day until such time that the vehicle, compliant with the terms of the contract, has been accepted by the recipient. This penalty clause should, however, account for force majeure or acts of God. AFG recipients should refer to the applicable year’s Notice of Funding Opportunity (NOFO) for additional information, which can be accessed at FEMA.gov. 2. TERMINATION FOR CAUSE AND CONVENIENCE a. Standard. All contracts in excess of $10,000 must address termination for cause and for convenience by the non-Federal entity, including the manner by which it will be effected and the basis for settlement. See 2 C.F.R. Part 200, Appendix II(B). b. Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. 3. EQUAL EMPLOYMENT OPPORTUNITY When applicable: a. Standard. Except as otherwise provided under 41 C.F.R. Part 60, all contracts that meet the definition of “federally assisted construction contract” in 41 C.F.R. § 60-1.3 must include the equal opportunity clause provided under 41 C.F.R. § 60- 1.4(b), in accordance with Executive Order 11246, Equal Employment Opportunity (30 Fed. Reg. 12319, 12935, 3 C.F.R. Part, 1964-1965 Comp., p. 339), as amended by Executive Order 11375, Amending Executive Order 11246 Relating to Equal Employment Opportunity, and implementing regulations at 41 C.F.R. Part 60 (Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor). See 2 C.F.R. Part 200, Appendix II(C). b. Key Definitions. i. Federally Assisted Construction Contract. The regulation at 41 C.F.R. § 60- 1.3 defines a “federally assisted construction contract” as any agreement or modification thereof between any applicant and a person for construction work which is paid for in whole or in part with funds obtained from the Government or borrowed on the credit of the Government pursuant to any Federal program involving a grant, contract, loan, insurance, or guarantee, or undertaken pursuant to any Federal program involving such grant, contract, loan, insurance, or guarantee, or any application or modification thereof approved by the Government for a grant, contract, Version April 2, 2025 loan, insurance, or guarantee under which the applicant itself participates in the construction work. ii. Construction Work. The regulation at 41 C.F.R. § 60-1.3 defines “construction work” as the construction, rehabilitation, alteration, conversion, extension, demolition or repair of buildings, highways, or other changes or improvements to real property, including facilities providing utility services. The term also includes the supervision, inspection, and other onsite functions incidental to the actual construction. c. Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. d. Required Language. The regulation at 41 C.F.R. Part 60-1.4(b) requires the insertion of the following contract clause. During the performance of this contract, the contractor agrees as follows: (1) The contractor will not discriminate against any employee or applicant for employment because of race, color, religion, sex, sexual orientation, gender identity, or national origin. The contractor will take affirmative action to ensure that applicants are employed, and that employees are treated during employment without regard to their race, color, religion, sex, sexual orientation, gender identity, or national origin. Such action shall include, but not be limited to the following: Employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of pay or other forms of compensation; and selection for training, including apprenticeship. The contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices to be provided setting forth the provisions of this nondiscrimination clause. (2) The contractor will, in all solicitations or advertisements for employees placed by or on behalf of the contractor, state that all qualified applicants will receive consideration for employment without regard to race, color, religion, sex, sexual orientation, gender identity, or national origin. (3) The contractor will not discharge or in any other manner discriminate against any employee or applicant for employment because such employee or applicant has inquired about, discussed, or disclosed the compensation of the employee or applicant or another employee or applicant. This provision shall not apply to instances in which an employee who has access to the compensation information of other employees or applicants as a part of such employee's essential job functions discloses the compensation of such other employees or applicants to individuals who do not otherwise have access to such information, unless such disclosure is in response to a formal complaint or charge, in furtherance of an investigation, proceeding, hearing, or action, including an investigation conducted by the employer, or is consistent with the contractor's legal duty to furnish information. (4) The contractor will send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or understanding, a notice to be provided advising the said labor union or workers' representatives of the contractor's commitments under this section and shall post copies of the notice in conspicuous places available to employees and applicants for employment. (5) The contractor will comply with all provisions of Executive Order 11246 of September Version April 2, 2025 24, 1965, and of the rules, regulations, and relevant orders of the Secretary of Labor. (6) The contractor will furnish all information and reports required by Executive Order 11246 of September 24, 1965, and by rules, regulations, and orders of the Secretary of Labor, or pursuant thereto, and will permit access to his books, records, and accounts by the administering agency and the Secretary of Labor for purposes of investigation to ascertain compliance with such rules, regulations, and orders. (7) In the event of the contractor's noncompliance with the nondiscrimination clauses of this contract or with any of the said rules, regulations, or orders, this contract may be canceled, terminated, or suspended in whole or in part and the contractor may be declared ineligible for further Government contracts or federally assisted construction contracts in accordance with procedures authorized in Executive Order 11246 of September 24, 1965, and such other sanctions may be imposed and remedies invoked as provided in Executive Order 11246 of September 24, 1965, or by rule, regulation, or order of the Secretary of Labor, or as otherwise provided by law. (8) The contractor will include the portion of the sentence immediately preceding paragraph (1) and the provisions of paragraphs (1) through (8) in every subcontract or purchase order unless exempted by rules, regulations, or orders of the Secretary of Labor issued pursuant to section 204 of Executive Order 11246 of September 24, 1965, so that such provisions will be binding upon each subcontractor or vendor. The contractor will take such action with respect to any subcontract or purchase order as the administering agency may direct as a means of enforcing such provisions, including sanctions for noncompliance: Provided, however, that in the event a contractor becomes involved in, or is threatened with, litigation with a subcontractor or vendor as a result of such direction by the administering agency, the contractor may request the United States to enter into such litigation to protect the interests of the United States. The applicant further agrees that it will be bound by the above equal opportunity clause with respect to its own employment practices when it participates in federally assisted construction work: Provided, That if the applicant so participating is a State or local government, the above equal opportunity clause is not applicable to any agency, instrumentality or subdivision of such government which does not participate in work on or under the contract. The applicant agrees that it will assist and cooperate actively with the administering agency and the Secretary of Labor in obtaining the compliance of contractors and subcontractors with the equal opportunity clause and the rules, regulations, and relevant orders of the Secretary of Labor, that it will furnish the administering agency and the Secretary of Labor such information as they may require for the supervision of such compliance, and that it will otherwise assist the administering agency in the discharge of the agency's primary responsibility for securing compliance. The applicant further agrees that it will refrain from entering into any contract or contract modification subject to Executive Order 11246 of September 24, 1965, with a contractor debarred from, or who has not demonstrated eligibility for, Government contracts and federally assisted construction contracts pursuant to the Executive Order and will carry out such sanctions and penalties for violation of the equal opportunity clause as may be imposed upon contractors and subcontractors by the administering agency or the Secretary of Labor pursuant to Part II, Subpart D of the Executive Order. In addition, the applicant agrees that if it fails or refuses to comply with these undertakings, the administering agency may take any or all of the following actions: Cancel, terminate, or Version April 2, 2025 suspend in whole or in part this grant (contract, loan, insurance, guarantee); refrain from extending any further assistance to the applicant under the program with respect to which the failure or refund occurred until satisfactory assurance of future compliance has been received from such applicant; and refer the case to the Department of Justice for appropriate legal proceedings. 4. DAVIS-BACON ACT a. Standard. All prime construction contracts in excess of $2,000 awarded by non- Federal entities must include a provision for compliance with the Davis-Bacon Act (40 U.S.C. §§ 3141- 3144 and 3146-3148) as supplemented by Department of Labor regulations at 29 C.F.R. Part 5 (Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction). See 2 C.F.R. Part 200, Appendix II(D). In accordance with the statute, contractors must be required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. In addition, contractors must be required to pay wages not less than once a week. b. Applicability. The Davis-Bacon Act applies to the Emergency Management Preparedness Grant Program, Homeland Security Grant Program, Nonprofit Security Grant Program, Tribal Homeland Security Grant Program, Port Security Grant Program, and Transit Security Grant Program, intercity Passenger Rail Program, and Rehabilitation of High Hazard Potential Dams Program. c. Requirements. If applicable, the non-federal entity must do the following: i. The non-Federal entity must place a copy of the current prevailing wage determination issued by the Department of Labor in each solicitation. The decision to award a contract or subcontract must be conditioned upon the acceptance of the wage determination. The non-Federal entity must report all suspected or reported violations to the Federal awarding agency. ii. Additionally, pursuant 2 C.F.R. Part 200, Appendix II(D), contracts subject to the Davis-Bacon Act, must also include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations at 29 C.F.R. Part 3 (Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States). The Copeland Anti- Kickback Act provides that each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non- Federal entity must report all suspected or reported violations to FEMA. iii. Include a provision for compliance with the Davis-Bacon Act (40 U.S.C. 3141- 3144, and 3146-3148) as supplemented by Department of Labor regulations (29 CFR Part 5, “Labor Standards Provisions Applicable to Contracts Covering Federally Financed and Assisted Construction”). Suggested Language. The following provides a sample contract clause: Compliance with the Davis-Bacon Act. a. All transactions regarding this contract shall be done in Version April 2, 2025 compliance with the Davis-Bacon Act (40 U.S.C. 3141- 3144, and 3146-3148) and the requirements of 29 C.F.R. pt. 5 as may be applicable. The contractor shall comply with 40 U.S.C. 3141- 3144, and 3146-3148 and the requirements of 29 C.F.R. pt. 5 as applicable. b. Contractors are required to pay wages to laborers and mechanics at a rate not less than the prevailing wages specified in a wage determination made by the Secretary of Labor. c. Additionally, contractors are required to pay wages not less than once a week. 5. COPELAND ANTI-KICKBACK ACT a. Standard. Recipient and subrecipient contracts must include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. 3145), as supplemented by Department of Labor regulations (29 CFR Part 3, “Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States”). b. Applicability. This requirement applies to all contracts for construction or repair work above $2,000 in situations where the Davis-Bacon Act also applies. It DOES NOT apply to the FEMA Public Assistance Program. c. Requirements. If applicable, the non-federal entity must include a provision for compliance with the Copeland “Anti-Kickback” Act (40 U.S.C. § 3145), as supplemented by Department of Labor regulations at 29 C.F.R. Part 3 (Contractors and Subcontractors on Public Building or Public Work Financed in Whole or in Part by Loans or Grants from the United States). Each contractor or subrecipient must be prohibited from inducing, by any means, any person employed in the construction, completion, or repair of public work, to give up any part of the compensation to which he or she is otherwise entitled. The non-Federal entity must report all suspected or reported violations to FEMA. Additionally, in accordance with the regulation, each contractor and subcontractor must furnish each week a statement with respect to the wages paid each of its employees engaged in work covered by the Copeland Anti-Kickback Act and the Davis Bacon Act during the preceding weekly payroll period. The report shall be delivered by the contractor or subcontractor, within seven days after the regular payment date of the payroll period, to a representative of a Federal or State agency in charge at the site of the building or work. Sample Language. The following provides a sample contract clause: Compliance with the Copeland “Anti-Kickback” Act. a. Contractor. The contractor shall comply with 18 U.S.C. § 874, 40 U.S.C. § 3145, and the requirements of 29 C.F.R. pt. 3 as may be applicable, which are incorporated by reference into this contract. b. Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clause above and such other clauses as FEMA may by appropriate instructions require, and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for the compliance by any subcontractor or lower tier subcontractor with all of these contract Version April 2, 2025 clauses. c. Breach. A breach of the contract clauses above may be grounds for termination of the contract, and for debarment as a contractor and subcontractor as provided in 29 C.F.R. §5.12.” 6. CONTRACT WORK HOURS AND SAFETY STANDARDS ACT a. Standard. Where applicable (see 40 U.S.C. §§ 3701-3708), all contracts awarded by the non-Federal entity in excess of $100,000 that involve the employment of mechanics or laborers must include a provision for compliance with 40 U.S.C. §§ 3702 and 3704, as supplemented by Department of Labor regulations at 29 C.F.R. Part 5. See 2 C.F.R. Part 200, Appendix II(E). Under 40 U.S.C. § 3702, each contractor must be required to compute the wages of every mechanic and laborer on the basis of a standard work week of 40 hours. Work in excess of the standard work week is permissible provided that the worker is compensated at a rate of not less than one and a half times the basic rate of pay for all hours worked in excess of 40 hours in the work week. Further, no laborer or mechanic must be required to work in surroundings or under working conditions which are unsanitary, hazardous, or dangerous. b. Applicability. This requirement applies to all FEMA contracts awarded by the non- federal entity in excess of $100,000 under grant and cooperative agreement programs that involve the employment of mechanics or laborers. It is applicable to construction work. These requirements do not apply to the purchase of supplies or materials or articles ordinarily available on the open market, or contracts for transportation or transmission of intelligence. c. Suggested Language. The regulation at 29 C.F.R. § 5.5(b) provides contract clause language concerning compliance with the Contract Work Hours and Safety Standards Act. FEMA suggests including the following contract clause: Compliance with the Contract Work Hours and Safety Standards Act. (1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. Version April 2, 2025 (3) Withholding for unpaid wages and liquidated damages. The Federal agency or loan/grant recipient shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. (4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (b)(1) through (4) of this section. 7. RIGHTS TO INVENTIONS MADE UNDER A CONTRACT OR AGREEMENT a. Standard. If the FEMA award meets the definition of “funding agreement” under 37C.F.R. § 401.2(a) and the non-Federal entity wishes to enter into a contract with a small business firm or nonprofit organization regarding the substitution of parties, assignment or performance of experimental, developmental, or research work under that “funding agreement,” the non- Federal entity must comply with the requirements of 37 C.F.R. Part 401 (Rights to Inventions Made by Nonprofit Organizations and Small Business Firms Under Government Grants, Contracts and Cooperative Agreements), and any implementing regulations issued by FEMA. See 2 C.F.R. Part 200, Appendix II(F). b. Applicability. This requirement applies to “funding agreements,” but it DOES NOT apply to the Public Assistance, Hazard Mitigation Grant Program, Fire Management Assistance Grant Program, Crisis Counseling Assistance and Training Grant Program, Disaster Case Management Grant Program, and Federal Assistance to Individuals and Households – Other Needs Assistance Grant Program, as FEMA awards under these programs do not meet the definition of “funding agreement.” c. Funding Agreements Definition. The regulation at 37 C.F.R. § 401.2(a) defines “funding agreement” as any contract, grant, or cooperative agreement entered into between any Federal agency, other than the Tennessee Valley Authority, and any contractor for the performance of experimental, developmental, or research work funded in whole or in part by the Federal government. This term also includes any assignment, substitution of parties, or subcontract of any type entered into for the performance of experimental, developmental, or research work under a funding agreement as defined in the first sentence of this paragraph. 8. CLEAN AIR ACT AND THE FEDERAL WATER POLLUTION CONTROL ACT a. Standard. If applicable, contracts must contain a provision that requires the contractor to agree to comply with all applicable standards, orders, or regulations issued pursuant to the Clean Air Act (42 U.S.C. §§ 7401-7671q.) and the Federal Water Pollution Control Act as amended (33 U.S.C. §§ 1251-1387). Violations must be reported to FEMA and the Regional Office of the Environmental Protection Agency. See 2 C.F.R. Part 200, Version April 2, 2025 Appendix II(G). b. Applicability. This requirement applies to contracts awarded by a non-federal entity of amounts in excess of $150,000 under a federal grant. c. Suggested Language. The following provides a sample contract clause. Clean Air Act 1. The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. 2. The contractor agrees to report each violation to the Participating Public Agency and understands and agrees that the Participating Public Agency will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. 3. The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. Federal Water Pollution Control Act 1. The contractor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. 2. The contractor agrees to report each violation to the Participating Public Agency and understands and agrees that the Participating Public Agency will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. 3. The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. 9. DEBARMENT AND SUSPENSION a. Standard. Non-Federal entities and contractors are subject to the debarment and suspension regulations implementing Executive Order 12549, Debarment and Suspension (1986) and Executive Order 12689, Debarment and Suspension (1989) at 2 C.F.R. Part 180 and the Department of Homeland Security’s regulations at 2 C.F.R. Part 3000 (Non-procurement Debarment and Suspension). b. Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. Version April 2, 2025 c. Requirements. i. These regulations restrict awards, subawards, and contracts with certain parties that are debarred, suspended, or otherwise excluded from or ineligible for participation in Federal assistance programs and activities. See 2 C.F.R. Part 200, Appendix II(H); and 2 C.F.R. § 200.213. A contract award must not be made to parties listed in the SAM Exclusions. SAM Exclusions is the list maintained by the General Services Administration that contains the names of parties debarred, suspended, or otherwise excluded by agencies, as well as parties declared ineligible under statutory or regulatory authority other than Executive Order 12549. SAM exclusions can be accessed at www.sam.gov. See 2 C.F.R. § 180.530. ii. In general, an “excluded” party cannot receive a Federal grant award or a contract within the meaning of a “covered transaction,” to include subawards and subcontracts. This includes parties that receive Federal funding indirectly, such as contractors to recipients and subrecipients. The key to the exclusion is whether there is a “covered transaction,” which is any non-procurement transaction (unless excepted) at either a “primary” or “secondary” tier. Although “covered transactions” do not include contracts awarded by the Federal Government for purposes of the non-procurement common rule and DHS’s implementing regulations, it does include some contracts awarded by recipients and subrecipients. iii. Specifically, a covered transaction includes the following contracts for goods or services: 1. The contract is awarded by a recipient or subrecipient in the amount of at least $25,000. 2. The contract requires the approval of FEMA, regardless of amount. 3. The contract is for federally-required audit services. 4. A subcontract is also a covered transaction if it is awarded by the contractor of a recipient or subrecipient and requires either the approval of FEMA or is in excess of $25,000. d. Suggested Language. The following provides a debarment and suspension clause. It incorporates an optional method of verifying that contractors are not excluded or disqualified. Suspension and Debarment (1) This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such, the contractor is required to verify that none of the contractor’s principals (defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (2) The contractor must comply with 2 C.F.R. pt. 180, subpart C and2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. Version April 2, 2025 (3) This certification is a material representation of fact relied upon by the Participating Public Agency. If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the Participating Public Agency, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (4) The bidder or proposer agrees to comply with the requirements of 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 10. BYRD ANTI-LOBBYING AMENDMENT a. Standard. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, officer or employee of Congress, or an employee of a Member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. § 1352. FEMA’s regulation at 44 C.F.R. Part 18 implements the requirements of 31 U.S.C. § 1352 and provides, in Appendix A to Part 18, a copy of the certification that is required to be completed by each entity as described in 31 U.S.C. § 1352. Each tier must also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the Federal awarding agency. b. Applicability. This requirement applies to all FEMA grant and cooperative agreement programs. Contractors that apply or bid for a contract of $100,000 or more under a federal grant must file the required certification. See 2 C.F.R. Part 200, Appendix II(I); 31 U.S.C. § 1352; and 44 C.F.R. Part 18. c. Suggested Language. Byrd Anti-Lobbying Amendment, 31 U.S.C. § 1352 (as amended) Contractors who apply or bid for an award of $100,000 or more shall file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, officer or employee of Congress, or an employee of a Member of Congress in connection with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non-Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. d. Required Certification. If applicable, contractors must sign and submit to the non-federal entity the following certification. APPENDIX A, 44 C.F.R. PART 18 – CERTIFICATION REGARDING LOBBYING Certification for Contracts, Grants, Loans, and Cooperative Agreements 11. PROCUREMENT OF RECOVERED MATERIALS a. Standard. A non-Federal entity that is a state agency or agency of a political subdivision of a state and its contractors must comply with Section 6002 of the Solid Waste Disposal Act, as amended by the Resource Conservation and Recovery Act. See 2 C.F.R. Part 200, Appendix II(J); and 2 C.F.R. § 200.322. b. Applicability. This requirement applies to all contracts awarded by a non- federal entity under FEMA grant and cooperative agreement programs. c. Requirements. The requirements of Section 6002 include procuring only items designated in guidelines of the EPA at 40 C.F.R. Part 247 that contain the highest percentage of recovered materials practicable, consistent with maintaining a satisfactory level of competition, where the purchase price of the item exceeds $10,000 or the value of the quantity acquired by the preceding fiscal year exceeded $10,000; procuring solid waste management services in a manner that maximizes energy and resource recovery; and establishing an affirmative procurement program for procurement of recovered materials identified in the EPA guidelines. d. Suggested Language. i. In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA-designated items unless the product cannot be acquired— 1. Competitively within a timeframe providing for compliance with the contract performance schedule; 2. Meeting contract performance requirements; or 3. At a reasonable price. ii. Information about this requirement, along with the list of EPA- designated items, is available at EPA’s Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive-procurement-guideline-cpg-program. iii. The Contractor also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act.” 12. DOMESTIC PREFERENCES FOR PROCUREMENTS As appropriate, and to the extent consistent with law, CONTRACTOR should, to the greatest extent practicable under a federal award, provide a preference for the purchase, acquisition, or use of goods, products or materials produced in the United States. This includes, but is not limited to, iron, aluminum, steel, cement, and other manufactured products. Applicability For purchases in support of FEMA declarations and awards issued on or after November 12, 2020, all FEMA recipients and subrecipients are required to include in all contracts and purchase orders for work or products a contract provision encouraging domestic preference for procurements. Domestic Preference for Procurements As appropriate, and to the extent consistent with law, the contractor should, to the greatest extent practicable, provide a preference for the purchase, acquisition, or use of goods, products, or materials produced in the United States. This includes, but is not limited to iron, aluminum, steel, cement, and other manufactured products. For purposes of this clause: Produced in the United States means, for iron and steel products, that all manufacturing processes, from the initial melting stage through the application of coatings, occurred in the United States. Manufactured products mean items and construction materials composed in whole or in part of non-ferrous metals such as aluminum; plastics and polymer-based products such as polyvinyl chloride pipe; aggregates such as concrete; glass, including optical fiber; and lumber.” 13. ACCESS TO RECORDS Version April 2, 2025 a. Standard. All recipients, subrecipients, successors, transferees, and assignees must acknowledge and agree to comply with applicable provisions governing DHS access to records, accounts, documents, information, facilities, and staff. Recipients must give DHS/FEMA access to, and the right to examine and copy, records, accounts, and other documents and sources of information related to the federal financial assistance award and permit access to facilities, personnel, and other individuals and information as may be necessary, as required by DHS regulations and other applicable laws or program guidance. See DHS Standard Terms and Conditions: Version 8.1 (2018). Additionally, Section 1225 of the Disaster Recovery Reform Act of 2018 prohibits FEMA from providing reimbursement to any state, local, tribal, or territorial government, or private non-profit for activities made pursuant to a contract that purports to prohibit audits or internal reviews by the FEMA administrator or Comptroller General. Access to Records. The following access to records requirements apply to this contract: i.The Contractor agrees to provide Participating Public Agency, the FEMA Administrator, the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. ii.The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. iii. The Contractor agrees to provide the FEMA Administrator or his authorized representatives access to construction or other work sites pertaining to the work being completed under the contract. iv.In compliance with the Disaster Recovery Act of 2018, the Participating Public Agency and the Contractor acknowledge and agree that no language in this contract is intended to prohibit audits or internal reviews by the FEMA Administrator or the Comptroller General of the United States. 14. CHANGES a. Standard. To be eligible for FEMA assistance under the non-Federal entity’s FEMA grant or cooperative agreement, the cost of the change, modification, change order, or constructive change must be allowable, allocable, within the scope of its grant or cooperative agreement, and reasonable for the completion of project scope. b. Applicability. FEMA recommends, therefore, that a non-Federal entity include a changes clause in its contract that describes how, if at all, changes can be made by either party to alter the method, price, or schedule of the work without breaching the contract. The language of the clause may differ depending on the nature of the contract and the end-item procured. 15. DHS SEAL, LOGO, AND FLAGS a. Standard. Recipients must obtain permission prior to using the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials. See DHS Standard Terms and Conditions: Version 8.1 (2018). b. Applicability. FEMA recommends that all non-Federal entities place in their contracts a provision that a contractor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre-approval. c. “The contractor shall not use the DHS seal(s), logos, crests, or reproductions of flags or likenesses of DHS agency officials without specific FEMA pre-approval. The contractor shall include this provision in any subcontracts”. Version April 2, 2025 16. COMPLIANCE WITH FEDERAL LAW, REGULATIONS, AND EXECUTIVE ORDERS a. Standard. The recipient and its contractors are required to comply with all Federal laws, regulations, and executive orders. b. Applicability. FEMA recommends that all non-Federal entities place into their contracts an acknowledgement that FEMA financial assistance will be used to fund the contract along with the requirement that the contractor will comply with all applicable Federal law, regulations, executive orders, and FEMA policies, procedures, and directives. c. “This is an acknowledgement that FEMA financial assistance will be used to fund all or a portion of the contract. The contractor will comply with all applicable Federal law, regulations, executive orders, FEMA policies, procedures, and directives.” 17. NO OBLIGATION BY FEDERAL GOVERNMENT a. Standard. FEMA is not a party to any transaction between the recipient and its contractor. FEMA is not subject to any obligations or liable to any party for any matter relating to the contract. b. Applicability. FEMA recommends that the non-Federal entity include a provision in its contract that states that the Federal Government is not a party to the contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract. c. “The Federal Government is not a party to this contract and is not subject to any obligations or liabilities to the non-Federal entity, contractor, or any other party pertaining to any matter resulting from the contract.” 18. PROGRAM FRAUD AND FALSE OR FRAUDULENT STATEMENTS OR RELATED ACTS a. Standard. Recipients must comply with the requirements of The False Claims Act (31 U.S.C. §§ 3729- 3733) which prohibits the submission of false or fraudulent claims for payment to the federal government. See DHS Standard Terms and Conditions: Version 8.1 (2018); and 31 U.S.C. §§ 3801-3812, which details the administrative remedies for false claims and statements made. The non-Federal entity must include a provision in its contract that the contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to its actions pertaining to the contract. b. Applicability. FEMA recommends that the non-Federal entity include a provision in its contract that the contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to its actions pertaining to the contract. c. “The Contractor acknowledges that 31 U.S.C. Chap. 38 (Administrative Remedies for False Claims and Statements) applies to the Contractor’s actions pertaining to this contract.” d. In the event FTA or DOT funding is used by a Participating Public Agency, Contractor further acknowledges U.S. DOT regulations, “Program Fraud Civil Remedies,” 49 CFR Part 31, and apply to its actions pertaining to this Contract. Upon execution of the underlying Contract, Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to me made, pertaining to the underlying Contract or the FTA assisted project for which this Contract Work is being performed. In addition to other penalties that may be applicable, Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on Contractor to the extent the Federal Government deems appropriate. The Division of Revenue and Enterprise Services hereby affirms that the following annual report for PAYBYPHONE US INC. was submitted on 01/29/2025 for the year: 2025 Registered Agent and Office CORPORATION SERVICE COMPANY PRINCETON SOUTH CORPORATE CENTER, SUITE 160, 100 CHARLES EWING BLVD EWING, NJ 08628 Main Business Address 3280 Peachtree Road Suite 2400 Atlanta, GA 30305 Officers and Directors PRESIDENT Teresa Trussell 1290 HOMER STREET UNIT 600 VANCOUVER, BC V6B 2Y5 Canada SECRETARY Olga Bochkaryova 1290 HOMER STREET UNIT 600 VANCOUVER, BC V6B 2Y5 Canada TREASURER Nick Hamill 600-1290 Homer Street Vancouver, BRITISH COLUMBIA V6B 2Y5 Canada STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY DIVISION OF REVENUE AND ENTERPRISE SERVICES ANNUAL REPORT CERTIFICATE PAYBYPHONE US INC. 0450927428 Continued on next page... Page 1 of 2 Certificate Number : 2870755550 Verify this certificate online at https://www1.state.nj.us/TYTR_StandingCert/JSP/Verify_Cert.jsp IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my Official Seal, this 29th day of January, 2025 Elizabeth Maher Muoio State Treasurer STATE OF NEW JERSEY DEPARTMENT OF THE TREASURY DIVISION OF REVENUE AND ENTERPRISE SERVICES ANNUAL REPORT CERTIFICATE PAYBYPHONE US INC. 0450927428 Page 2 of 2