The URL can be used to link to this page

PSA with Kimley-Horn and Associates, Inc. gig'Z PROFESSIONAL SERVICES AGREEMENT • BETWEEN THE CITY OF MIAMI BEACH AND KIMLEY-HORN AND ASSOCIATES, INC. FOR ENVIRONMENTAL ANALYSIS SERVICES PURSUANT TO RFQ 2015-213-KB PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES This Professional Services Agreement ("Agreement") is entered into this 2 Z day of December, 2015, between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 ("City"), and Kimley-Horn and Associates, Inc., a North Carolina Corporation, whose address is 1221 Brickell Avenue, Suite 400, Miami, FL 33131(Consultant). SECTION 1 DEFINITIONS Agreement: This Agreement between the City and Consultant, including any exhibits and amendments thereto. City Manager: The chief administrative officer of the City. Consultant: For the purposes of this Agreement, Consultant shall be deemed to be an independent contractor, and not an agent or employee of the City. Services: All services, work and actions by the Consultant performed or undertaken pursuant to the Agreement. Fee: Not to exceed amount paid to the Consultant pursuant to this Agreement. Proposal Documents: Proposal Documents shall mean City of Miami Beach RFQ No. 2015- 213-KB for Preparation of Environmental Analysis for Miami Beach Transit Projects Including the Beach Corridor Transit Connection Project and Related Services, together with all amendments thereto, issued by the City in contemplation of this Agreement, RFQ, and the Consultant's proposal in response thereto (Proposal), all of which are hereby incorporated and made a part hereof; provided, however, that in the event of an express conflict between the Proposal Documents and this Agreement, the following order of precedent shall prevail: this Agreement; the RFQ; and the Proposal. Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center Drive, Third Floor, Miami Beach, Florida 33139: telephone number (305) 673-7000, Ext. 6435: and fax number(305) 673-7023. 1 Consultant Service Order: "Consultant Service Order" shall specifically describe and delineate the particular services which will be required of Consultant for the Project that is the subject of such order. SECTION 2 SCOPE OF SERVICES (SERVICES) 2.1 In consideration of the Fee to be paid to Consultant by the City, Consultant shall provide the work and services described in Exhibit"A" hereto (the Services). 2.2 Consultant's Services, and any deliverables incident thereto, shall be completed in accordance with the timeline and/or schedule in the Consultant Service Order. 2.3 Consultant shall only commence any services, or portions thereof, upon issuance of a Consultant Service Order by the City. SECTION 3 TERM The term of this Agreement (Term) shall commence upon execution of this Agreement by all parties hereto, and shall have an initial term of three (3) years, with a two (2), one (1)-year renewal options, to be exercised at the City Manager's sole option and discretion, by providing Consultant with written notice of same no less than thirty (30) days prior to the expiration of the initial term. Notwithstanding the Term provided herein, Consultant shall adhere to any specific timelines, schedules, dates, and/or performance milestones for completion and delivery of the Services, as same is/are set forth in the timeline and/or schedule referenced in the Consultant Service Oder. SECTION 4 FEE 4.1 In consideration of the Services to be provided, Consultant shall be compensated through individual Consultant Service Orders issued for a particular project, on a "fixed fee" or "not to exceed" basis. Notwithstanding the preceding, the total fee paid to Consultant pursuant to this Agreement shall be subject to funds availability approved through the City's budgeting process. 4.2 The City shall pay the Consultant the "lump sum" amount identified in the approved Consultant Service Order based on the Consultant's hourly rates set forth in Exhibit B, attached hereto. Approved Additional Services shall be compensated in accordance with the hourly rates set forth in Exhibit C. Consultant shall not commence any additional services unless approved, in writing by the City. Any request for payment of additional services shall be included in a Consultant payment request. 2 r 4.3 INVOICING Upon receipt of an acceptable and approved invoice, payment(s) shall be made within thirty (30) days for that portion (or those portions) of the Services satisfactorily rendered (and referenced in the particular invoice). Invoices shall include a detailed description of the Services (or portions thereof) provided, and shall be submitted to the City at the following address: Josiel Ferrer-Diaz, El, Transportation Manager City of Miami Beach 1700 Convention Center Drive Transportation Department 4th Floor Miami Beach, Florida 33139 SECTION 5 TERMINATION 5.1 TERMINATION FOR CAUSE If the Consultant shall fail to fulfill in a timely manner, or otherwise violates, any of the covenants, agreements, or stipulations material to this Agreement, the City, through its City Manager, shall thereupon have the right to terminate this Agreement for cause. Prior to exercising its option to terminate for cause, the City shall notify the Consultant of its violation of the particular term(s) of this Agreement, and shall grant Consultant ten (10) days to cure such default. If such default remains uncured after ten (10) days, the City may terminate this Agreement without further notice to Consultant. Upon termination, the City shall be fully discharged from any and all liabilities, duties, and terms arising out of, or by virtue of, this Agreement. Notwithstanding the above, the Consultant shall not be relieved of liability to the City for damages sustained by the City by any breach of the Agreement by the Consultant. The City, at its sole option and discretion, shall be entitled to bring any and all legal/equitable actions that it deems to be in its best interest in order to enforce the City's right and remedies against Consultant. The City shall be entitled to recover all costs of such actions, including reasonable attorneys' fees. 5.2 TERMINATION FOR CONVENIENCE OF THE CITY THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO CONSULTANT OF SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT BY THE CONSULTANT OF SUCH NOTICE. IF THE AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE CITY, CONSULTANT SHALL BE PAID FOR ANY SERVICES SATISFACTORILY PERFORMED UP TO THE DATE OF TERMINATION; FOLLOWING WHICH THE CITY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITIES, DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT. 3 5.3 TERMINATION FOR INSOLVENCY The City also reserves the right to terminate the Agreement in the event the Consultant is placed either in voluntary or involuntary bankruptcy or makes an assignment for the benefit of creditors. In such event, the right and obligations for the parties shall be the same as provided for in Section 5.2. SECTION 6 INDEMNIFICATION AND INSURANCE REQUIREMENTS 6.1 INDEMNIFICATION the City agrees to indemnify and hold harmless y of Miami Beach and its officers and employees, from and against any and all actions (whether at law or in equity), liabilities, losses, and expenses, including, but not limited to, reasonable attorneys' fees and costs, for personal, economic or bodily injury, wrongful death, loss of or damage to property, which may arise from the negligent acts, errors, omissions or other wrongful conduct of the Consultant, its officers, employees, agents, contractors, or any other person or entity acting under Consultant's control or supervision, as a result of the Consultant's performance of the Services pursuant to this Agreement. The parties agree that one percent (1%) of the total compensation to Consultant for performance of the Services under this Agreement is the specific consideration from the City to the Consultant for the Consultant's indemnity agreement. The provisions of this Section 6.1 and of this indemnification shall survive termination or expiration of this Agreement. 6.2 INSURANCE REQUIREMENTS The Consultant shall maintain and carry in full force during the Term, the following insurance: 1. Consultant General Liability, in the amount of$1,000,000; 2. Automobile Liability Insurance covering all owned, non-owned and hired vehicles used in connection with the work, in an amount not less than $1,000,000 combined single limit per occurrence, for bodily injury and property damage; 2. Consultant Professional Liability, in the amount of$200,000; and 3. Workers Compensation & Employers Liability, as required pursuant to Florida Statutes. The insurance must be furnished by insurance companies authorized to do business in the State of Florida. All insurance policies must be issued by companies rated no less than "B+" as to management and not less than "Class VI" as to strength by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All of Consultant's certificates shall contain endorsements providing that written notice shall be given to the City at least thirty (30) days prior to termination, cancellation or reduction in coverage in the policy. The insurance certificate for General Liability shall include the City as an additional insured and shall contain a waiver of subrogation endorsement. 4 Original certificates of insurance must be submitted to the City's Risk Manager for approval (prior to any work and/or services commencing) and will be kept on file in the Office of the Risk Manager. The City shall have the right to obtain from the Consultant specimen copies of the insurance policies in the event that submitted certificates of insurance are inadequate to ascertain compliance with required coverage. The Consultant is also solely responsible for obtaining and submitting all insurance certificates for any sub-consultants. Compliance with the foregoing requirements shall not relieve the Consultant of the liabilities and obligations under this Section or under any other portion of this Agreement. The Consultant shall not commence any work and or services pursuant to this Agreement until all insurance required under this Section has been obtained and such insurance has been approved by the City's Risk Manager. SECTION 7 LITIGATION JURISDICTIONNENUE/JURY TRIAL WAIVER This Agreement shall be construed in accordance with the laws of the State of Florida. This Agreement shall be enforceable in Miami-Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the enforcement of same shall lie in Miami-Dade County, Florida. By entering into this Agreement, Consultant and the City expressly waive any rights either party may have to a trial by jury of any civil litigation related to or arising out of this Agreement. SECTION 8 LIMITATION OF CITY'S LIABILITY The City desires to enter into this Agreement only if in so doing the City can place a limit on the City's liability for any cause,of action, for money damages due to an alleged breach by the City of this Agreement, so that its liability for any such breach never exceeds the sum of $100,000, less any fee actually paid to Consultant under this agreement. Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery from the City for any damage action for breach of contract to be limited to a maximum amount of $100,000, less any fee actually paid to Consultant under this agreement. Accordingly, and notwithstanding any other term or condition of this Agreement, Consultant hereby agrees that the City shall not be liable to the Consultant for damages in an amount in excess of $100,000 for any action or claim for breach of contract arising out of the performance or non-performance of any obligations imposed upon the City by this Agreement, less any fee actually paid to Consultant under this agreement. Nothing contained in this section or elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon the City's liability, as set forth in Section 768.28, Florida Statutes. • SECTION 9 5 [INTENTIONALLY DELETED] SECTION 10 GENERAL PROVISIONS 10.1 AUDIT AND INSPECTIONS Upon reasonable verbal or written notice to Consultant, and at any time during normal business hours (i.e. 9AM — 5PM, Monday through Fridays, excluding nationally recognized holidays), and as often as the City Manager may, in his/her reasonable discretion and judgment, deem necessary, there shall be made available to the City Manager, and/or such representatives as the City Manager may deem to act on the City's behalf, to audit, examine, and/ or inspect, any and all other documents and/or records relating to all matters covered by this Agreement. Consultant shall maintain any and all such records at its place of business at the address set forth in the "Notices" section of this Agreement. 10.2 [INTENTIONALLY DELETED] 10.3 ASSIGNMENT, TRANSFER OR SUBCONSULTING Consultant shall not subcontract, assign, or transfer all or any portion of any work and/or service under this Agreement without the prior written consent of the City Manager, which consent, if given at all, shall be in the Manager's sole judgment and discretion. Neither this Agreement, nor any term or provision hereof, or right hereunder, shall be assignable unless as approved pursuant to this Section, and any attempt to make such assignment (unless approved) shall be void. 10.4 PUBLIC ENTITY CRIMES Prior to commencement of the Services, the Consultant shall file a State of Florida Form PUR 7068, Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with the City's Procurement Division. 10.5 EQUAL EMPLOYMENT OPPORTUNITY In connection with the performance of the Services, the Consultant shall not discriminate against any employee or applicant for employment because of race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, disability, marital and familial status, or age. 10.6 CONFLICT OF INTEREST The Consultant herein agrees to adhere to and be governed by all applicable Miami-Dade County Conflict of Interest Ordinances and Ethics provisions, as set forth in the Miami-Dade County Code, and as may be amended from time to time; and by the City of Miami Beach Charter and Code (as some may be amended from time to time); both of which are incorporated by reference herein as if fully set forth herein. The Consultant covenants that it presently has no interest and shall not acquire any interest, directly or indirectly, which could conflict in any manner or degree with the 6 performance of the Services. The Consultant further covenants that in the performance of this Agreement, Consultant shall not knowingly employ any person having such interest. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Agreement or to any benefits arising there from. SECTION 11 NOTICES All notices and communications in writing required or permitted hereunder, shall be delivered personally to the representatives of the Consultant and the City listed below or may be mailed by U.S. Certified Mail, return receipt requested, postage prepaid, or by a nationally recognized overnight delivery service. Until changed by notice in writing, all such notices and communications shall be addressed as follows: TO CONSULTANT: Kimley-Horn and Associate, Inc. 1221 Brickell Avenue, Suite 400 Miami, Florida 33131 Attn: Robert Lapore, P.E., Project Manager TO CITY: City of Miami Beach 1700 Convention Center Drive Transportation Department 4th Floor Miami Beach, Florida 33139 Attn: Josiel Ferrer-Diaz, El, Transportation Manager Notice may also be provided to any other address designated by the party to receive notice if such alternate address is provided via U.S. certified mail, return receipt requested, hand delivered, or by overnight delivery. In the event an alternate notice address is properly provided, notice shall be sent to such alternate address in addition to any other address which notice would otherwise be sent, unless other delivery instruction as specifically provided for by the party entitled to notice. Notice shall be deemed given on the day on which personally served, or the day of receipt by either U.S. certified mail or overnight delivery. SECTION 12 MISCELLANEOUS PROVISIONS 12.1 CHANGES AND ADDITIONS This Agreement cannot be modified or amended without the express written consent of the parties. No modification, amendment, or alteration of the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 12.2 SEVERABILITY 7 If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall not be affected and every other term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. 12.3 ENTIRETY OF AGREEMENT The City and Consultant agree that this is the entire Agreement between the parties. This Agreement supersedes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein, and there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Title and paragraph headings are for convenient reference and are not intended to confer any rights or obligations upon the parties to this Agreement. 12.4 CONSULTANT'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW Pursuant to Section 119.0701 of the Florida Statutes, if the Consultant meets the definition of "Contractor" as defined in Section 119.0701(1)(a), the Consultant shall: a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service; b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law; c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; and d) Meet all requirements for retaining public records and transfer to the City, at no City cost, all public records created, received, maintained and/or directly related to the performance of this Agreement that are in possession of the Consultant upon termination of this Agreement. Upon termination of this Agreement, the Consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the City in a format that is compatible with the information technology systems of the City. For purposes of this Article, the term "public records" shall mean all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the City. Consultant's failure to comply with the public records disclosure requirement set forth in Section 119.0701 of the Florida Statutes shall be a breach of this Agreement. In the event the Consultant does not comply with the public records disclosure requirement set forth in Section 119.0701 of the Florida Statutes, the City may, at the City's sole discretion, avail itself of the remedies set forth under this Agreement and available at law. [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 8 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their appropriate officials, as of the date first entered above. FOR CITY: CITY OF MIAMI BEACH, FLORIDA ATTEST: 2-''' ' ' A , /By: , ` City Clerk Mayo vtwo u,lilt 1 f Date: 1 Z Lam" .' . Date- A.' I )1 ....° i *I ,--- 1.6fmosbN, : 0 INOORP 0 FOR CONS 0; ,' 1T: RATED: Kimley-Horn and Associates, Inc. ATTEST. *tii7 . - . •'vh1 Olh b ,T 2 6 - By: •�/ I / -� Se eta7y Pr.j-ct Manager K °\,)C--dt n Lc13 0 C R. Russell Barnes, III, PE Print Name Print Name/Title Is Date: C( JO Date: ;2 j 2:D/S APPROVED AS TO FORM&LANGUAGE &F0- EXECUTI'N 1°11111r./1 1%.1 kAlf,' Air • ; Attorney ,P• Da 9 EXHIBIT A SCOPE OF SERVICING EXHIBIT A—SCOPE OF SERVICES Preparation of Environmental Analysis for Miami Beach Transit Projects, including the Beach Corridor Transit Connection Project and Related Services Project Understanding The City of Miami Beach and the Consultant (aka the Kimley-Horn Team) desire to set forth the general terms and conditions whereby the Kimley-Horn Team will be engaged to provide professional consulting services on one or more Projects (with respect to each engagement the "Project"),with the specifics to each engagement to be set forth in an executed Consultant Service Order(CSO).The Kimley-Horn Team will provide the services set forth below through separately negotiated and executed CSOs with compensation budgeted in the CSOs. The services to be provided shall support the City of Miami Beach staff in all aspects of advancing and implementing the "Preparation of Environmental Analysis for Miami Beach Transit Projects, including the Beach Corridor Transit Connection Project and Related Services." The specifics of the work items associated with these services have not been finalized at this time. Some of the services associated with this program could include, but are not limited to planning; visioning; data collection and analyses; environmental analyses and permitting; stakeholder coordination and public engagement; reporting to the City, State, and Federal agencies as required; design and engineering; procurement support and other activities as necessary. The general services to be rendered by the KHA Team will fall under the two main headings as outlined by the City of Miami Beach: 1. Developing the scope and deliverables of the desired environmental analyses and documents in order to expedite the implementation of the City of Miami Beach transit projects, including the Miami Beach Component of the Beach Corridor Transit Connection Project; and 2. Reviewing and evaluating proposals, and developing agreements and supporting documentation resulting from proposals, both from a technical and financial perspective, including Public- Private Partnership (P3) proposals. The following general scope items provide a description of the types and range of services that could be authorized by the City of Miami Beach on an individual CSO basis. These tasks are not intended to be an all-inclusive listing of tasks but a general description of the types of services that may be needed by the City of Miami Beach under each of these two categories: 1 Developing the scope and deliverables of the desired environmental analyses and documents in order to expedite the implementation of City of Miami Beach transit projects Project Development and Engineering Project Development and Engineering includes all services which facilitate the planning, designing, and engineering of new transit systems and horizontal or vertical transit facilities,as necessary to define the projects to a level necessary for environmental analyses and documentation and to advance projects toward implementation through the appropriately determined project delivery method. Technical and consulting services under this task may include but not be limited to: • Aerial photography • Geotechnical surveys • Topographic surveys • Subsurface utility exploration • Utility assessment,conflict identification,coordination, and mitigation • Origin and destination studies and market surveys • Ridership estimation- regional travel demand modeling and corridor/mode specific applications • Operations planning, route analysis, and performance assessment • Fare collection • Traffic engineering and corridor simulation • Evaluation of dedicated transit lanes • Bus rapid transit(BRT), Enhanced Bus Service (EBS), light-rail transit(LRT)/streetcar right-of-way and guideway/track design • Station/stop area design and streetscape planning • Multimodal streetscape design • Intelligent transportation systems,traffic signal operations,traffic management, signal prioritization • Civil and structural engineering and design • Systems engineering, communications,train control • Power supply,traction power, substations • Off-wire technologies and alternative propulsion • Vehicle specifications and procurement • Capital costs(opinion of probable costs) estimates • Operating and maintenance costs estimates • Maintenance and storage programming, location selection and site design • Transit oriented design and development • State-of-good repair assessment • Right-of-way, real estate management • Assessment of project finance and delivery methods • Other services as deemed necessary to advance projects • Miscellaneous tasks and services 2 Environmental Analyses, Documentation, Compliance Assessment and Permitting Environmental analyses, compliance assessment, and permitting includes the services necessary to achieve environmental compliance, approvals and necessary permits(when applicable)for project design, engineering, construction and implementation. Depending on the potential of impact for transit projects affecting areas outside of the existing transportation rights-of-way, the appropriate class of action could range from categorical exclusion (CE) to a significantly more Environmental Assessment (EA), or Environmental Impact Statement(EIS). Engaging Federal involvement and funding in addition has further implications on the requirements for environmental analyses and documentation. The Team will provide support in making an early determination of the appropriate environmental class of action necessary.Technical and consulting services under this task may include but not be limited to: • Consult with the appropriate City, State and Federal agencies and stakeholders regarding appropriate environmental class of action (Documented Cat Ex/EA/SEIR/EIS) • Prepare project descriptions and define project purpose and need • Environmental data collection, analysis and documentation including but not limited to: o Social Resources and Effects Evaluation o Environmental Justice (EJ) o Land Use o Relocation Potential o Visual and Aesthetics o Cultural Resources o Recreational,Section 4(f) Resources o Natural Resources o Wetlands and Essential Fish Habitat o Floodplains o Water Quality o Special Designations o Wildlife and Habitat o Permit Conditions o Noise and Vibration o Air Quality o Construction Impact Analysis o Contamination o Utilities • Prepare environmental documents(Documented Categorical Exclusion, Environmental Assessment/Finding of No Significant Impact, Environmental Impact Statement/Record of Decision, State Environmental Impact Report) • Permitting • Other services as deemed necessary to advance projects 3 Stakeholder Consensus and Documentation Key stakeholders will be identified with the City of Miami Beach to provide an approach that considers all project opinions.Technical and consulting services under this task may include but not be limited to: • Agency Stakeholder Coordination o Technical advisory committee (TAC)for technical advice o One-on-one meetings with agencies and key stakeholders o One-on-one meetings with elected officials Public Coordination, Consensus and Documentation An approach to public involvement will be developed with the City of Miami Beach that is inclusive and considers all project opinions.Technical and consulting services under this task may include but not be limited to: • Public Engagement Plan o Define Engagement Techniques o Identify Key Messages o Link Engagement Activities to Project Schedule • Engagement Techniques o Web Site o Social Media o Public Meetings o Business Outreach o Technical Advisory Committee o Review Agency Coordination • Public workshops, meetings and information sessions • Prepare presentations,display, 3D models,videos, and animations • Conduct public hearing(s) Project Finance and Grant Development The Kimley-Horn Team will support the City of Miami Beach in identifying funding strategies for projects, and particularly identifying non-traditional sources of funding that support, leverage and even eliminate the need for traditional federal funding programs. The Kimley-Horn Team's specific duties and engagement will be better delineated with the application of each project.Technical and consulting services under this task may include but not be limited to: • Initial screen of local, state, and federal funding options (capital and operating) o High level screen of available funding options—table of funding options 4 o In partnership with the City of Miami Beach, develop guidelines for possible funding sources o Workshop with City of Miami Beach staff and the City's Financial Advisors and partners(as defined by the City of Miami Beach)to discuss funding options and to narrow the list of feasible funding options based on the guidelines and provide any support needed in order for the City's Financial Advisors to develop forecasts of prioritized funding sources and order of magnitude estimates for each funding option and to advance funding options that appear viable into funding commitments necessary to move the project forward. • Partner with the City of Miami Beach on the best strategies to move funding options forward o Identify preliminary steps to move the narrowed list of funding options forward and the anticipated timing to do so o Workshop with the City of Miami Beach and partners to finalize steps to move the finalized funding options forward • Assist the City of Miami Beach with Grant applications for state or federal (TIGER)discretionary grants (as needed) Reviewing and evaluating proposals, both from a technical and financial perspective, including reviewing Public-Private Partnership (P3) proposals The Kimley-Horn Team may be requested to participate in the development of requests for proposals and/or the evaluation of proposals received, including unsolicited proposals. Technical and consulting services under this task may include but not be limited to: •Development of proposal specifications for procurement solicitations •Development of evaluation criteria for procurement solicitations •Working with the City of Miami Beach in conducting Industry Forum(s) to solicit market interest at the City of Miami Beach's discretion •Evaluating proposals received o Money value (cost effectiveness) o Qualifications 0 Performance specifications •Assist in development of agreements resulting from proposals 5 EXHIBIT B CONSULTANT SERVICE ORDER FEE EXHIBIT B Kimley>>>Horn Billing Classification Rate* Project Manager $330.00 Senior Specialist FTA Consulting $525.00 Senior Specialist Financial P3 Director $420.00 Senior Financial Advisor $325.00 Financial Advisor I $280.00 Financial Advisor II $210.00 Senior Specialist Public Affairs $295.00 Public Affairs Officer $130.00 Senior Specialist Cultural Resources $250.00 Senior Vehicle Consultant $295.00 Senior Systems Consultant $255.00 Chief Engineer Ops/Facilities $290.00 Chief Engineer $350.00 Senior Engineer $250.00 Senior Project Engineer $200.00 Project Engineer $180.00 Engineer $150.00 Engineering Intern $130.00 Chief Planner $280.00 Senior Planner $230.00 Planner $160.00 Chief Scientist $225.00 Senior Scientist $180.00 Scientist $145.00 Environmental Specialist $105.00 Senior Landscape Architect $210.00 Landscape Architect $160.00 Landscape Architect Intern $110.00 Senior Creative Director $170.00 Project Control Specialist $100.00 Support Analyst I $100.00 Support Analyst II $85.00 Support Analyst III $65.00 3-Man Surveying crew $180.00 2-Man Surveying crew $140.00 Secretary/Clerical $60.00 Notes: (1) Rates will be adjusted annually on July 1st of each year, beginning on July 1, 2016;Annual increase shall be limited by Consumer Price Index for All Urban Consumers(CPI-U)for Miami. (2)An amount corresponding to 4.5%will be added to the billing rates for miscelleneous expenses. ATTACHMENT A RESOLUTION, COMMISSION ITEMS AND COMMISSION MEMORANDUM COMMISSION ITEM SUMMARY Condensed Title: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND KIMLEY-HORN AND ASSOCIATES,INC.,PURSUANT TO REQUEST FOR QUALIFICATIONS(RFQ)NO.2015-213- KB, FOR THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES. Key Intended Outcome Supported: Ensure Comprehensive Mobility Addressing All Modes Throughout The City/Enhance Pedestrian Safety Universally. . Supporting Data (Surveys, Environmental Scan, etc: N/A Item Summary/Recommendation: On July 10, 2015,.the RFQ"Request for Qualifications (RFQ) No 2015-213-KB for the preparation of environmental analysis for Miami, transit projects including.the Beach Corridor Transit Connection Project and related services was issued. The City received a total of four(4) proposals. The City received four proposals: Kimley-Horn&Associates, Inc., Parsons Brinckerhoff,'Inc., HNTB Corporation, and Atkins North America, Inc. • An Evaluation ..Committee appointed by the City Manager convened on October 1, 2015, to consider proposals received and interview the proposers. After reviewing all the submissions and the results of the evaluation process, the City Manager recommended that the Mayor and City.Commission authorize the Administration to enter into negotiations with the top ranked proposer, Kimley-Horn and,Associates, Inc. Should negotiations fail,the City Manager recommended that the Administration be authorized to enter into negotiations with the second ranked proposer, Parsons Brinckerhoff, Inc. Should negotiations fail with the second ranked proposer,the City Manager recommended that the Administration be authorized to enter into negotiations with the third ranked proposer, HNTB Corporation. At the October 14, 2015 Commission meeting, the Manager was directed by the City Commission to negotiate with the top two proposers (Kimley-Horn and Associates, Inc. and Parsons Brinckerhoff, Inc.), however, subsequent to the October 14, 2015 Commission meeting, on November 2, 2015, the City's Procurement Director received notification from that Parsons Brinckerhoff, Inc. was withdrawing from negotiations. Given,the withdrawal of Parsons Brinckerhoff, Inc.from negotiations,the Administration,has successfully negotiated with Kimley-Horn the general terms and terms and conditions whereby'Kimley-Horn will be engaged to provide professional consulting services on one or more Projects with the specifics to each engagement to be set forth in an executed Consultant Service Order (CSO with compensation budgeted in the CSOs, and the cost determined based on estimated hours to complete the scope of work and pre-determined hourly rates set forth in the agreement. RECOMMENDATION:ADOPT THE RESOLUTION. Advisory Board Recommendation: Financial Information: Source Amount Account of 1 = To be determined on a project by project basis, subject to funds Funds: previously appropriated through the City's budgeting process OBPI Total Financial Impact Summary: City Clerk's Office Legislative Tracking: Alex Denis, Jose Gonzalez Sign-Offs: Department Director Assis t City Manager City nager JRG"Pc, AD KGB MT b JLM T:WGENDA\2015\December OCUREMENT\RFQ-2015- 3-KB-Environmental Analysis for Transit Project ummary.doc AGENDA IT M ,�� '\ MIAMIBEACH 1512 DATE MIAMI BEACH City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139,www.miamibeachfl.gov COM ISSION MEMORANDUM TO: Mayor Philip Levine and Members of he City ommission FROM: Jimmy L. Morales, City Manager DATE: December 9, 2015 SUBJECT: A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, APPROVING AND AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND KIMLEY-HORN AND ASSOCIATES, INC., PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) NO. 2015- 213-KB, FOR THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE • BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES. KEY INTENDED OUTCOME SUPPORTED Ensure Comprehensive Mobility Addressing All Modes Throughout The City/Enhance Pedestrian Safety Universally. FUNDING The cost of the related services for preparation of environmental analyses for Miami Beach transit projects, to be determined on a project by project basis, are subject to funds previously appropriated through the City's budgeting process, with the specifics to be set forth through separately negotiated consultant work orders for each project. BACKGROUND There are several initiatives underway that will require environmental review services for Transportation projects South Beach Portion of the Beach Transit Connection Project In October 2013, pursuant to requests from the cities of Miami Beach and Miami, the Miami- Dade Metropolitan Planning Organization (MPO) commenced a planning-level study that refreshed and updated the decade-old Baylink study.in partnership with Miami-Dade Transit (MDT), Florida Department of Transportation (FDOT), and the cities of Miami Beach and Miami (entitled the Beach Corridor Transit Connection Study). The MPO study was completed in June 2015 and reaffirmed the MacArthur Causeway as the preferred alignment to connect Miami Beach and Miami. The study recommended an off-wire or "wireless" light rail transit/modern streetcar system for the portion within each urban area as the preferred vehicle technology for propulsion - a more context-sensitive and community- friendly solution for our city than elevated heavy rail or light rail cantenary ("wired") systems- 1513 Agreement Between The City of Miami Beach And Kimley-Horn And Associates, Inc., For The Preparation Of Environmental Analysis For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services, Pursuant To Request For Qualifications(RFQ) No. 2015-213-KB October 14th, 2015 Page 2 as well as the use of exclusive lanes for the transit vehicles in order to provide reliable service. Phase 1 o f the recommended route alignment within Miami Beach consists. initially of the MacArthur Causeway, 5th Street, and Washington Avenue in order to provide a direct connection to the Miami Beach Convention Center. This initial route alignment is referred to as the Direct Connect, with additional phases recommended for the future. At the April 29, 2015 Commission meeting, the City Commission adopted a Resolution expressing support for expediting the South Beach Component of the Beach Corridor Transit Connection Project which proposes light rail transit/modern streetcar connectivity between the cities of Miami Beach and Miami. Further, the Resolution directed the Administration to work with the local transportation partners to expedite the South Beach Component and authorized the Administration to procure any environmental studies required to advance the South Beach component. At the MPO Policy Executive Committee (PEC) meeting on May 4, 2015, the Committee passed a Resolution approving policy directives as to how to proceed with the Baylink Project connecting Miami and Miami Beach. Pursuant to that Resolution, in an effort to expedite at least portions of the Baylink project, the cities of Miami and Miami Beach may in a manner consistent with State law, proceed with their own environmental analysis. The PEC met again on November 30, 2015 to discuss FDOT's recommendations regarding approaches to expedite the entire project (Downtown-MacArthur Causeway- Convention Center) and allowing each City to move forward with their portion of the project to the extent that it does not jeopardize funding for the overall project. The FDOT proposed approach, approved by the Federal Transit Administration (FTA), consists of an expedited approach that defines the limits of the regional transit connectivity project to be from the Miami Beach Convention Center to Government Center in Downtown Miami. This approach would expedite the project development phase within a 24-month timeframe and provide the opportunity for Federal funding up to 50 percent. of the project, as well as 50% State funding for any portion not covered by Federal funding. In addition, this approach would also provide for financing under the Transportation Infrastructure Finance and Innovation Act (TIFIA) program which provides Federal credit assistance in the form of direct loans, in the event that Federal funding is not available in a timely manner. FTA and FDOT have advised that any environmental and engineering studies completed for the Miami Beach portion of the overall regional connectivity project completed in parallel to FDOT procurement of a Consultant for the entire project would then be provided to FDOT to expedite completing the state's unifying project development document in compliance with National Environmental Policy Act (NEPA) standards. Short Term Enhanced Bus Project In order to expedite enhanced transit services in South Beach in the short term, the City has been evaluating opportunities to initiate exclusive lane/prioritized bus service along the Direct Connect route described above until the light rail/modern streetcar project is. implemented. This type of service will also require environmental reviews, albeit at a much more simplistic level. The City has also began discussions for premium service (perhaps on-shoulders) on the Julia Tuttle Causeway which would also require some type of environmental review. 1514 Agreement Between The City of Miami Beach And Kimley-Horn And Associates, Inc., For The Preparation Of Environmental Analysis For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services, Pursuant To Request For Qualifications(RFQ) No. 2015-213-KB October 14`h,2015 Page 3 Transportation Master Plan As part of the Transportation Master Plan, the City Commission adopted a Resolution in July, 2015 prioritizing pedestrians, bicycles, and transit over private vehicles. In support of this modal prioritization, the draft Transportation Master Plan includes many initiatives in support of transit that will require environmental reviews and evaluation of proposals. PROCUREMENT PROCESS On July 8, 2015, the City Commission approved to issue the Request for.Qualifications (RFQ) No. 2015-213-KB for the preparation of environmental .analysis for Miami Beach transit projects including the Beach Corridor Transit Connection Project and related services. On July 10, 2015, the RFQ was issued. A voluntary pre-proposal conference to provide information to the proposers submitting a response was held on August 19, 2015. RFQ responses were due and received on September 11, 2015. The City received a total of four(4) proposals. The City received proposals from the following firms: Kimley-Horn & Associates, Inc., Parsons Brinckerhoff, Inc., HNTB Corporation, and Atkins North America, Inc. After reviewing all the submissions and the results of the evaluation process, the City Manager recommended that the Mayor and City Commission authorize the,Administration to enter into negotiations with the top ranked proposer, Kimley-Horn and Associates, Inc.. (Kimley-Horn). Should negotiations fail, the City Manager recommended that the Administration be authorized to enter into negotiations with the second ranked proposer, Parsons Brinckerhoff, Inc. (Parsons). Should negotiations fail with the second ranked proposer, the City Manager recommended that the Administration be authorized to enter into negotiations with the third ranked proposer, HNTB Corporation (HNTB). At the October 14, 2015 Commission meeting, the Manager was directed by the City Commission to negotiate with the top two proposers (Kimley-Horn and Associates, Inc. and Parsons Brinckerhoff, Inc.), however, subsequent to the October 14, 2015 Commission meeting, on November 2, 2015, the City's Procurement Director received notification from Parsons Brinckerhoff, Inc. that stated the following: "We are standing down from negotiations and are working in good faith within the procurement process to accept a role under a single contract arrangement." Given the withdrawal of Parsons from negotiations, the Administration, in consultation with the City Attorney, advised Parsons that, if withdrawn from negotiations, any role that they would perform for the engagement would need to be in a sub-consultant role directed negotiated between Kimley-Horn and Parsons without the City's involvement. The services to be provided shall support the City staff in all aspects of advancing and implementing the "Preparation of Environmental Analysis for Miami Beach Transit Projects, including the Beach Corridor Transit Connection Project and Related Services." The specifics of the work items associated with these services have not been finalized at this time. Some of the services associated with this program could include, but are not limited to, planning; visioning; data collection and analyses; environmental analyses and permitting; stakeholder coordination and public engagement; reporting to the City, State, and Federal agencies as required; design and engineering; procurement support and other activities as necessary. 1515 Agreement Between The City of Miami Beach And Kimley-Horn And Associates, Inc., For The Preparation Of Environmental Analysis For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services, Pursuant To Request For Qualifications(RFQ) No. 2015-213-KB October 14`",2015 Page 4 The general services to be rendered by the Kimley-Horn team will fall under the two main headings as outlined by the City: 1. Developing the scope and deliverables of the desired environmental analyses and documents in order to expedite the implementation of the Miami Beach Transit Projects, including the Miami. Beach Component of the Beach Corridor Transit Connection Project; and 2. Reviewing and evaluating proposals, and developing agreements and supporting documentation resulting from proposals, both from a technical and financial perspective, including Public-Private Partnership (P3) proposals. The Administration has negotiated with Kimley-Horn the general terms and conditions whereby Kimley-Horn will be engaged to provide professional consulting services on one or more transit projects with the specifics to each engagement to be set forth in an executed Consultant Service Order (CSO). The Kimley-Horn Team will provide the services set forth below through separately negotiated and executed CSOs with compensation budgeted in the CSOs, and the cost determined based on estimated hours to complete the scope of work and pre-determined hourly rates set forth in the agreement. CONCLUSION The Administration recommends that the Mayor and City Commission approve the Resolution authorizing the Mayor And City Clerk to execute an agreement between the City of Miami Beach and Kimley-Horn And Associates, Inc., for the preparation of Environmental Analysis for Miami Beach transit projects including the Beach Corridor Transit Connection Project and related s ices, pursuant to Request For Qualifications (RFQ) No. 2015-213-KB JLM/MT/K B/JRG/AD T:IAGENDA120151December\Oct 211TRANSPORTATIONIRFQ-2015-213-KB-Environmental Analysis for Transit Projects- Memo.doc 1516 RESOLUTION NO. A RESOLUTION AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND KIMLEY-HORN AND ASSOCIATES, INC., FOR THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES, PURSUANT TO REQUEST FOR QUALIFICATIONS' (RFQ) NO. 2015-213-KB WHEREAS, Request for Qualifications No. 2015-213-KB (the RFQ) was issued on July 19, 2015, with an opening date of September 11, 2015; and WHEREAS, a voluntary pre-proposal meeting was held on August 19, 2015; and WHEREAS, the City received a total of four(4) proposals; and WHEREAS, an Evaluation Committee convened on October 1, 2015 to consider the proposals received; and WHEREAS, the Committee's ranking was as follows: Kimley-Horn and Associates, Inc., top-ranked, Parsons Brinckerhoff, Inc., second highest ranked, and HNTB Corporation, third highest ranked; and WHEREAS, after reviewing all th,e submissions and the results of the evaluation process, the City Manager recommended that the Mayor and City Commission authorize the Administration to enter into negotiations with the top ranked proposer, Kimley-Horn and Associates, Inc.; and should negotiations fail, the City Manager recommended that the Administration be authorized to enter into negotiations with the second ranked proposer, Parsons Brinckerhoff, Inc.; and should negotiations fail with the second ranked proposer, the City Manager recommended that the Administration be authorized to enter into negotiations with the third ranked proposer, HNTB Corporation; and WHEREAS, at its October 14, 2015 City Commission Meeting, after considering the City 9, 9 Y Manager's recommendation, the proximity of scores received by the Kimley-Horn and Associates, Inc. and Parsons Brinckerhoff, Inc., as well as the qualifications of both firms, and discussion by staff and others, the City Commission deemed that both firms were equally qualified to carry out the requirements of the RFQ; and, accordingly, authorized the Administration to conduct negotiations with both firms, as the two (2) most qualified firms; and WHEREAS, subsequent to the October 14, 2015 Commission meeting, on November 2, 2015, the City's Procurement Director received notification from Parsons Brinckerhoff, Inc. that stated the following: "We are standing down from negotiations and are working in good faith within the procurement process to accept a role under a single contract arrangement." 1517 NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, that Mayor and City Commission of the City of Miami Beach, Florida, approve the Resolution authorizing The Mayor And City Clerk to execute an agreement Between the City of Miami Beach and Kimley-Horn And Associates, Inc., for The Preparation Of Environmental Analysis:-For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services, Pursuant To Request For Qualifications (RFQ) No. 2015-213-KB PASSED AND ADOPTED this day of 2015. ATTEST: Rafael E. Granado, City Clerk Philip Levine, Mayor T:\AGENDA\20151December\TRANSPORTATION\RFQ-2015-213-KB-Environmental Analysis for Transit Projects-Resolution.doc APPROVED AS TO FORM&LANGUAGE &FOR EXECUTION Oftr.(1--- ( — tS City Attorney Date 1518 EXHIBIT A-SCOPE OF SERVICES Preparation of Environmental Analysis for Miami Beach Transit Projects, including the Beach Corridor Transit Connection Project and Related Services Project Understanding The City of Miami Beach and the Consultant(aka the Kimley-Horn Team) desire to set forth the general terms and conditions whereby the Kimley-Horn Team will be engaged to provide professional consulting services on one or more Projects(with respect to each engagement the "Project"),with the specifics to each engagement to be set forth in an executed Consultant Service Order(CSO).The Kimley-Horn Team will provide the services set forth below through separately negotiated and executed CSOs with compensation budgeted in the CSOs. The services to be provided shall support the City of Miami Beach staff in all aspects of advancing and implementing the"Preparation of Environmental Analysis for Miami Beach Transit Projects, including the Beach Corridor Transit Connection Project and Related Services." The specifics of the work items associated with these services have not been finalized at this time. Some of the services associated with this program could include, but are not limited to planning; visioning; data collection and analyses; environmental analyses and permitting; stakeholder coordination and public engagement; reporting to the City,State, and Federal agencies as required; design and engineering; procurement support and other activities as necessary. The general services to be rendered by the KHA Team will fall under the two main headings as outlined by the City of Miami Beach: 1. Developing the scope and deliverables of the desired environmental analyses and documents in order to expedite the implementation of the City of Miami Beach transit projects, including the Miami Beach Component of the Beach Corridor Transit Connection Project; and 2. Reviewing and evaluating proposals, and developing agreements and supporting documentation resulting from proposals, both from a technical and financial perspective, including Public- Private Partnership (P3) proposals. The following general scope items provide a description of the types and range of services that could be authorized by the City of Miami Beach on an individual CSO basis. These tasks are not intended to be an all-inclusive listing of tasks but a general description of the types of services that may be needed by the City of Miami Beach under each of these two categories: 1 • 1519 Developing the scope and deliverables of the desired environmental analyses and documents in order to expedite the implementation of City of Miami Beach transit projects Project Development and Engineering Project Development and Engineering p gineering includes all services which facilitate the planning, designing, and engineering of new transit systems and horizontal or vertical transit facilities,as necessary to define the projects to a level necessary for environmental analyses and documentation and to advance projects toward implementation through the appropriately determined project delivery method. Technical and consulting services under this task may include but not be limited to: • Aerial photography • Geotechnical surveys • s Topographic surve Y • Subsurface utility exploration • Utility assessment, conflict identification, coordination, and mitigation • Origin and destination studies and market surveys • Ridership estimation- regional travel demand modeling and corridor/mode specific applications • Operations planning,route analysis, and performance assessment • Fare collection • Traffic engineering and corridor simulation • Evaluation of dedicated transit lanes • Bus rapid transit(BRT), Enhanced Bus Service (EBS), light-rail transit(LRT)/streetcar right-of-way and guideway/track design • Station/stop area design and streetscape planning . • Multimodal streetscape design • Intelligent transportation systems,traffic signal operations,traffic management,signal prioritization • Civil and structural engineering and design • Systems engineering, communications,train control • Power supply,traction power,substations • Off-wire technologies and alternative propulsion • Vehicle specifications and procurement • Capital costs(opinion of probable costs) estimates • Operating and maintenance costs estimates • Maintenance and storage programming, location selection and site design • Transit oriented design and development • State-of-good repair assessment • Right-of-way, real estate management • Assessment of project finance and delivery methods • Other services as deemed necessary to advance projects • Miscellaneous tasks and services 2 1520 Environmental Analyses, Documentation, Compliance Assessment and Permitting Environmental analyses, compliance assessment, and permitting includes the services necessary to achieve environmental compliance, approvals and necessary permits(when applicable) for project design, engineering, construction and implementation. Depending on the potential of impact for transit projects affecting areas outside of the existing transportation rights-of-way, the appropriate class of action could range from categorical exclusion (CE) to a significantly more Environmental Assessment (EA), or Environmental Impact Statement(EIS). Engaging Federal involvement and funding in addition has further implications on the requirements for environmental analyses and documentation. The Team will provide support in making an early determination of the appropriate environmental class of action necessary.Technical and consulting services under this task may include but not be limited to: • Consult with the appropriate City,State and Federal agencies and stakeholders regarding appropriate environmental class of action (Documented Cat Ex/EA/SEIR/EIS) • Prepare project descriptions and define project purpose and need • Environmental data collection,analysis and documentation including but not limited to: o Social Resources and Effects Evaluation o Environmental Justice(EJ) o Land Use o Relocation Potential o Visual and Aesthetics o Cultural Resources o Recreational, Section 4(f) Resources o Natural Resources o Wetlands and Essential Fish Habitat o Floodplains o Water Quality o Special Designations o Wildlife and Habitat o Permit Conditions o Noise and Vibration o Air Quality o Construction Impact Analysis o Contamination o Utilities • Prepare environmental documents(Documented Categorical Exclusion, Environmental Assessment/Finding of No Significant Impact, Environmental Impact Statement/Record of Decision, State Environmental Impact Report) • Permitting • Other services as deemed necessary to advance projects 3 1521 Stakeholder Consensus and Documentation Key stakeholders will be identified with the City of Miami Beach to provide an a pp roach that considers all project opinions.Technical and consulting services under this task may include but not be limited to: • Agency Stakeholder Coordination o Technical advisory committee (TAC) for technical advice o One-on-one meetings with agencies and key stakeholders o One-on-one meetings with elected officials Public Coordination, Consensus and Documentation An approach to public involvement will be developed with the City of Miami Beach that is inclusive and considers all project opinions.Technical and consulting services under this task may include but not be limited to: • Public Engagement Plan o Define Engagement Techniques o Identify Key Messages o Link Engagement Activities to Project Schedule • Engagement Techniques o Web Site o Social Media o Public Meetings o Business Outreach o Technical Advisory Committee o Review Agency Coordination • Public workshops, meetings and information sessions • Prepare presentations,display, 3D models,videos, and animations • Conduct public hearing(s) Project Finance and Grant Development The Kimley-Horn Team will support the City of Miami Beach in identifying funding strategies for projects, and particularly identifying non-traditional sources of funding that support, leverage and even eliminate the need for traditional federal funding programs. The Kimley-Horn Team's specific duties and engagement will be better delineated with the application of each project.Technical and consulting services under this task may include but not be limited to: • Initial screen of local, state, and federal funding options(capital and operating) o High level screen of available funding options—table of funding options 4 1522 o In partnership with the City of Miami Beach,develop guidelines for possible funding sources o Workshop with City of Miami Beach staff and the City's Financial Advisors and partners(as defined by the City of Miami Beach) to discuss funding options and to narrow the list of feasible funding options based on the guidelines and provide any support needed in order for the City's Financial Advisors to develop forecasts of prioritized funding sources and order of magnitude estimates for each funding option and to advance funding options that appear viable into funding commitments necessary to move the project forward. • Partner with the City of Miami Beach on the best strategies to move funding options forward o Identify preliminary steps to move the narrowed list of funding options forward and the anticipated timing to do so o Workshop with the City of Miami Beach and partners to finalize steps to move the finalized funding options forward • Assist the City of Miami Beach with Grant applications for state or federal (TIGER)discretionary grants(as needed) Reviewing and evaluating proposals, both from a technical and financial perspective, including reviewing Public-Private Partnership (P3) proposals The Kimley-Horn Team may be requested to participate in the development of requests for proposals and/or the evaluation of proposals received, including unsolicited proposals. Technical and consulting services under this task may include but not be limited to: •Development of proposal specifications for procurement solicitations 'Development of evaluation criteria for procurement solicitations •Working with the City of Miami Beach in conducting Industry Forum(s) to solicit market interest at the City of Miami Beach's discretion •Evaluating proposals received o Money value (cost effectiveness) o Qualifications o Performance specifications •Assist in development of agreements resulting from proposals 5 1523 PROFESSIONAL SERVICES AGREEMENT BETWEEN THE CITY OF MIAMI BEACH AND KIMLEY-HORN AND ASSOCIATES, INC. FOR ENVIRONMENTAL ANALYSIS SERVICES PURSUANT TO RFQ 2015-213-KB PREPARATION OF,ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES This Professional Services Agreement ("Agreement") is entered into this day of December, 2015, between the CITY OF MIAMI BEACH, FLORIDA, a municipal corporation organized and existing under the laws of the State of Florida, having its principal offices at 1700 Convention Center Drive, Miami Beach, Florida, 33139 ("City"), and Kimley-Horn and Associates, Inc., a North Carolina Corporation, whose address is 1221 Brickell Avenue, Suite 400, Miami, FL 33131(Consultant). SECTION 1 DEFINITIONS Agreement: This Agreement between the City and Consultant, including any exhibits and amendments thereto. City Manager: The chief administrative officer of the City. Consultant: For the purposes of this Agreement, Consultant shall be deemed to be an independent contractor, and not an agent or employee of the City. Services: All services, work and actions by the Consultant performed or undertaken pursuant to the Agreement. Fee: Not to exceed amount paid to the Consultant pursuant to this Agreement. Proposal Documents: Proposal Documents shall mean City of Miami Beach RFQ No. 2015- 213-KB for Preparation of Environmental Analysis for Miami Beach Transit Projects Including the Beach Corridor Transit Connection Project • and Related Services, together with all amendments thereto, issued by the City in contemplation of this Agreement, RFQ, and the Consultant's proposal in response thereto (Proposal), all of which are hereby incorporated and made a part hereof; provided, however, that in the event of an express conflict between the Proposal Documents and this Agreement, the following order of precedent shall prevail: this Agreement; the and the Proposal. Risk Manager: The Risk Manager of the City, with offices at 1700 Convention Center Drive, Third Floor, Miami Beach, Florida 33139: telephone number (305) 673-7000, Ext. 6435: and fax number(305) 673-7023. 1 1524 Consultant Service Order: "Consultant Service Order shall specifically describe and delineate the particular services which will be required of Consultant for the Project that is the subject of such order. SECTION 2 SCOPE OF SERVICES (SERVICES) 2.1 In consideration of the Fee to be paid to Consultant by the City, Consultant shall provide the work and services described in Exhibit"A" hereto (the Services). 2.2 Consultant's Services, and any deliverables incident thereto, shall be completed in accordance with the timeline and/or schedule in the Consultant Service Order. 2.3 Consultant shall only commence any services, or portions thereof, upon issuance of a Consultant Service Order by the City. SECTION 3 TERM The term of this Agreement (Term) shall commence upon execution of this Agreement by all parties hereto, and shall have an initial term of three (3) years, with a two (2), one (1)-year renewal options, to be exercised at the City Manager's sole option and discretion, by providing Consultant with written notice of same no less than thirty (30) days prior to the expiration of the initial term. Notwithstanding the Term provided herein, Consultant shall adhere to any specific timelines, schedules, dates, and/or performance milestones for completion and delivery of the Services, as same is/are set forth in the timeline and/or schedule referenced in the Consultant Service Oder. SECTION 4 FEE 4.1 In consideration of the Services to be provided, Consultant shall be compensated through individual Consultant Service Orders issued for a particular project, on a"fixed fee" or "not to exceed" basis. Notwithstanding the preceding, the total fee paid to Consultant pursuant to this Agreement shall be subject to funds availability approved through the City's budgeting process. 4.2 The City shall pay the Consultant the "lump sum" amount identified in the approved Consultant Service Order based on the Consultant's hourly rates set forth in Exhibit B, attached hereto. Other direct expenses will be billed at 1.00 times cost. All permitting, application, and similar project fees will be paid directly by the City. Approved Additional Services shall be compensated in accordance with the, hourly rates set forth in Exhibit C. Consultant shall not commence any additional services unless approved, in writing by the City. Any request for payment of additional services shall be included in a Consultant payment request. 2 1525 4.3 INVOICING Upon receipt of an acceptable and approved invoice, payment(s) shall be made within thirty (30) days for that portion (or those portions) of the Services satisfactorily rendered (and referenced in the particular invoice). Invoices shall include a detailed description of the Services (or portions thereof) provided, and shall be submitted to the City at the following address: Josiel Ferrer-Diaz, El, Transportation Manager City of Miami Beach 1700 Convention Center Drive Transportation Department 4th Floor Miami Beach, Florida 33139 SECTION 5 TERMINATION 5.1 TERMINATION FOR CAUSE If the Consultant shall fail to fulfill in a timely manner, or otherwise violates, any of the covenants, agreements, or stipulations material to this Agreement, the City, through its City Manager, shall thereupon have the right to terminate this Agreement for cause. Prior to exercising its option to terminate for cause, the City shall notify the Consultant of its violation of the particular term(s) of this Agreement, and shall grant Consultant ten (10) days to cure such default. If such default remains uncured after ten (10) days, the City may terminate this Agreement without further notice to Consultant. Upon termination, the City shall be fully discharged from any and all liabilities, duties, and terms arising out of, or by virtue of, this Agreement. Notwithstanding the above, the Consultant shall not be relieved of liability to the City for damages sustained by the City by any breach of the Agreement by the Consultant. The City, at its sole option and discretion, shall be entitled to bring any and all legal/equitable actions that it deems to be in its best interest in order to enforce the.City's right and remedies against Consultant. The City shall be entitled to recover all costs of such actions, including reasonable attorneys' fees. 5.2 TERMINATION FOR CONVENIENCE OF THE CITY THE CITY MAY ALSO, THROUGH ITS CITY MANAGER, AND FOR ITS CONVENIENCE AND WITHOUT CAUSE, TERMINATE THE AGREEMENT AT ANY TIME DURING THE TERM BY GIVING WRITTEN NOTICE TO CONSULTANT OF SUCH TERMINATION; WHICH SHALL BECOME EFFECTIVE WITHIN THIRTY (30) DAYS FOLLOWING RECEIPT BY THE CONSULTANT OF SUCH NOTICE. IF THE AGREEMENT IS TERMINATED FOR CONVENIENCE BY THE CITY, CONSULTANT SHALL BE PAID FOR ANY SERVICES SATISFACTORILY PERFORMED UP TO THE DATE OF TERMINATION; FOLLOWING WHICH THE 3 1526 CITY SHALL BE DISCHARGED FROM ANY AND ALL LIABILITIES, DUTIES, AND TERMS ARISING OUT OF, OR BY VIRTUE OF, THIS AGREEMENT. 5.3 TERMINATION FOR INSOLVENCY The City also reserves the right to terminate the Agreement in the event the Consultant is placed either in voluntary or involuntary bankruptcy or makes an assignment for the benefit of creditors. In such event, the right and obligations for the parties shall be the same as provided for in Section 5.2. SECTION 6 INDEMNIFICATION AND INSURANCE REQUIREMENTS 6.1 INDEMNIFICATION Consultant agrees to indemnify and hold harmless the City of Miami Beach and its officers and employees, from and against any and all actions (whether at law or in equity), liabilities, losses, and expenses, including, but not limited to, reasonable attorneys' fees and costs, for personal, economic or bodily injury, wrongful death, loss of or damage to property, which may arise from the negligent acts, errors, omissions 'or other wrongful conduct of the Consultant, its officers, employees, agents, contractors, or any other person or entity acting under Consultant's control or supervision, as a result of the Consultant's performance of the Services pursuant to this Agreement. The parties agree that one percent (1%) of the total compensation to Consultant for performance of the Services under this Agreement is the specific consideration from the City to the Consultant for the Consultant's indemnity agreement. The provisions of this Section 6.1 and of this indemnification shall survive termination or expiration of this Agreement. 6.2 INSURANCE REQUIREMENTS The Consultant shall maintain and carry in full force during the Term, the following insurance: 1. Consultant General Liability, in the amount of$1,000,000; 2. Automobile Liability Insurance covering all owned, non-owned and hired vehicles used in connection with the work, in an amount not less than $1,000,000 combined single limit per occurrence, for bodily injury and property damage; 2. Consultant Professional Liability, in the amount of$200,000; and 3. Workers Compensation & Employers Liability, as required pursuant to Florida Statutes. The insurance must be furnished by insurance companies authorized to do business in the State of Florida. All insurance policies must be issued by companies rated no less than "B+" as to management and not less than "Class VI" as to strength by the latest edition of Best's Insurance Guide, published by A.M. Best Company, Oldwick, New Jersey, or its equivalent. All of Consultant's certificates shall contain endorsements providing that written notice shall be given to the City at least thirty (30) days prior to termination, cancellation or reduction in coverage in the policy. The insurance certificate for General Liability shall include the City as an additional insured and shall contain a waiver of subrogation endorsement. 4 1527 Original certificates of insurance must be submitted to the City's Risk Manager for approval (prior to any work and/or services commencing) and will be kept on file in the Office of the Risk Manager. The City shall have the right to obtain from the Consultant specimen copies of the insurance policies in the event that submitted certificates of insurance are inadequate to ascertain compliance with required coverage. The Consultant is also solely:responsible for obtaining and submitting all insurance certificates for any sub-consultants. Compliance with the foregoing requirements shall not relieve the Consultant of the liabilities and obligations under this Section or under any other portion of this Agreement. The Consultant shall not commence any work and or services pursuant to this Agreement until all insurance required under this Section has been obtained and such insurance has been approved by the City's Risk Manager. SECTION 7 LITIGATION JURISDICTIONNENUE/JURY TRIAL WAIVER This Agreement shall be construed in accordance with the laws of the State of Florida. This Agreement shall be enforceable in;Miami-Dade County, Florida, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for the enforcement of same shall lie in Miami-Dade County, Florida. By entering into this Agreement, Consultant and the City expressly waive any rights either party may have to a trial by jury of any civil litigation related to or arising out of this Agreement. SECTION 8 LIMITATION OF CITY'S LIABILITY The City desires to enter into this Agreement only if in so doing the City can place a limit on the City's liability for any cause of action, for money damages due to an alleged breach by the City of this Agreement, so that its liability for any such breach never exceeds the sum of $100,000, less any fee actually paid to Consultant under this agreement. Consultant hereby expresses its willingness to enter into this Agreement with Consultant's recovery from the City for any damage action for breach of contract to be limited to a maximum amount of $100,000, less any fee actually paid to Consultant under this agreement. Accordingly, and notwithstanding any other term or condition of this Agreement, Consultant hereby agrees that the City shall not be liable to the Consultant for damages in an amount in excess of $100,000 for any action or claim for breach of contract arising out of the performance or non-performance of any obligations imposed upon the City by this Agreement, less any fee actually paid to Consultant under this agreement. Nothing contained in this section or elsewhere in this Agreement is in any way intended to be a waiver of the limitation placed upon the City's liability, as set forth in Section 768.28, Florida Statutes. SECTION 9 5 1528 [INTENTIONALLY DELETED] SECTION 10 GENERAL PROVISIONS 10.1 AUDIT AND INSPECTIONS Upon reasonable verbal or written notice to Consultant, and at any time during normal business hours (i.e. 9AM — 5PM, Monday through Fridays, excluding nationally recognized holidays), and as often as the City Manager may, in his/her reasonable discretion and judgment, deem necessary, there shall be made available to the City Manager, and/or such representatives as the City Manager may deem to act on the City's behalf, to audit, examine, and/ or inspect, any and all other documents and/or records relating to all matters covered by this Agreement. Consultant shall maintain any and all such records at its place of business at the address set forth in the "Notices" section of this Agreement. 10.2 [INTENTIONALLY DELETED] 10.3 ASSIGNMENT, TRANSFER OR SUBCONSULT1NG Consultant shall not subcontract, assign, or transfer all or any portion of any work and/or service under this Agreement without the prior written consent of the City Manager, which consent, if given at all, shall be in the Manager's sole judgment and discretion. Neither this Agreement, nor any term or provision hereof, or right hereunder, shall be assignable unless as approved pursuant to this Section, and any attempt to make such assignment (unless approved) shall be void. 10.4 PUBLIC ENTITY CRIMES • Prior to commencement of the Services, the Consultant shall file a State of Florida Form PUR 7068, Sworn Statement under Section 287.133(3)(a) Florida Statute on Public Entity Crimes with.the City's Procurement Division. . 10.5 EQUAL EMPLOYMENT OPPORTUNITY In connection with the performance of the Services, the Consultant shall not discriminate against any employee or applicant for employment because of race, color, national origin, religion, sex, intersexuality, gender identity, sexual orientation, disability, marital and familial status, or age. 10.6 CONFLICT OF INTEREST The Consultant herein agrees to adhere to and be governed by all applicable Miami-Dade County Conflict of Interest Ordinances and Ethics provisions, as set forth in the Miami-Dade County_Code, and as may be amended from time to time; and by the City of Miami Beach Charter and Code (as some may be amended from time to time); both of which are incorporated by reference herein as if fully set forth herein. 6 1529 The Consultant covenants that it presently has no interest and shall not acquire any interest, directly or indirectly, which could conflict in any manner or degree with the performance of the Services. The Consultant further covenants that in the performance of this Agreement, Consultant shall not knowingly employ any person having such interest. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Agreement or to any benefits arising there from. SECTION 11 NOTICES All notices and communications in writing required or permitted hereunder, shall be delivered personally to the representatives of the Consultant and the City listed below or may be mailed by U.S. Certified Mail, return receipt requested, postage prepaid, or by a nationally recognized overnight delivery service. Until changed by notice in writing, all such notices and communications shall be addressed as follows: TO CONSULTANT: Kimley-Horn and Associate, Inc. 1221 Brickell Avenue, Suite 400 Miami, Florida 33131 Attn: Robert Lapore, P.E., Project Manager TO CITY: City of Miami Beach 1700 Convention Center Drive Transportation Department 4th Floor Miami Beach, Florida 33139 Attn: Josiel Ferrer-Diaz, El, Transportation Manager Notice may also be provided to any other address designated. by the party to receive notice if such alternate address is provided via U.S. certified mail, return receipt requested, hand delivered, or by overnight delivery. In the event an alternate notice address is properly provided, notice shall be sent to such alternate address in addition to any other address which notice would otherwise be sent, unless other delivery instruction as specifically provided for by the party entitled to notice. Notice shall be deemed given on the day on which personally served, or the day of receipt by either U.S. certified mail or overnight delivery. SECTION 12 MISCELLANEOUS PROVISIONS 12.1 CHANGES AND ADDITIONS This Agreement cannot be modified or amended without the express written consent of the parties. No modification, amendment, or alteration of the terms or conditions contained herein shall be effective unless contained in a written document executed with the same formality and of equal dignity herewith. 7 1530 12.2 SEVERABILITY • If any term or provision of this Agreement is held invalid or unenforceable, the remainder of this Agreement shall not be affected and every other term and provision of this Agreement shall be valid and be enforced to the fullest extent permitted by law. • 12.3 ENTIRETY OF AGREEMENT The City and Consultant agree that this is the entire Agreement between the parties. This Agreement supersedes all prior negotiations, correspondence, conversations, agreements or understandings applicable to the matters contained herein, and there are no commitments, agreements or understandings concerning the subject matter of this Agreement that are not contained in this document. Title and paragraph headings are for convenient reference and are not intended to confer any rights or obligations upon the parties to this Agreement. 12.4 CONSULTANT'S COMPLIANCE WITH FLORIDA PUBLIC RECORDS LAW Pursuant to Section 119.0701 of the Florida Statutes, if the Consultant meets the definition of "Contractor" as defined in Section 119.0701(1)(a), the Consultant shall: a) Keep and maintain public records that ordinarily and necessarily would be required by the public agency in order to perform the service; b) Provide the public with access to public records on the same terms and conditions that the public agency would provide the records and at a cost that does not exceed the cost provided in this chapter or as otherwise provided by law; c) Ensure that public records that are exempt or confidential and exempt from public records disclosure requirements are not disclosed except as authorized by law; and d) Meet all requirements for retaining public records and transfer to the City, at no City cost, all public records created, received, maintained and/or directly related to the performance of this Agreement that are in possession of the Consultant upon termination of this Agreement. Upon termination of this Agreement, the Consultant shall destroy any duplicate public records that are exempt or confidential and exempt from public records disclosure requirements. All records stored electronically must be provided to the City in a format that is compatible with the information technology systems of the City. For purposes of this Article, the term "public records" shall mean all documents, papers, letters, maps, books, tapes, photographs, films, sound recordings, data processing software, or other material, regardless of the physical form, characteristics, or means of transmission, made or received pursuant to law or ordinance or in connection with the transaction of official business of the City. Consultant's failure to comply with the public records disclosure requirement set forth in Section 119.0701 of the Florida Statutes shall be a breach of this Agreement. In the event the Consultant does not comply with the public records disclosure requirement set forth in Section 119.0701 of the Florida Statutes, the City may, at the City's sole discretion, avail itself of the remedies set forth under this Agreement and available at law. 8 1531 [REMAINDER OF THIS PAGE LEFT INTENTIONALLY BLANK] 9 1532 IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their appropriate officials, as of the date first entered above. FOR CITY: CITY OF MIAMI BEACH, FLORIDA ATTEST: By: City Clerk Mayor Date: Date: FOR CONSULTANT: Kimley-Horn and Associates, Inc. ATTEST: By: Secretary • Project Manager R. Russell Barnes, III, PE Print Name Print Name/Title Date: Date: 10 1533 EXHIBIT B Kimley>>>Horn Billing Classification Rate* Project Manager $330.00 Senior Specialist FTA Consulting $525.00 Senior Specialist Financial P3 Director $420.00 Senior Financial Advisor $325.00 Financial Advisor I $280.00 Financial Advisor II $210.00 Senior Specialist Public Affairs $295.00 Public Affairs Officer $130.00 Senior Specialist Cultural Resources $250.00 Senior Vehicle Consultant $295.00 Senior Systems Consultant $255.00 Chief Engineer Ops/Facilities $290.00 Chief Engineer $350.00 Senior Engineer $250.00 Senior Project Engineer $200.00 Project Engineer $180.00 Engineer $150.00 Engineering Intern $130.00 Chief Planner $280.00 Senior Planner $230.00 Planner $160.00 Chief Scientist $225.00 Senior Scientist $180.00 Scientist $145.00 Environmental Specialist $105.00 Senior Landscape Architect $210.00 Landscape Architect $160.00 Landscape Architect Intern $110.00, Senior Creative Director $170.00 Project Control Specialist $100.00 Support Analyst I $100.00 Support Analyst II $85.00 Support Analyst III $65.00 3-Man Surveying crew $180.00 2-Man Surveying crew $140.00 Secretary/Clerical $60.00 Notes: (1) Rates will be adjusted annually on July 1st of each year,beginning on July 1, 2016;Annual increase shall be limited by Consumer Price Index(CPI). (2)An amount corresponding to 4.5%will be added to the billing rates for miscelleneous expenses. 1534 THIS PAGE INTENTIONALLY LEFT BLANK 1535 • M I AM I BEACH City of Miami Beach, 1700 Convention Center Drive, Miami Beach, Florida 33139, www.miamibeachfl.gov LETTER TO COMMISSION 454-20.15 TO: Mayor Philip Levine and Members of t■'e City Co mission FROM: Jimmy L. Morales, City Manager 1 DATE: November 20., 2015 SUBJECT: UPDATE ON REQUEST FO" QUALIFICATIONS (RFQ) NO. 2015-213-KB FOR THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS • INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES On October 14, 2015, the City Commission considered the City Manager's recommendation pursuant to the above-referenced RFQ. Following discussion, the City Commission directed the Administration to negotiate with the top two proposers (Kimley-Horn and Associates, Inc. and Parsons .Brinckerhoff, Inc.). The Procurement Department scheduled negotiation meetings with both firms. However, on November 2, 2015, prior to its scheduled negotiation meeting, the City's Procurement Director received notice from Parsons Brinckerhoff; Inc., that • it was withdrawing from negotiations with the City. The notification from Parsons stated the following "We are standing down from negotiations and are working in good faith within the procurement process to accept a role under a single contract arrangement." Given, the withdrawal of Parsons from negotiations, the Administration, in consultation with the City Attorney, advised Parsons that, if withdrawn from negotiations, any role that they would perform for the engagement would need to be in a sub-consultant role directed negotiated between Kimley-Horn and Parsons without the City's involvement. i s JLM/Ke:/AD F:I PURLI$ALL\Solicitations12015\2015-213-KB (RFQ) Environmental Analysis Transit Corridor\LTC Parsons Withdrawal.docx • RESOLUTION NO, 2015-29182 A RESOLUTION OF THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, PERTAINING TO REQUEST FOR QUALIFICATIONS (RFQ) NO. 2015-213-KB FOR THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES, AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH BOTH, KIMLEY-HORN AND ASSOCIATES, INC. AND PARSONS BRINCKERHOFF, INC., AS THE TWO (2) FIRMS DEEMED TO BE THE MOST QUALIFIED BY THE CITY COMMISSION; AND SHOULD THE ADMINISTRATION NOT BE SUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH EITHER OF THE TWO MOST QUALIFIED FIRMS, THEN AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH HNTB CORPORATION, AS THE SECOND MOST QUALIFIED FIRM; AND FURTHER AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT, UPON CONCLUSION OF SUCCESSFUL NEGOTIATIONS BY THE ADMINISTRATION. WHEREAS, Request for Qualifications No. 2015-213-KB (the RFQ) was issued on July 19, 2015, with an opening date of September 11, 2015; and WHEREAS, a voluntary pre-proposal meeting was held on August 19, 2015; and WHEREAS, the City received a total of four(4) proposals; and WHEREAS, on September 11, 2015, the City Manager, via Letter to Commission (LTC) No. 357-2015, appointed an Evaluation Committee (the "Committee"), consisting of the following individuals: • Jesus Guerra, Executive Director, Miami-Dade Metropolitan Planning Organization • Alice Bravo, Director, Miami-Dade Transit • Harold Desdunes, Director of Transportation Development, Florida Department of Transportation District 6 • Madeleine Romanello, Miami Beach Chamber of Commerce and member of the City's Transportation, Parking, Bicycle and Pedestrian Facilities Committee • Jose Gonzalez, Transportation Director, City of Miami Beach The City Manager also considered the following individuals as alternates: • Wilson Fernandez, Transportation Systems Manager, Miami-Dade Metropolitan Planning Organization • Albert Hernandez, Assistant Director, Miami-Dade Transit • Aileen Boucle, Intermodal Systems Development Manager, Florida Department of Transportation District 6 • Seth Wasserman, Member of the City's Transportation, Parking, Bicycle and Pedestrian Facilities Committee Josiel Ferrer-Diaz, Transportation Manager, City of Miami Beach WHEREAS, the Committee convened on October 1, 2015 to consider the proposals received; and ' . 1 WHEREAS, the Committee was provided an overview of the project; information relative to the City's Cone of Silence Ordinance and the Government Sunshine Law; general information on the scope of services, references, and a copy of each proposal; and engaged in a question and answer session after the presentation of each proposer; and WHEREAS, the Committee was instructed to score and rank each proposal pursuant to the evaluation criteria established in the RFQ; and WHEREAS, the Committee's ranking was as follows: Kimley-Horn and Associates, Inc., top-ranked, Parsons Brinckerhoff, Inc., second highest ranked, and HNTB Corporation, third highest ranked; and WHEREAS, after reviewing all the submissions and the results of the evaluation process, the City Manager recommended that the Mayor and City Commission authorize the Administration to enter into negotiations with the top ranked proposer, Kimley-Horn and Associates, Inc.; and should negotiations fail, the City Manager recommended that the Administration be authorized to enter into negotiations with the second ranked proposer, Parsons Brinckerhoff, Inc.; and should negotiations fail with the second ranked proposer, the City Manager recommended that the Administration be authorized to enter into negotiations with the third ranked proposer, HNTB Corporation; and WHEREAS, at its October 14, 2015 City Commission Meeting, after considering the City Manager's recommendation, the proximity of scores received by the Kimley-Horn and Associates, Inc. and Parsons Brinckerhoff, Inc., as well as the qualifications of both firms, and discussion by staff and others, the City Commission deemed that both firms were equally qualified to carry out the requirements of the RFQ; and, accordingly, authorized the Administration to conduct negotiations with both firms, as the two (2) most qualified firms. - NOW, THEREFORE, BE IT DULY RESOLVED BY THE MAYOR AND CITY COMMISSION OF THE CITY OF MIAMI BEACH, FLORIDA, pertaining to the ranking of proposals, pursuant to Request for Qualifications (RFQ) No. 2015-213-KB, for preparation of environmental analysis for Miami Beach transit projects, including The Beach Corridor Transit Connection Project and related services, and authorize the Administration to enter into negotiations with both, Kimley-Horn and Associates, Inc. and Parsons Brinckerhoff, Inc., as the two firms deemed to be qualified by the City Commission; and should the Administration not be successful in negotiating an agreement with either of the two (2) most qualified firms, then authorize the Administration to enter into negotiations with HNTB Corporation, as the second most qualified firm; and further authorize the Mayor and City Clerk to execute an agreement upon conclusion of successful negotiations by the Administration. PASSED AND ADOPTE' •'_ / day of deZIL.A. 2015. mmaoklimill ATTEST: ,�� .C 4, .INCORP ORATED: Pc 0 / ✓, �� Kevin ; a r APPROVED AS TO Granath•� Ci ��Prk. _ . . .• FORM & LANGUAGE 22015 � .. � �a FOR XEC T:\AGENDA\2015\October\PROCUR iR/Q�S4(B Env:.: : e. al Analysis for Transit Projects esoluuon.aoc N iy .• C?%)-- 044 /61Z0115 City Attorney c s Dote . • . , COMMISSION ITEM SUMMARY Condensed Title: A RESOLUTION ACCEPTING THE RECOMMENDATION OF THE CITY MANAGER PERTAINING TO THE RANKING OF FIRMS,PURSUANT TO REQUEST FOR QUALIFICATIONS(RFQ)NO.2015-213- KB FOR THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES. Key Intended Outcome Supported: Ensure Comprehensive Mobility Addressing All Modes Throughout The City/Enhance Pedestrian Safety Universally. Supporting Data(Surveys, Environmental Scan, etc: N/A Item Summary/Recommendation: The Administration issued Request for Qualifications (RFQ) No. 2015-213-KB for the preparation of environmental analysis for Miami Beach transit projects including the Beach Corridor Transit Connection Project and related services. On July 10, 2015, the RFQ was issued. A voluntary pre-proposal conference to provide information to the proposers submitting a response was held on August 19,2015. RFQ responses were due and received on September 11, 2015. The City received a total of four(4) proposals. The City received proposals from the following firms: Kimley-Horn & Associates, Inc., Parsons Brinckerhoff, Inc., HNTB Corporation, and Atkins North America, Inc. The Evaluation Committee appointed by the City Manager convened on October 1, 2015,to consider proposals received and interview the proposers. The Committee was provided an overview of the project,information relative to the City's Cone of Silence Ordinance and the Government Sunshine Law. The Committee was also provided with general information on the scope of services,references and a copy of each proposal. The Committee ranked the proposers in accordance with the RFQ Evaluation Criteria. After reviewing all the submissions and the results of the evaluation process, the City Manager recommends that the Mayor and City Commission authorize the Administration to enter into negotiations with the top ranked proposer, Kimley-Horn and Associates, Inc. Should negotiations fail, the City Manager recommends that the Administration be authorized to enter into negotiations with the second ranked proposer, Parsons Brinckerhoff, Inc.Should negotiations fail with the second ranked proposer, the City Manager recommends that the Administration be authorized to enter into negotiations with the third ranked proposer, HNTB Corporation. RECOMMENDATION ADOPT THE RESOLUTION. Advisory Board Recommendation: Financial Information: Source Amount Account of 1 The cost of the related services, determined upon successful Funds: negotiations, are subject to funds availability approved through the City's budgeting tY rocess.process. ()BPI Total Financial Impact Summary: City Clerk's Office Legislative Tracking: Alex Denis, Jose Gonzalez Sign-Offs: Department Dir-ctor Assistant City Manager City Manager JR ,AD / KGB MT JLM T:\AGENDA\2015\October\PRO r. -EMENT\RFQ-2015-213-KB-Environmental Analysis for Transit Projects- • mary.doc AGENDA ITEM R t L w M I AM I BEACH DATE 7 . . MIAMI BEACH City of Miami Beach, 1700 Convention Center Drive,Miami Beach, Florida 33139,www.miamibeachfl.gov COMMISSION MEMORANDUM TO: Mayor Philip Levine and Members the City C,i mmission FROM: Jimmy L. Morales, City Manager DATE: October 14, 2015 ' SUBJECT: A RESOLUTION OF THE MAY* AND CITY COMMISSION OF THE CITY OF MIAMI BEACH,.FLORIDA, ACCE TING THE RECOMMENDATION OF THE CITY MANAGER PERTAINING TO THE RANKING OF FIRMS, PURSUANT TO REQUEST FOR QUALIFICATIONS (RFQ) NO. 2015-213-KB FOR THE PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND.RELATED SERVICES, AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH KIMLEY-HORN AND ASSOCIATES, INC., AS THE TOP RANKED PROPOSER; AND SHOULD THE ADMINISTRATION NOT BE SUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH KIMLEY- HORN AND ASSOCIATES, INC., AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH PARSONS BRINCKERHOFF, INC., AS THE SECOND HIGHEST RANKED PROPOSER; AND SHOULD THE ADMINISTRATION NOT BE SUCCESSFUL IN NEGOTIATING AN AGREEMENT WITH PARSONS BRINCKERHOFF, INC., AUTHORIZING THE ADMINISTRATION TO ENTER INTO NEGOTIATIONS WITH HNTB CORPORATION, AS THE THIRD HIGHEST RANKED PROPOSER; AND FURTHER AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE AN AGREEMENT, UPON CONCLUSION OF SUCCESSFUL NEGOTIATIONS BY THE ADMINISTRATION. ADMINISTRATION RECOMMENDATION Adopt the Resolution. KEY INTENDED OUTCOME SUPPORTED Ensure Comprehensive Mobility Addressing All Modes Throughout The City/Enhance Pedestrian Safety Universally. FUNDING The cost of the related services, determined upon successful negotiations, are subject to funds availability approved through the City's budgeting process. BACKGROUND, The City of Miami Beach, Florida is located on a barrier island between the Biscayne Bay and the Atlantic Ocean, just east of the City of Miami, Florida. It is connected to the City of Miami on the mainland via four causeways. The City is the predominant tourist destination of South Florida. The City has a population of approximately 87,779, in addition to the millions of tourists that visit each year. • Request For Qualifications(RFQ) No. 2015-213-KB, For Preparation Of Environmental Analysis For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services October 14",2015 Page 2 For over two years, the City has been working in partnership with the Miami-Dade Metropolitan Planning Organization (MPO), Miami-Dade Transit (MDT), Florida Department of Transportation (FDOT), and the City of Miami as part of the ongoing Beach Corridor Transit Connection Study (formerly known as the Baylink Corridor Study) studying ways to improve mass transit connectivity between the City of Miami Beach and Downtown Miami. The Study commenced in October 2013 and focuses on re-evaluating the "Locally Preferred Alternative" (resulting from the 2004 Baylink Corridor Study), which proposed a light rail transit/modern streetcar connection between Miami Beach and Downtown Miami, via the MacArthur Causeway. A Technical Advisory Committee (TAO)comprised of staff from various municipal and transportation agencies and a Policy Executive Committee (PEC) comprised of elected officials from Miami-Dade County, the City of Miami Beach, and the City of Miami was established as an advisory- committee of the MPO to assist the Study consultant team in making key milestone decisions through the Study process. At this time, the Study recommendations focus on a Light Rail Transit (LRT)/modern streetcar system connecting Miami Beach and Downtown Miami via the MacArthur Causeway. Several new and emerging catenary-free or off-wire technologies for LRT are being evaluated, including ground-embedded rail and on-board battery storage. The recommended alignment within Miami Beach consists initially of the MacArthur Causeway, 5th Street, and Washington Avenue (in order to establish a direct connection to the Miami Beach Convention Center). A second phase would include an alignment along Alton Road and 17th Street which would operate as a local route solely within Miami Beach and complement the initial regional cross- bay route to Downtown Miami. The study contemplates future route expansion along Collins Avenue to the Julia Tuttle Causeway, connecting to Midtown Miami. In order to provide efficient and effective mass transit service, the Project will operate on exclusive rights-of-way and not in mixed traffic. At the April 29, 2015 Commission meeting, the City Commission adopted a Resolution expressing support for expediting the South Beach Component of the Beach Corridor Transit Connection Project which proposes light rail transit/modern streetcar connectivity between the cities of Miami Beach and Miami. Further, the Resolution directed the Administration to work with the local transportation partners to expedite the South Beach Component and authorized the Administration to procure any environmental studies required to advance the South Beach component. The South Beach Component of the Beach Corridor Transit Connection Project will include, but not be limited to, the following transportation corridors: SR A1A/5th Street from SR 907/Alton Road to Washington Avenue; Washington Avenue from SR A1A/5th Street to Dade Boulevard; Dade Boulevard from Meridian Avenue to 23rd Street; and Convention Center Drive. At the PEC meeting on May 4, 2015, the Committee passed a Resolution approving policy directives as to how to proceed with the Baylink Project connecting Miami and Miami Beach. Pursuant to that Resolution, in an effort to expedite at least portions of the Baylink project, the cities of Miami and Miami Beach may, in a manner consistent with State law, proceed with their own environmental analysis. RFQ PROCESS On July 8, 2015, the City Commission approved to issue the Request for Qualifications (RFQ) No. 2015-213-KB for the preparation of environmental analysis for Miami Beach transit projects including the Beach Corridor Transit Connection Project and related services. On • Request For Qualifications(RFQ) No. 2015-213-KB, For Preparation Of Environmental Analysis For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services October 14',2015 Page 3 July 10, 2015, the RFQ was issued. A voluntary pre-proposal conference to provide information to the proposers submitting a response was held on August 19, 2015. RFQ responses were due and received on September 11, 2015. The City received a total of four(4) proposals. The City received proposals from the following firms: Kimley-Horn & Associates, Inc., Parsons Brinckerhoff, Inc., HNTB Corporation, and Atkins North America, Inc. On September 11, 2015, the City Manager, via Letter to Commission (LTC) No. 357-2015, appointed an Evaluation Committee (the"Committee"), consisting of the following individuals: • Jesus Guerra, Executive Director, Miami-Dade Metropolitan Planning Organization • Alice Bravo, Director, Miami-Dade Transit • Harold Desdunes, Director of Transportation Development, Florida Department of Transportation District 6 • Madeleine Romanello, Miami Beach Chamber of Commerce and member of the City's Transportation, Parking, Bicycle and Pedestrian Facilities Committee • Jose Gonzalez, Transportation Director, City of Miami Beach The City Manager also considered the following individuals as alternates: • Wilson Fernandez, Transportation Systems Manager, Miami-Dade Metropolitan Planning Organization • Albert Hernandez, Assistant Director, Miami-Dade Transit • Aileen Boucle, Intermodal Systems Development Manager, Florida Department of Transportation District 6 • Seth Wasserman, Member of the City's Transportation, Parking, Bicycle and Pedestrian Facilities Committee • Josiel Ferrer-Diaz, Transportation Manager, City of Miami Beach The Committee convened on October 1, 2015 to consider proposals received and interview the proposers. The Committee was provided an overview of the project, information relative to the City's Cone of Silence Ordinance and the Government Sunshine Law. The Committee was also provided with general information on the scope of services, references, and a copy of each proposal. Additionally, the Committee engaged in a question and answer session after the presentation of each proposer. The Committee was instructed to score and rank each proposal pursuant to the evaluation criteria established in the RFQ. The evaluation process resulted in the ranking of proposers as indicated in the table below. RFO 2015413-KB ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES LOW Wilson Madeline Albert Harold Jose AGGREGATE • - Fernandez Renkrng Romanello Ranking ,Hernandez Ranking Desdunes Ranking Gonzalez Ranker =Aka Rank Ad,ins North Amernca,Inc 80 4 70 4 88 2 93 _ 4 94 2 18 4 HNTB Corporation 81 3 80 3 84 4 95 1 84 4 15 9 Kinney-Horn&Assoc.Inc. 88 1 100 1 92 1 94 2 90 3 8 1 Parsons Brinckertmfl.Inc. 83 2 95 2 87 3 94 2 95 1 _ 10 2 MANAGER'S DUE DILIGENCE & RECOMMENDATION After reviewing all the submissions and the results of the evaluation process, the City Manager recommends that the Mayor and City Commission authorize the Administration to enter into negotiations with the top ranked proposer, Kimley-Horn and Associates, Inc. Should negotiations fail, the City Manager recommends that the Administration be authorized to enter into negotiations with the second ranked proposer, Parsons Brinckerhoff, Inc. Should negotiations fail with the second ranked proposer, the City Manager recommends that the • • Request For Qualifications(RFQ) No. 2015-213-KB, For Preparation Of Environmental Analysis For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services October 14h,2015 Page 4 Administration be authorized to enter into negotiations with the third ranked proposer, HNTB Corporation. CONCLUSION The Administration recommends that the Mayor and City Commission approve the resolution accepting the recommendation of the City Manager pertaining to the ranking of proposals, pursuant to Request for Qualifications No. 2015-213-KB (the RFQ), For Preparation Of Environmental Analysis For Miami Beach Transit Projects Including The Beach Corridor Transit Connection Project And Related Services. )jam JLM/MT/KGB/JRG/AD T:AGENDA\2015\OctoberlOct 211PROCUREMENT\RFQ-2015-213-KB-Environmental Analysis for Transit Projects-Memo.doc • ATTACHMENT B REQUEST FOR QUALIFICATIONS(RFQ) MIAMIBEACH City of Miami Beach, 1755 Meridian Avenue, 3RD Floor,Miami Beach,Florida 33139,www.miamibeachfl.gov PROCUREMENT DEPARTMENT Tel: 305-673-7490 ADDENDUM NO.4 REQUEST FOR QUALIFICATIONS(RFQ) NO.2015-213-KB Q Q CA IONS(R Q) 0. PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES(the RFQ) September 4,2015 This Addendum to the above-referenced RFQ is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City. The RFQ is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). A. RESPONSES TO QUESTIONS RECEIVED: 01: In a recent Miami Today article,Alstom was mentioned as having submitted an unsolicited proposal to the city. Is it possible to obtain a copy? Al: A copy of the unsolicited proposal received from Alstom is attached as Exhibit A. Q2: Will the City select one team or multiple consulting teams through this RFQ? A2: Typically,the City will make an award to a single consultant. However,the City reserves all rights to award pursuant to General Condition 12 of the RFQ. Q3: RFQ Page 11, TAB 3 Approach and Methodology, states:"TAB 3 Approach and Methodology Proposer shall describe its approach and methodology in accomplishing the goals of this RFQ as outlined below: 1. Develop the scope and deliverables: for the desired services in conjunction with City officials, stakeholders, and administrative staff as assigned by the City; 2. Perform Environmental Assessment and State Environmental Impact Reports for light rail transit/modem streetcar systems pursuant to Federal and State requirements. 3. Review and evaluate proposals, including proposals for a Public-Private Partnership (P3), both from a technical and financial perspective, related to design, construction, operations, and maintenance of the Miami Beach component of the Beach Corridor Transit Connection Project, or any other rail or bus rapid transit project." Appendix C, Page 2 (bottom) states: "For the purposes of this RFQ, the selection process will be based on qualifications. No proposal for specifics to the environmental analyses is being requested, nor will be considered, at this time.-°These two statements appear to be contradictory and/or conflicting in their direction to potential respondents. Can you clarify what is required to be submitted, if anything, in terms of"approach and methodology"? A3: Specifics to the environmental analyses is not being requested, nor will be considered, at this time; however, Proposer's general approach and methodology to environmental assessments, including, but not limited to, data gathering and analysis,evaluating the impacts of a project on the natural,social,and physical environment,developing conceptual engineering drawings,conducting public outreach,coordinating with stakeholder agencies,and the process for evaluation of financial components of Public-Private Partnership(P3)projects is being requested. Q4: Given the revised dates in the Solicitation Timetable shown in Addendum 2; specifically for the Pre-Submittal Meeting (August 19th) and the Deadline for Receipt of Questions (August 21). Does the City of Miami Beach intend to revise the submittal date of August 25, 2015 to a later date? A4: Please refer to Addendum No.3. Q5: Appendix C, Page 2, "SCOPE OF SERVICES"sub-paragraph 1), states: "1) Developing the scope and deliverables of RFQ No.2015-213-KB Addendum#4 9/4/2015 the desired environmental analyses and documents in order to expedite the implementation of the Miami Beach Transit Projects, including the Miami Component of the Beach Corridor Transit Connection Project; and"Can you clarify what "the Miami Component"is intended to mean?. A5: Subsection 1 of the Scope of Services section(Appendix C, p. 2)should read as follows: 1) Developing the scope and deliverables of the desired environmental analyses and documents in order to expedite the implementation of the Miami Beach Transit Projects, including the Miami Beach Component of the Beach Corridor Transit Connection Project. The term "Miami Beach Component" refers to the South Beach portion of the recommended "Direct Connect" alternative route alignment identified in the Beach Corridor Transit Connection Study("Study")prepared by Gannett Fleming for the Miami-Dade Metropolitan Planning Organization. The portion of the recommended alignment within South Beach initially consists of the following bi-directional routes: 5th Street from Alton Road to Washington Avenue; and Washington Avenue from 5th Street to Dade Boulevard/Convention Center. A future phase of the Direct Connect bi-directional route alignment also identified in the Study would consist of Alton Road from South Pointe Drive to 17th Street; and 17th Street from Alton Road to Washington Avenue;and Q6: Appendix D, Page 1, Item No. 13 states: "13. PRECLUSION. Successful Proposer and sub-consultants contracted to provide roofing consultant services for a particular project are precluded from bidding/responding to the competitive solicitation for the design and/or construction of the project. Is item 13 of the Special Conditions applicable? A6: Please refer to Addendum No. 3. Q7: Which other rail projects will be considered by the City of Miami Beach in the next 5 years? A7: The City is not considering any other rail project at this time; however,the Consultant team selected as a result of this RFQ would also assist the City in preparing any necessary environmental analyses or related studies for other planned mass transit projects, including, but not limited to, Express Bus Service, Enhanced Bus Service, Bus Rapid Transit,and intermodal facility projects. Additionally,the Miami-Dade MPO 2040 Long Range Transportation Plan includes future light rail transit extensions in Miami Beach. Q8: RFQ Page 12, Section 0400 STATEMENTS OF QUALIFICATIONS EVALUATION, number 2. states: 2. Step 1 Evaluation. Proposals will be categorized into the discipline areas noted in section 0200-2 (Groups A & B) prior to evaluation by the committee in order that proposals may be evaluated by category against other proposers in that category. The first step will consist of the qualitative criteria listed below to be considered by the Evaluation Committee. The second step will consist of quantitative criteria established below to be added to the Evaluation Committee results by the Department of Procurement Management. An Evaluation Committee, appointed by the City Manager, shall meet to evaluate each Statement of Qualifications in-accordance with the qualifications criteria established below for Step 1, - - Qualitative Criteria. In doing so, the Evaluation Committee may review and score all proposals received, with or without conducting interview sessions. Step 1 —Qualitative Criteria Maximum Point Experience and Qualifications 60 Approach and Methodology 40 TOTAL AVAILABLE STEP 1 POINTS 100 Appendix C, Page 2(bottom)states: "For the purposes of this RFQ, the selection process will be based on qualifications. No proposal for specifics to the environmental analyses is being requested, nor will be considered, at this time." These two statements appear to be contradictory and/or conflicting in their direction to potential respondents. Can you clarify what is required to be submitted, if anything, in terms of"approach and methodology"? A8: Please refer to A3 above. Q9: Due to the extension of the pre-proposal meeting date and the deadline for receipt of questions, will the City consider extending the submittal due date to September 1? RFQ No.2015-213-KB Addendum#4 9/4/2015 A9: Please refer to Addendum No. 3. Q10: RFQ, page 9, part 34 states, "Proposals must clearly indicate any exceptions they wish to take to any of the terms in this RFQ, and outline what, if any, alternative is being offered.All exceptions and alternatives shall be included and clearly delineated, in writing, in the Statement of Qualifications." The RFQ also requires execution of Appendix A, Proposer Certification, which states in part, "Proposer agrees to complete and unconditional acceptance of the terms and conditions of this document, inclusive of this solicitation, all attachments, exhibits and appendices and the contents of any Addenda released hereto, and the Disclosure and Disclaimer Statement," Please clarify whether the City will accept, for consideration,written exceptions as part of the Proposal. Al 0: The City may consider exceptions, but reserves all rights pursuant to the RFQ. Q11: Section 0200, Instructions to Respondents&General Conditions,states,"For the purposes of this RFQ,the selection process will be based on qualifications. No proposal for specifics to the environmental analyses is being requested, nor will be considered, at this time." Referring to Tab 3,Approach and Methodology, of the requested Statement of Qualifications, Item #2 is a description of the proposer's approach and methodology to "Perform Environmental Assessment and State Environmental Impact Reports for light rail/modern streetcar systems pursuant to Federal and State requirements." Approach and methodology is also listed as worth 40 points in the evaluation process. Please confirm whether the approach and methodology will be part of evaluation or whether selection is based solely on qualifications. Al 1: Please refer to A3 above. Q12: On page 1 of Appendix C Minimum Requirements& Specifications for the Preparation of Environmental Analysis for Miami Beach Transit Projects Including the Beach Corridor Transit Connection Project and Related Services, RFQ 2015- 213-KB, it reads:"Proposer and project manager must be a licensed engineering or architectural firm/individual by the State of Florida Department of Business and Professional Regulation, regularly engaged in the business of providing the professional specialization services as described in this RFQ." (a) Can the city clarify the "individual" project manager requirements? (b) Does the project manager have to be a licensed engineer or licensed architect(or does this refer to the firm)or can they also be a licensed planner or environmental scientist? Al2: (a) Both the Proposer and the Project Manager shall be licensed as required pursuant to the RFQ. (b)Architecture or engineering license is required. Q13: In Tab 2 of the submittal,the City is requesting five(5) relevant projects. Can our team submit more than five projects in this section? A13: Tab 2 No. 2.1 Qualifications of Proposing Firm states the following: "Proposer must submit five (5) relevant projects, performed in the last five (5) years as evidence of experience; the following is required: project description, agency name, agency contact,contact telephone&email, and year(s)and term of engagement." However, if Proposer wishes, it can submit more than five(5)relevant projects. Q14: Due to the postponement of the Pre-Submittal meeting to August 19th,is the City considering extending the due date for responses past the current August 25th deadline? A14: Please refer to Addendum No. 3. Q15: It is our understanding that Alstom submitted an unsolicited proposal to the City in regards to this project. Is it possible to obtain a copy of that proposal? A15: Please refer to Al above. Q16: Appendix D- Special Conditions, item 13 states that"Successful Proposer and sub-consultants contracted to provide roofing consultant services for a particular project are precluded from bidding/responding to the competitive solicitation for RFQ No.2015-213-KB Addendum#4 9/4/2015 the design and/or construction of the project." Can you clarify which team members (prime/sub) are held to this requirement? Considering the small portions of work that may be received by subs for a specific area of expertise, we would recommend that the preclusion only be applicable to the prime consultant, if anyone at all. Kristy, please correct language in RFQ referring to roofing services. A16: If a firm participates as a prime or subconsultant in any study commissioned as a result of this RFQ,then that firm is not precluded from bidding/responding to any competitive solicitation issued by the City of Miami Beach for the design and/or construction of a project resulting from that study,either as a prime or subconsultant. Q17: If a firm(prime or sub-consultant) is part of the selected team for this project,will they be conflicted out of the design and construction phases as prime or sub-consultant regardless of the contracting agency/entity for the design and construction phases? Since the RFQ is for"Miami Beach Transit Projects Including the Beach Corridor", does this apply only to the Beach Corridor Transit Connector and/or to all future projects for which environmental analyses were prepared as part of this contract? A17: See response to Question 16. Q18: Will a firm holding a current general consulting contract with the City be conflicted out of the design and construction phases of the project, regardless of the contracting entity/agency? Since the RFQ is for "Miami Beach Transit Projects Including the Beach Corridor", does this apply only to the Beach Corridor Transit Connector and/or to all future projects for which environmental analyses were prepared as part of this contract? A18: See response to Question 16. Q19: Tab 2 "Experience & Qualifications"/Section 2.1 "Qualifications of Proposing Firm"/Page 10 of the RFQ states: "Proposer must submit five (5) relevant projects, performed in the last five (5) years as evidence of experience." a. Please confirm whether the 5 projects to be provided can be a combination of prime and subconsultant experience. b. Considering that some project teams consist of various firms with transit experience,can we provide a separate section that includes additional relevant experience for our team other than the 5 requested projects? A19: The response to question a. is Yes; however, the firm's specific role in the project(s) listed (i.e., whether as prime or subconsultant)must be described in detail in the Proposal. The response to question b.is Yes. Q20: If a firm participated as a subconsultant on the original Beach Corridor Transit Connection study led by the MPO, is that firm precluded from pursuing this Environmental SOQ? A20: Please refer to Addendum No.3 Q21: If a firm wins this assignment to do the environmental as a prime is that firm precluded from any further stages for design and construction including participation in a design build/DBOM or P3 on the transit project? A21: See response to Question 16. Q22: If a firm wins this assignment to do the environmental as a subconsultant on a team is that firm precluded from any further stages for design and construction including participation in a design build/DBOM or P3 on the transit project? A22: See response to Question 16. Q23: In Appendix C under Minimum Requirements the City states "Proposer and project manager must be a licensed engineering or architectural firm/individual by the State of Florida Department of Business and Professional Regulation, regularly engaged in the business of providing the professional specialization services as described in this RFQ." Our firm is a licensed Engineering firm,but our project manager is a Certified Planner. Does this meet your qualifications? A23: No,a Certified Planner does not meet the minimum requirements for a Project Manager for this RFQ. RFQ No.2015-213-KB Addendum#4 9/4/2015 Q24: Interfleet had joined(as a sub consultant)a team responding to RFQ No. 2015-213-KB Preparation of Environmental Analysis for Miami Beach Transit Projects. However, based on the release of addendum no. 3, it appears that we can no longer participate in this RFQ. Interfleet provided some support (about $15,000 worth) during the Beach Corridor Transit Connection Study. Can you please confirm we are precluded from this new RFQ, even though our involvement was minimal. A24: Please refer to Addendum 3. Q25: Has the City ruled out FTA? A25: While the City does not anticipate pursuing federal funds for the Miami Beach Component of the Beach Corridor Transit Connection Project,the City wishes to advance the Project in a manner that does not jeopardize the funding options or the ability to use federal funds(e.g.,TIFIA funds)for portions of the overall light rail transit project. Any questions regarding this Addendum should be submitted in writing to the Procurement Department to the attention of the individual named below,with a copy to the City Clerk's Office at RafaelGranado ci,miamibeachfl.gov. Contact: Telephone: Email: Kristy Bada 305-673-7000 ext.6218 KristyBada @miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Potential proposers that have elected not to submit a response to the RFQ are requested to complete and return the Notice to Prospective Bidders" qu:.tionnaire with the reason(s)for not submitting a proposal. --.'Or Ale Pro urement Director r RFQ No.2015-213-KB Addendum#4 9/4/2015 • • • • EXHIBIT A • • • SUBMITTED TO THE CITY OF MIAMI BEACH UNDER FLORIDA STATUTE§287.05712 JUNE 2015 p _ _ I The Miami Beach Streetcar Project An Unsolicited Proposal • • I I, p p p 0 BY GREATER MIAMI TRAMLINK PARTNERS: AISTOM TRANSPORT ARCHER WESTERN CONTRACTORS INFRARED CAPITAL PARTNERS JACOBS ENGINEERING GROUP INC • SERCO INC • WALSH INVESTORS • P P P • 1 1 1 1 TABLE OF CONTENTS t 1 A. EXECUTIVE SUMMARY Al. Phase 1:The Project Page 1 A2. The benefits of the Project --_ Page 2 B. THE PROJECT AND THE TEAM 1 B1. The context and rationale for the Project Page 4 1 B2. Greater Miami Tramlink Partners:an introduction to the Team Page 5 1 B3. Technically qualified to deliver the Miami Beach Streetcar Project Page 8 i B4. Track record of successful collaboration and delivery Page 11 ' B5. The P3 Structure:ideal for delivering the Project Page 12 1 B6. This Proposal Page 13 1 C. THE QUALIFYING PROJECT _ 1 Cl. Conceptual Design Page 15 ' C2. Conceptual plan for the provision of services Page 19 1 C3. S chedule for the initiation and completion of the qualifying project Page a 22 1 D. PROPERTY INTERESTS ' D. Property Interests —u Page 26 1 E. FINANCING PLAN E1.. Sources of private financing Page 27 11 E2. Approach to developing and implementing the financing plan Page 30 E3. Timeline for securing commitments and reaching financial close Page 30 E4. Public funding and actions of the City Page 32 p F. SERVICE PAYMENTS 1 F1. Structure of Service Payments Page 33 0 F2. Estimate of likely range of annual Service Payments Page 34 0 F3. Financial Model Assumptions Page 35 0 F4. Key payment terms to be included in the Comprehensive Agreement Page 35 0 F5. Other key business terms to be included in the Comprehensive Agreement Page 36 G. CONTACT G. Contact Page 38 0 — - -- - ATTACHMENT 1: Estimate of likely range of annual Service Payments ... .... . ..... .. Page 39 Page 40 0 APPENDIX 1: Team Qualifications and experience................... .. g 1 0 p — - - Page(i) -- —._ —_ S I i ' Miami Beach Streetcar Project 1 An unsolicited proposal 1 A. EXECUTIVE SUMMARY t 1 Greater Miami Tramlink Partners is pleased to submit this unsolicited proposal to the City of Miami 1 Beach pursuant to Florida Statute§ 287.05712 ("Proposal")for the development of the Miami Beach Streetcar Project as a public-private partnershi •("P3"). This is a proposal to work in partnership with,the City of Miami Beach to develop a modern,fully 0 integrated energy-efficient streetcar system using state-of-the-art technology that will provide far reaching benefits to the City of Miami Beach—its residents, business community and visitors. The City of Miami Beach Streetcar Project will reduce congestion,improve transit mobility,enhance t 0 economic growth and give effect to the transit-oriented development aspirations of the community, in the short term within Miami Beach,and in the longer term within the Greater Miami community. 0 This Proposal is submitted by a team comprised of Alstom Transport,Archer Western Contractors, k InfraRed Capital Partners,Jacobs Engineering Group,Serco Inc.and Walsh Investors. The team members of Greater Miami Tramlink Partners are strategically partnered for the.Project,bringing a 0 global transportation perspective and track record of collective experience.. This team has the 0 capabilities to work in a successful partnership with the City of Miami Beach on all aspects of the Project 0 to develop and deliver a reliable transit streetcar system that provides value for money. The development of this Project is core to the expertise and corporate priorities of each member of Greater 0 Miami Tramlink Partners. 0 In submitting this unsolicited proposal,we invite the City of Miami Beach to recognize the role Greater 1 Miami Tramlink.Partners can play in helping the City realize its unique public transportation.ambitions— 0 and allow us to apply our collective expertise to create a transformative opportunity for sustained f growth within the City of Miami Beach. 0 Al. Phase 1: The Project I This Proposal offers to develop the Miami Beach Streetcar Project as the first phase of a broader 0 program referred to hereinafter as the Beach Corridor Transit Connection Project. The Miami Beach 0 Streetcar Project will be the first of 3 phases currently contemplated within the Beach Corridor Transit O Connection Project: 4 • Phase 1:the Miami Beach Streetcar Project(this Project); • Phase 2:.the Miami Streetcar Project(connecting downtown Miami to the design district);and • Phase 3:the MacArthur Causeway Corridor Project(connecting Phase 1 and Phase 2). • The Miami Beach Streetcar Project will serve the Miami Convention Center district and then travel south to serve Washington and 5th Street on an exclusive right-of-way utilizing a fully wireless technology. This will be the first fully wireless streetcar system in the United States. I) The development of the Project in the manner set out in this Proposal will not limit the flexibility of the 111 City of Miami Beach (or Miami-Dade County)to make decisions about the technology;funding or b procurement options related to future phases of the Beach Corridor Transit Connection Project. The proposed design and implementation of the Project will preserve technological compatibility and b connectivity with future phases. 0 The Miami Beach Streetcar Project will be a feasible standalone project that will operate independently until Phases 2 and 3 of the Beach Corridor Transit Connection Project are developed. P l — _.__.—_—._ — Page I -- - -- — -- _- . Miami Beach Streetcar Project An unsolicted proposal A2. The benefits of the Project The Miami Beach Streetcar Project will provide far reaching benefits to the City of Miami Beach: • Reduce traffic congestion • Improve transit mobility • Provide a safe and reliable transportation alternative for commuters, residents and visitors • Protect and enhance economic growth and viability of the City of.Miami Beach and surrounding communities: o Jobs and skills creation during all project phases o Promote a diverse workforce o Provide access to local and minority businesses during construction, maintenance,and capital asset replacement work o Stimulate real estate and retail growth along the alignment • Enhance accessibility and connectivity including to the soon-to-be renovated City of Miami Beach Convention Center and hotel e Facilitate urban integration and landscaping redevelopment with green space and potential pedestrian commercial area • Delivery as a P3 will ensure best practices in financing,design,construction and long-term operations and maintenance are applied to deliver real.value for money to the City: o Risk transfer to the private sector that provides(among other things)greater cost and timing certainty than achieved through traditionally procured projects o Long-term commitmentfrom the private sector to maintain consistent high quality infrastructure and services from the first day of revenue service through hand back at the end of the term of the Comprehensive Agreement o Provide value to the City of Miami Beach through innovative design,construction, operations and maintenance techniques and strategies as appropriate to enhance asset value • Deliver proven state-of-the-art technology to meet the City's environmental requirements while not compromising design andstyle o Leading, state of the art proven wireless technology suitable for local climatic conditions (flooding,tropical climate,heavy rain) o Customizable and modern full low floor vehicles providing safe and easy access o Minimal urban impact with blended stations, possible green track and tree preservation • As the first fully wireless streetcar system in the United States,Miami Beach will be recognized for its innovative approach towards traffic management and transit development • Feasible stand-alone project that can operate independently until Phases 2 and 3 of the Beach Corridor Transit Connection Project are developed–and will not limit any future choices or options for technology or funding of such future phases • As the first phase of the broader program,the implementation of the Miami Beach Streetcar Project will provide the momentum required to establish a user base and framework for the future development of Phases 2 and 3 of the Beach Corridor Transit Connection Project _ --— - — Page 2 - -- ------- •- r i 1 Greater Miami Tramlink Partners The Project will provide a transformative opportunity for the City of Miami Beach. These before and after photographs illustrate the positive impact of change on the City of Bordeaux (France) through the introduction of the Bordeaux City Streetcar project which has transformed the city center—reducing congestion and providing a reliable, safe, streamlined transit alternative to residents, 0 commuters and visitors. 1 ____ --_,._.......... ....... ......r. .. -.............. ..1...-....."-,... — __ _. .--Elyir!b Photo I. -471 - T ,= /... t l li Olf x ! ` 1 .. .. - i I , -: 'Lal I' - p :1- ' .-1. ti i I 1 \ 11 _...- 1 t ., , , s"111Clit t t :. 1 1 � -, ' . r I I I >sa ea -„�,�,.11 • ,. , �r * 1 , A as _ _ - — _ .; 0 'Z--1—r -- _ = ...,-. .. i :5,44. rm. i .I. ^ ` .. ..- 1,....m. I 11 Photo 2:City of Bordeaux after Streetcar ., - i rr .- 14 ,•Is 6 i t F*11 . . . •C kiiiiil_l j)in'' . -.I...-.4, .: ..s...„. 1 j i , ;,s ._..— �'' 'fir ./'.1 I __ a � . -- _ ♦_ - ► . . * ; . t - f - t 'I " 1 11 . • • r 4 .,_,ro, _ ,j, ., . , . . ,, „ 0 ; if- I. -- • it \i E-3 r j.:-T t —. _: : 4- , ; w- _ — — � 3 1J sr t 1 �► ,E . _ ,, A A Page 3 0 Miami Beach Streetcar Project i An unsolicted proposal • B. THE PROJECT AND THE TEAM 131. The context and rationale for the Project_ Within 5 years of the City's incorporation in 1915,electric streetcars were rolling through the streets of Miami Beach. The streetcar system,operated by Carl Fisher's"Miami Beach Streetcar Company," allowed passengers to travel across the MacArthur Causeway,then north from South Beach to Dade Boulevard for a modest fare of 10 cents. A lot has changed in the last one-hundred years. Most notably,the City of Miami Beach has become a regional economic driver and top international destination, attracting millions of visitors each year. With its growing reputation,the City has also attracted millions of vehicles onto its roadways,making Miami-Dade County one of the most congested metropolitan areas in the US. Meanwhile,Carl Fisher's once-thriving streetcar system has disappeared. Local officials have long recognized the need to re-build a streetcar system that connects the cities of Miami and Miami Beach and alleviates traffic congestion in the busy South Beach district.Over the last 27 years,four separate studies have examined the implementation of a streetcar system that extends into Miami Beach. These studies have generated significant support amongst political leaders and the general public. In November 2004,for example,the residents of the City of Miami Beach approved the streetcar concept in a non-binding straw vote.Yet despite the numerous studies and expressions of public support,the Miami Beach streetcar system has not moved forward, in part because it has historically been viewed only as part of the larger,more expensive Baylink project—rather than a viable standalone project that could be developed as the first phase of a broader program. Today,the City of Miami Beach is at a crossroads. Traffic conditions in the City are extremely challenging,and they are expected to worsen as the City attracts more residents,tourists,and businesses. According to the Beach Corridor Transit Connection Study dated September 24, 2014 prepared by Gannett Fleming,building permits in the City increased by nearly 25%between 2010 and 2012;the number of hotel rooms in the City increased by 19%between 2007 and 2012;and the number of jobs on South Beach increased by 19.5%between 2007 and 2012. In addition,the City Commission has recently approved an ambitious program to renovate the City of Miami Beach Convention Center and add an 800-room convention center hotel. While these developments present exciting opportunities for growth,they will also create additional pressure on the City's already-strained transportation system. Recognizing the critical need for a streetcar solution in Miami Beach, local leaders—including City of Miami Beach Mayor Philip Levine and Miami-Dade County Mayor Carlos Gimenez—have led an effort to adopt a phased implementation for the Baylink project. This allows the City of Miami Beach to elect to proceed with its streetcar project immediately. This phased approach has been endorsed by the Policy Executive Committee(PEC)created as part of the Beach Corridor Transit Connection Study,as well as the Miami Beach City Commission. During its Transportation Workshop on March 18,2015,the City Commission expressed a desire to reduce reliance on personal vehicles in Miami Beach and directed the City administration to identify funding to construct a modern wireless streetcar/light rail solution from 5th Street through Washington Avenue up to the Miami Beach Convention Center. This Proposal,to develop the Miami Beach Streetcar Project as Phase 1 of the Beach Corridor Transit Connection Project, is designed to provide immediate traffic congestion relief and address the transportation priorities - - -- ---- — Page 4 _--- — _ --- - — 1 I ' Greater Miami Tramlink Partners 1 expressed by the PEC,the City Mayor,City Commission and most importantly, by the Miami Beach ' community. Further,the solution described in this proposal is consistent with other PEC recommendations for exclusive right-of-way,full wireless solution,compatibility with future phases of the Beach Corridor Transit Connection Project and in respect of track alignment. 1 B2. Greater Miami Tramlink Partners: an introduction to the Team 1 Named to convey the core principles of our project philosophy,approach to teamwork and commitment ' to the City of Miami Beach,Greater Miami Tramlink Partners is highly qualified and capable of delivering the Miami Beach Streetcar Project as the first phase of the Beach Corridor Transit Connection Project. The members of Greater Miami Tramlink Partners offer the City of Miami Beach extensive experience in • 0 the successful delivery of comparable P3 transportation projects and are committed to working alongside the City to progress this proposal and provide best value in design,finance,construction, and the long-term operations and maintenance of the Project. II Table B2: Name and role of entities forming Greater Miami Tramlink Partners p Entity Proposed role II Alstom Transport SA Minority equity investor ("Alstom Transport") II Alstom Transportation Inc • Leader of the EPC Contractor and responsible for streetcar vehicles, 0 ("Alstom Transport") electrification,systems integration,traction power supply,SCADA,train control, communications,depot equipment and any such other similar systems 1 . Maintenance subcontractor responsible for all preventative and long-term — _ _' maintenance and rehabilitation Archer Western Contractors,LLC EPC Contractor member responsible for the civil infrastructure 1 ("Archer Western") (together with Alstom Transportation hereinafter referred to as the"EPC Contractor") II InfraRed Capital Partners Limited 1 Developer and majority equity investor 0 acting in its capacity as manager for and on behalf of each of the , several limited partnerships 0 constituting InfraRed Infrastructure Fund III("InfraRed") ! k Jacobs Engineering Group,Inc Lead Engineer • 0 ("Jacobs") II Serco, Inc("Serco") Operator Walsh Investors,LLC Minority equity investor(and affiliate of Archer Western Contractors) 0 ("Walsh Investors") (together with Alstom and InfraRed hereinafter referred to as the"Equity Investors") P p A brief description of each entity is set out below. A more detailed description of each entity P together with qualifications and relevant credentials are set out in Appendix 1. An organizational chart,illustrating how the members of Greater Miami Tramlink Partners propose to work together ® on this Project is set out in Section BS(The P3 Structure: ideal for delivering the Project). i t -- - -- - Page S -- --- — -- - -- , i Miami Beach Streetcar Project i An unsolicted proposal I Alstom Transport is a global team of more than 30,000 rail transportation , 1 A LSTO,mi experts in over 60 countries,and the only transportation company with proven capabilities in all the main rail disciplines including rolling stock, infrastructure,signaling, telecommunications, modernization and maintenance services and system stem integration. Alstom are also one of the few remaining companies in the United States with a rail history that goes back more than 100 years and continues to this day with a dedicated team of more than 1,000 people. Alstom Transport's multidisciplinary knowledge and experience enables them to project- manage the complete delivery of light rail systems,including design, procurement,construction management,testing,commissioning,and overall project integration and coordination.Alstom Transport is also able to apply those same skills to detail-engineer, procure,and install each of the key electro-mechanical sub-systems(vehicle,track,electrification,signaling and telecommunications)while its expert knowledge as a supplier of each of those systems allows us to leverage specific optimizations across the whole rail system. With the largest range of products and services in the rail transportation market,Alstom Transport has been involved,during the last 20 years,in major turnkey projects around the world including the construction of 15 new metro lines, 18 new streetcar/light rail lines(in 17 cities, 10 countries and 5 continents)and the delivery of complete high speed rail systems.These projects have been delivered through all types of procurement schemes(design-build,design-bid-maintain,design- bid-operate-maintain,and design-bid-finance-operate-maintain). Alstom Transport is one of the top P3 railway concessionaires in the world,with a track record of 13 P3 rail transportation projects that are under construction or in operations. ' Established in 1983 in Miami,Archer Western Contractors is a general contracting, 4w 7.7 construction management,and design-build firm headquartered in Atlanta,GA. Archer Western is the largest subsidiary of The Walsh Group, ranked by Engineering Archer Western News-Record (ENR)in 2014 as the 15th largest national contractor,the largest bridge contractor,and second largest domestic heavy contractor in the nation. Archer Western is well- established in the transit industry, having completed nearly$4B in transit projects across the country, including new lines and stations,tunnels and underground facilities,and grade separation projects. Archer Western has completed projects for public entities such as SunRail(Central Florida Rail Corridor) Dallas Area Rapid Transit;Charlotte Area Transit System;Chicago Transit Authority; Metropolitan Atlanta Rapid Transit Authority;and Valley Metro Rail. The nearly$1B DART Green Line Program,a signature project,was delivered using the Construction Manager/General Contractor(CM/GC)delivery method and involved more than 25 miles of new track and associated stations with worksites in urban neighborhoods along an active railway corridor. Archer Western is one of the largest construction employers in the State of Florida,maintaining a regional office in Tampa,and brings local relationships with material suppliers and subcontractors to this Project. InfraRed Capital Partners Limited is widely acknowledged as one of the /a\ Red most experienced development infrastructure investment teams in the market with an investment track record of nearly 20 years during fia 3itai Partner= market, which time InfraRed has committed more than US$1.2B of equity to the development and financing of more than 50 P3 around the world,with a collective capital value in excess of US$25B. Developing and raising finance for large transportation projects is a key focus for InfraRed. In the US this year alone, InfraRed was the co-developer and a majority equity investor In the Portsmouth Bypass Project that reached financial close in April 2015 and is the preferred proponent on the SH 288 project due to reach financial close later this year. In the rail sector, InfraRed has proven skills in identifying,structuring and managing the key financing risks involved in rail transportation schemes. InfraRed was the lead equity investor in the Dutch High Speed Rail project—a 25-year i ----- —--- Page.6 — -- ------- -- p i I d f Greater Miami Tramlink Partners availability concession to design,construct,finance,operate and maintain 100km of high-speed rail between the Amsterdam and Belgian border and the largest P3 project signed in the Netherlands. This project has been successfully operating since 2005. 0 Lead Engineering firm,Jacobs, brings the best in planning and design JACOB�. practices from its diverse experience engineering small transit extensions ons p to complex, New Start-type start-ups worldwide. Jacobs has partnered to deliver transit programs through alternative delivery in the US and abroad. Jacobs is ranked 2nd among U.S.design firms and with over 50,000 employees is one of the largest professional services firms in the world.Jacobs provides a full range of consultant planning, design, program management,and construction management services to the rail and transit industry.Jacobs works for agencies and partners with contractors on major transit projects nationwide including: NYC MTA(Metro-North, Long Island Rail t` Road,and NYC Transit),AMTRAK, NJ TRANSIT,SEPTA, PATCO,Port Authority Allegheny County,MBTA, CTA, METRA,CSX,MARTA, Maryland MTA,WMATA,Valley Metro, Los Angeles MTA, BART,Caltrain. I With over 250 rail professionals in the East Jacobs has strong experience in designs for streetcar, light rail and heavy rail project with a wide variety of rail line structures, buildings/stations/yards and shops, I parking facilities,track,traction power systems(substations,third rail,and catenary systems),and signals and communications systems.Jacobs also has in-house specialists with expertise in construction • staging,constructability,construction management,operations analysis and planning,computer 1 simulation,value engineering,and cost estimating.Jacobs'vast experience working in the transit a nd railroad environment demonstrates that our designs are sensitive to railroad operations.Jacobs has a e large engineering presence in Florida with offices in the Miami area that have local roadway,drainage 0 and traffic design expertise. Serco is an award-winning international service provider with worldwide f. sercoexpertise in the transformation and delivery of public services in the .".■ transportation,air traffic control,aerospace, healthcare,homeland security, and defense markets.Serco Inc. is the Americas division of Serco Group, PLC,and is headquartered in 4 the greater DC-metro region..Operating in over40 countries,Serco's. 122,000 employees work in partnership with customers to pursue continuous improvement,overcome challenges and manage effective change through employment of operational and maintenance skills that enhance asset service - optimization. In the transportation market,Serco is a global leader in the delivery and life-cycle o timizatio p g de ery cy p 4 planning,development,operation and maintenance of transportation systems.Serco's world-wide 0 portfolio of transport systems includes the operation of award winning rail, metro and bus services, strategic and local traffic network management systems and intelligent transport systems across the globe. With contracts dating back over 25 years,close to 10,000 current rail employees,O&M t of 684 stations,672 trains and 19 depots, ', over 7 145 miles.of rail,the mana emen o P responsibilities for ove management and transporting more than 350 million passengers per year,it is evident that Serco has one of the most established track records in transit operations in the world. 00 Walsh.Investors is an investment and development organization owned by othe Walsh family,owners of The Walsh Group,which is a privately held company.Walsh Investors,through direct investment,various partnerships 10 and joint ventures,has developed or invested in numerous industrial, P commercial,residential,social and civil infrastructure projects throughout the United States and Canada. By exclusively investing in projects developed and/or constructed by affiliated Walsh entities, PIO Walsh Investors demonstrates its financial commitment to the underlying project and its long-term clients.Walsh Investor's guiding principle is to hold equity investments for the long term and remain one ti of the client's primary points of contact throughout the project term. P — - -- -- — Page 7 ---------.-- —... . IP 1 Miami Beach Streetcar Project An unsolicted proposal 1 1 , B3. Technically qualified to deliver the Miami Beach Streetcar Project 1 The members of Greater Miami Tramlink Partners are transit experts and leaders in their respective t fields, possessing the collective technical skills to deliver the Project to the City of Miami Beach. I Design 1 Lead Engineering firm,Jacobs, brings the best in planning and design practices from its diverse I experience engineering small transit extensions to complex new systems worldwide.Jacobs'experience I in streetcar, light rail transit, commuter rail, bus rapid transit, and guided busway evidences the breadth t of its experience,from the alternatives analysis/environmental process, through FTA funding submittals, to design and construction phase services. 1 4 Engineering - Procurement - Construction (EPC) 1 Our EPC Contractor is comprised of Alstom Transport as the leader of the EPC possessing worldwide leading expertise in streetcar design and construction,as well as full turnkey experience on all railway { systems together with Archer Western who have proven capabilities delivering complex mass transit 1 and rail projects. 1 In Dallas,Archer Western constructed two segments($423M, 12.3 miles and $471.4M, 12.5 miles, 1 respectively, totaling$894M for 24.8 miles)for the Green Line LRT Expansion,closely coordinating throughout design and construction with DART(the owner) and the final designer/construction manager (our Lead Engineering firm,Jacobs). / t �.,,► .J The$594M,8.6-mile.�. , �,, Jerusalem light rail 1 streetcar project-the first I ,r' f r "'t, !Q ,; - high-capacity start-up line ' ' - i is in Israel -was delivered as I ` y-: _ l w .„� . 1' " a DBFOM by Alstom,as the 1 ■ �-$.4 °t - .._ •1; lead of the CityPass 1 s i 'L i - - '-.z consortium. Extensive ■ - external constraints . `,-�- — �- ' (permitting; police and l s'1 l s , security; significant , �r- -- 7. historical and Ate- .- 1 .1.- ..•.,•.. •• archaeological(ancient) features; religious I _ -,� "'`- customs;traffic and W2Lat- 38tusa1 LRT �' pedestrian access and I flow; foundations,and other structures; power requirements to negotiate steep grades)were expertly resolved and coordinated in this highly-densified urban environment with multiple stakeholders and ' jurisdictions. I Alstom Transport's design-build scope was fully integrated with the O&M early on, and skillfully addressed many complex, management and technical challenges, including system engineering; design, l supply, installation,testing and commissioning, and maintenance of rolling stock(46 Alstom Citadis"'full 1 low-floor light rail vehicles);8.6 miles of double track works placed using Alstom's AppitrackTM fast track- i laying technology;traction power supply(12 substations); signaling; communications;and the maintenance and storage facility equipment and utilities. I Page 8 I 1 r I r ' Greater Miami Tramlink Partners ' Rolling Stock —wireless streetcar vehicles • Alstom Transport is the world's leading supplier of proven, in-service wireless transit vehicle solutions, havin g been first to successfully deploy the ground-level power supply system (Aesthetic Power Supply ' or"APS"), battery, and super-capacitor technologies,either separately or in combination. Alstom Transport has assisted owners in developing specifications and procurement documents for purchasing ' wireless streetcar vehicles. Alstom Transport's ground level power supply system—APS-is a service-proven solution with more 1 than 12 years in different continents and climatic conditions for wireless streetcar operation which r preserves the aesthetics of city centers, reduces streetcar systems footprint by eliminating poles, and optimizes safety and operation reliability.The key advantages include no electrical power limitation, no risk of running out of power in degraded operation mode,full compatibility with all types of road and track-bed surfaces,and easy line extensions. II Alstom is unsurpassed in providing leading-edge,wireless vehicle technology, proven in operations and • in service for more than 10 years. No other wireless vehicle supplier can make this claim.In 2003, Alstom designed, manufactured, supplied, installed,tested,and commissioned, initially a total of 38 I (then extended to 100)Alstom CitadisTM low-floor,wireless light rail vehicles for the City of Bordeaux, 1 France to operate on 9+miles of double track using Alstom Transport's APS technology.The success of 1 this 10+year operation has led other cities(Orleans,Angers, Reims, Dubai, Cuenca, Rio Porto Maravilha, 11 more and Sydney)to order Alstom Citadis'"' streetcars with APS technology, resulting in the delivery of more than 88 streetcars and 146 more on order. 1 11 lif ,... ..,...,,,.._.,7.7... ...............i___, \ , • .... ...... , ....„....... ..., 1 4i r I �- 1 Photo 4: Bordeaux Streetcar Project II Alstom Transport is currently servicing more than 1,700 streetcars in 50 cities worldwide;carrying in I excess of 6 billion passengers transported over 800 million kilometers since 2000,more than 18 million kilometers travelled using Alstom's wireless APS system. III I 1 I III Page 9 I a Miami Beach Streetcar Project An unsolicted proposal I Operations and Maintenance q Serco, our Operator, is a global leader in the operations and maintenance of passenger transport 1 services. Serco's portfolio across the transport mediums of rail, light rail, bus and ferry deliver key transport performance outcomes aligned to customer demands and requirements.Alstom Transport will provide all maintenance and rehabilitation of the system as a subcontractor to Serco. Serco and Alstom Transport work together on the Dubai Streetcar Project and the Caledonian Sleeper trains in Scotland. This history of collaboration and high performance will continue on the Project. Alstom Transport has an important portfolio of long term performance based contracts; with availability, reliability and passenger comfort requirements,to maintain rail infrastructure and rolling stock in over , 15 countries. Nearly 7,000 vehicles, running over 2.5 million kilometers each day, are currently being maintained by Alstom's staff of more than 6000 employees in the world. In North America,Alstom Transport's Chicago Site is a center of excellence for fleet modernization and maintenance activities. Over 5,000 vehicles have been overhauled and modernized by Alstom Transport 1 over the past 30 years in the United States. Alstom Transport is global leader in fleet maintenance 1 services and has acquired a significant experience in North and South America through the following long term maintenance contracts:Chile(Santiago, lines 1, 2 &4&Valparaiso), Mexico City(line 12), Mexico(KCS Freight locomotives) Brazil (Metro Brasilia), Panama City, BNSF(freight locomotives), 1 Ottawa Light Rail, Canada Pacific(Freight Locomotives).Alstom Transport has also developed innovative solutions in the USA to help rail operators such as Amtrak, New Jersey Transit and San Francisco ' Municipal Transportation Agency to optimize the management of their fleet assets. 1 Project financing These technical skills are supported by the project financing expertise of InfraRed—a dedicated developer of, and investor in, infrastructure projects. The project financing capacity of Greater Miami Tramlink Partners is further detailed in Section E (Financing Plan) below. 1 9 Photo 5: Reims LRT -an exarnplepf.ZIstom Transport's ground level power supply system (APS)successfully in operation Reims Metropole selected Alstom for their light rail transit system specifically for the proven ability to provide wireless technology under a DBFOM delivery mechanism since preservation of the unique city center identity was all-important Page 10 I 1 1 Greater Miami Tramlink Partners 1 1 B4. Track record of successful collaboration and delivery ■ In addition to the individual track record of each DUBAI STREETCAR PROJECT: entity,Greater Miami Tramlink Partners has AN ALSTOM AND SERCO COLLABORATION I significant experience collaborating,on past and Serco and Alstom together deliver the operations I current pursuits of comparable transportation and and maintenance of the Streetcar in Dubai,United transit projects, both globally and within North Arab Emirates since revenue services began in America. November 2014. These past experiences are important because the This is the world's first streetcar project entirely 1 ) complexity and scope of the Miami Beach Streetcar powered by a ground-level power supply system Project demands a sophisticated and organized (Alstom's APS technology). Alstom delivered the Dubai streetcar to the Emirates'exacting approach that has been tested and proven on specifications,providing a unique and world-class similar successful projects. Greater Miami Tramlink system that reflects the identity of their city. Alstom Partners intends to leverage the value of these managed and delivered the world's first fully existing relationships and shared experience for the wireless,$946M,9.1-mile streetcar system via benefit of the City of Miami Beach for this Project. design-build delivery. The Dubai streetcar project provides an illustrative Serco provides operations for all assets of the and relevant example of a current successful streetcar system,including the fare revenue system. P partnership between Alstom and Serco on a The Dubai Streetcar connects to Serco's othe r regional operations for the Palm Jumeirah Monorail, comparable streetcar P3 project. the Dubai Metro,and the Dubai bus system.Serco 0 This current success story of collaboration and recruits and trains local personnel to operate this 1 certainty of delivery will (among other things) high performing system. provide assurance to the City of Miami Beach that it Serco and Alstom fully coordinated during testing to will derive real value from the experience of deliver a high quality and sustainable integrated 1 Greater Miami Tramlink Partners in delivering this premium transit service.The team's ability to 1 Project. understand what Dubai considers as important aspects of their culture,coupled with the state of the I art,fully wireless technology,establishes the first ' .l `; premium transit service of its kind in the world. ;,� '`''` Dubai selected the diamond,as designed into the 1 ,... ....4 nose of the streetcars,to represent their eminence. .-J I - !; - I .. This project is relevant to the prop-osed Mia ii Be i - - ` 4_ - Streetcar: LL3y� I - _ I ti ;, Fully wireless, sustainable technology to �` .r 'reserve view sheds and passenger corn ort C. ed infrastructure, rolling stock, a • e ---6•: . - o• . - i -. ; • / ij environment and cu re — op-ta ionr--.•,..„.4 -.. a requireme s _ _ integrated - - . on ._ . . Streetcars customized to meet local conditions Alstom and Serco are providing operations and 0 maintenance for 30 years. I Photo 6: Dubai Streetcar Project I I Page 11 I 1 I Miami Beach Streetcar Project An unsolicted proposal B5. The P3 Structure: ideal for delivering the Project This is a proposal to deliver the Miami Beach Streetcar Project as a P3. Greater Miami Tramlink Partners believes an availability based P3 structure is the best model for delivering this Project because it will deliver the best value for money for the City of Miami Beach through efficient risk sharing and private sector expertise and innovation. This Proposal contemplates following a typical P3 structure to develop and implement the Project. This structure is illustrated below which importantly for the City of Miami Beach—provides a single point of responsibility for the financing, design,construction and long-term operation and maintenance of the Project. Each phase of the Project's development will be performed by leading transportation experts with the collective skills to deliver and meet the expectations of the City of Miami Beach. Diagram B5: Proposed organizational structure EQUITY INVESTORS !•\ infraRed WAU H ALSTC7'M EPC CONTRACTOR OPERATOR ALSTOM AV4 serco Archer We.leco MAINTENANCE LEAD ENGINEER SUBCONTRACTOR JACOBS A LSTC M This proposed organizational structure is designed to(among other things)optimize the core expertise residing within each member of Greater Miami Tramlink Partners and allocate risk and responsibility to the party best able to mitigate such risk and perform such responsibilities. The participation of Alstom Transport(Equity Investor,EPC Contractor member and maintenance subcontractor)and Walsh/Archer Western(Equity Investor and EPC Contractor member)in different capacities in each Project phase is an important part of this structure, providing an alignment of interests in the successful long-term performance of the Project and commitment of the partners. Prior to enterin g into the Comprehensive Agreement,it is intended that Greater Miami Tramlink Partners will work together as an unincorporated bidding consortium to develop an integrated technical proposal and secure private financing necessary to develop the Project. Page 12 1 Greater Miami Tramlink Partners 1 On or before entering into the Comprehensive Agreement,the Equity Investors will establish a single purpose limited liability company to enter into the Comprehensive Agreement with the City of Miami Beach,which shall be wholly-owned by the Equity Investors or their affiliates(the"Project ) Company"). The Project Company will be solely responsible for discharging all obligations of the private entity under the Comprehensive Agreement. The Project Company will enter into various project and finance agreements to enable it to fully comply with such obligations under the Comprehensive Agreement,including: • An agreement with the EPC Contractor(the"EPC Agreement") -The EPC Contractor will be a joint venture between Alstom Transport and Archer Western:and will,through self-performance and project management,carry out all activities necessary to deliver the Project(including design,construction,systems integration, provision of rolling stock) in compliance with the Comprehensive Agreement. Alstom Transport and Archer Western will be jointly and severally liable to the Project Company for the performance of the EPC Agreement.The EPC Agreement will (among other things) require the EPC Contractor to design,construct and deliver the Project for a fixed price by a date to be agreed. The EPC Contractor will execute various key subcontracts which will include a key design subcontract with Jacobs Engineering. • An agreement with the Operator(the"Operations and Maintenance Agreement")-The Operator will be Serco who will,through self-performance and project management,carry out all operations, maintenance,and rehabilitation necessary to comply with the Comprehensive • Agreement. The Operator will execute various key subcontracts which will include a key maintenance subcontract with Alstom Transport. • Financing agreements with the lenders. A strict communication protocol will be defined among team members to achieve unity of leadership,effective progress monitoring,and compliance with terms of all relevant project and financing agreements.The Project Company,acting through a chief executive officer,will be the 1 single point of contact with the City of Miami Beach once the Comprehensive Agreement is executed. B6. This Proposal 1 This proposal is submitted to the City of Miami Beach pursuant to Florida Statute§287.05712 and does not constitute a binding offer capable of acceptance at this time. This proposal meets the threshold criteria of Florida Statute§287.05712 as set out in Section 1(h)and (i) (Definitions),Section 5(Project approval requirements)and Section 6(Project qualification and b process)of the statute—and identified in Table A7 below. Table 86:A Proposal for a Qualifying Project under Florida Statute§287.05712 Florida Statute§287.05712 This Proposal t Section 1(h)"Proposal"means a plan for a qualifying "fixing cost"Refer to Section F(Service Payments) project with detail beyond a conceptual level for which i "payment schedules"Refer to Section F(Service Payments) terms such as fixing costs,payment schedules, financing,deliverables,and project schedule are "financing"Refer to Section E(Financing Plan) defined. "deliverables"Refer to Section C3(Schedule for the initiation and completion of the qualifying project) "project schedule"Refer to Section C3(Schedule for the initiation and completion of the qualifying project) -- ---- Page 13 —^^_ ■ Miami Beach Streetcar Project I An unsolicted proposal Florida Statute§287.05712 This Proposal Section 1(i)(1)"Qualifying project'means(1)A facility or This proposal sets out a plan for a streetcar system servicing the z project that serves a public purpose,including,but not City of Miami Beach-which is a qualifying project under multiple limited to,any ferry or mass transit facility....rail facility categories defined in Section 1(i)(1)-being a"mass transit or project,....or any other public facility or infrastructure facility...rail facility or project or any other public facility or that is used or will be used by the public at large or in infrastructure that is used or will be used by the public at large or in support of an accepted public purpose or activity; support of an accepted public purpose or activity". Section 5(a)"A description of the qualifying project, Refer to Section C(The.Qualifying Project) including the conceptual design of the facilities or a conceptual plan for the provision of services,and a schedule for the initiation and completion of the qualifying project." _ Section 5(b)"A description of the method by which the Refer to Section D(Property Interests) private entity proposes to secure the necessary property interests that are required for the qualifying project." - . Section 5(c)"A description of the private entity's general ' Refer to Section E(Financing Plan) plans for financing the qualifying project,including the `, sources of the private entity's funds and the identity of any dedicated revenue source or proposed debt or equity investment on behalf of the private entity." - _ __ Section 5(d)"The name and address of a person who ! Refer to Section G(Contact) may be contacted for additional information concerning the proposal." _ -- _ _ • _ , Section 5(e)°The proposed user fees,lease payments, Refer to Section F(Service Payments) f or other service payments.over the term of a comprehensive agreement,and the methodology for and circumstances that would allow changes to the user fees,lease payments,and other service payments over time." - - - _ ____ . __ , _ - -- _. -_---_. _.-- - _-_ . Section 6(b)(3)(c)The responsible public entity must , "professional qualifications"Refer generally to Section A(Executive In ranking the proposals,the responsible public Summary)and specifically to: entity may consider factors that include,but are not • Section B2(Greater Miami Tramlink Partners:an introduction to limited to,professional qualifications,general business ' the Team); terms,innovative design techniques or cost-reduction Section B3(Technically qualified to deliver the Miami Beach terms,and finance plans. ` • Streetcar Project); • Section B4(Track record of successful collaboration and delivery); • Section B5(The P3 Structure:ideal for delivering the Project); • Appendix 1 (Team qualifications and experience);and "general business terms"Refer to Section F4(Key payment terms to be included in the Comprehensive Agreement)and Section F5(Other key business terms to be included in the Comprehensive Agreement) "innovative design techniques or cost-reduction terms"Refer to Section C(The Qualifying Project) "finance plans"Refer to Section E(Financing Plan) - - -- - --- Page 14 -__—-------- ---------- 1 f Greater Miami Tramlink Partners 1 ' C. THE QUALIFYING PROJECT 1 1 A DESCRIPTION OF THE QUALIFYING PROJECT,INCLUDING THE CONCEPTUAL DESIGN OF THE FACILITIES OR A CONCEPTUAL PLAN FOR THE PROVISION OF SERVICES,AND A SCHEDULE FOR THE INITIATION AND COMPLETION OF THE QUALIFYING PROJECT i Miami Beach,due to its unique location is well aware of the effect that climate change may bring and its potential impact on (among other things) new and existing infrastructure. The City has demonstrated an 0 increasing commitment to carbon critical thinking and sustainability when providing services for the many residents and visitors to the City. Our vision for the Miami Beach Streetcar is an ecofriendly, M sustainable project that will provide a transformative transport solution to the people living,working or 0 visiting Miami Beach. The traveler will utilize a modern comfortable streetcar system,electrically fed, 0 perfectly integrated within the visual environment(with no poles or electrical wires)allowing people to move easily,safely and quickly within south Miami Beach.. 1 It is important to note that the development of the Project as set out in this proposal will not limit the flexibility of the City of Miami Beach(or Miami-Dade County)to make decisions about the technology 0 related to future p hases of the Beach Corridor Transit.Connection Project. The proposed design and implementation of the Project will preserve technological compatibility and connectivity with future phases because the proposed technology is compatible with vehicles produced by competitor suppliers. I Further,the solution described in this proposal is consistent with other PEC recommendations for 1 exclusive right of way,full wireless solution and in respect of Direct Connection(DC)track alignment as . defined in the Beach Corridor Transit Connection Study dated September 24,2014. p, 1 Cl. Conceptual Design 1 I Track alignment , II The Miami Beach Streetcar Project will serve the south Miami Beach area, providing:. I • Loop connection from 5th Street to the Convention Center through Washington Avenue; II • Exclusive right-of-way, no shared lanes; II • Between 8 to 10 simple and integrated stations evenly distributed to serve Miami Beach points of interest,taking into consideration strategic future development;and 0 • Future linkage to the future Beach Corridor Transit Connection, without operation disruption on I the existing Miami Beach Streetcar alignment. II Streetcar features The Miami Beach Streetcar Project will use the best in class streetcar vehicles: II • Modern,aesthetically pleasing,and extendable to allow future ridership growth; I • Full low floor(no interior steps or ramp,easy onboard circulation with spacious access areas) It wide slide doors each side to facilitate full access for all users, particularly bicycles and mobility Itt challenged patrons,ADA compliant(perfect alignment between platform and the streetcar); It • Designed to enhance passenger experience with passenger information system, modern • 0 lighting,and increased visibility inside and outside the streetcar; • Able to be driven in both directions(bidirectional);and I 111 - -- Page 15 ------- -.- .------ 0 a Miami Beach Streetcar Project I An unsolicted proposal 4 • Designed and styled to represent the iconic individual identity of Miami Beach: through a collaborative and interactive process, shape (streetcar front end), interior arrangement (seats, t perch, bicycles racks)material,color,and external livery will be jointly defined. 4 Wireless solution 4 The Miami Beach Streetcar will preserve the aesthetical environment by use of a fully wireless solution (wireless means no overhead wire—also referred to as"off-wire"or"catenaryless"or"catenary-free"or "wire-free")along the whole alignment,that will allow seamless visual and aesthetic integration.Such a solution will also preserve a rich landscape in the city, by keeping the existing palm trees,and also prevents potential electrical hazards(such as with emergency vehicles,or double deck bus). In addition, I during hurricane season and other periods of high wind,the wireless system will not impinge the normal operation of the streetcar. Alstom Transport has implemented all the existing wireless technologies currently in service in dozens of locations around the world: 1 • Ground-level power system,is based on a continuous power supply by a rail located between the running rails: o The power is continuously supplied to the streetcar vehicle through a segmented street- level power rail embedded between the running rails in the axis of the track; o It can operate in harsh climatic conditions such as extreme temperatures,humidity,heavy rain,while maintaining full onboard utilities such as air conditioning in extremely high temperature; o There is no electrical power limitation, no risk running out of power in degraded operation mode. • Onboard energy storage system is based on on-board energy storage,with batteries and/or super-capacitors: to run from station to station but the r stored in super capacitors allows the streetcars o Ene Energy s p p streetcars need to be electrically recharged at each station.These systems are designed to cope with limited disruption in traffic without impacting performance,however, if the streetcar is disrupted for a longer period (pedestrians,emergency breaks,vehicles blocked at road crossing),the streetcar air conditioning system runs in limited operation or shuts off completely; • o Super-capacitors have a limited range and as such require frequent static recharge at specific locations along the line(usually at every ry p assen er station),this means that the P eriodically rather than the need to be recharged placement of stations is also governed by g only being placed at locations for the sole benefit of the traveler o Batteries cannot be quickly recharged (unlike super-capacitors that will be refilled at each station)and therefore need to be refilled through a section with catenary(wire); o Onboard energy storage system requires much heavier equipment to be installed on the roof of the streetcar that have significant maintenance requirements and are sensitive to extremes of temperature and humidity. Based on the above comparison of the different wireless solutions and considering the performance requirements,the best suited wireless solution for the Miami Beach Street Car Project is the ground- level power system technology. For the implementation of this system,we propose Alstom's ground- level power system technology APS solution because:, — _ — --— — _— Page 16 _.___.,__— -- — ——— --- p Greater Miami Tramlink Partners • Unlimited power supply; high performances(matching catenary performances); • 100%of energy transmitted to vehicles(no loss); • Guarantees the same commercial speed as a power supply by catenary; ' • High availability(availability rate of 99.95%for typical 2-km of double track application, lifetime of 30 years)for optimum streetcar operation performance due to the simplicity of the concept 1 based on a sliding contact of the same nature as standard metro/commuters third rail current- collection systems; / • All the sections not covered by streetcar vehicle are not powered,guarantying total safety for all road users; • Completely intrinsic safe system (proven through a dedicated Safety Case confirmed by 6 1 certifying Authorities including CERTIFER,STRMTG and Lloyd's); d • Dust tight and protected against complete sub mersion in water,with submarine cables, 0 impervious to possible salt in the ground that may arise from high tide and sea level rise; il • Compatible with the extreme weather conditions(nominal operation up to+185°F); • Designed to respect the EMC(Electro Magnetic Compatibility)and the acoustic constraints; 1 • Designed to cope with any kind of road surfaces including the grass; • Designed to cope with mechanical stress caused by traffic(at street crossing); • Easy e xtension of rail system lines; • Equipped with on board battery to run in autonomous mode in case of any defective or inoperable(flooded)ground-level power system's section(please also refer to following section I for platform drainage); and I • Fully reliable and in-service proven solution,in operation for more than 12 years;since 2003, `i 188 Alstom streetcar vehicles powered by APS system have run over 18 million kilometers;62 kilometers of single track have been equipped with APS. 1 • I Compatibility of system features 10 The Miami Beach Streetcar Project is the first phase of the Beach Corridor Transit Connection Project, t which can be fully interoperable with any development made for the two other phases.The • interoperable characteristics include: 1/ • Standard streetcar gauge and length; • Standard 750 Vdc traction system electrification; • Track with standard gauge,AREMA compliant rail,wheel axle load 13T(AW4); • Interlocking and TSP (Transit Signal Priority) systems compatible with any modern streetcar system; E • AVLS(Automatic Vehicle Location System) will operate using GPS,GSM or Sign Post systems; Q • Option for ticketing,that will be consistent with Miami Dade County integrated ticketing system; ® • Ground-level power system (Alstom's.APS)license/equipment: 4 o Ground-level power system wayside equipment uses proprietary technology solution 0. developed by Alstom,who will enter into a committed commercial agreement regarding the license for free use of this technology for any other phase of Beach Corridor Transit 6 Connection Project,or any of its extensions. 0 . 0 -- - Page 17 _— —------ — — --,-- - I Miami Beach Streetcar Project An unsolicted proposal o Onboard equipment(streetcar collector shoes to connect the energy rail)can be provided by any standard streetcar manufacturer with the similar vehicle configuration, based on interface documents that Alstom will provide. o Our streetcar,equipped with pantograph for its exclusive use in the depot area, is fully compatible with any possible option for the electrical technology(with or without catenary) to be used for Phase 3(the MacArthur Causeway Corridor Project),as opposed to a super- capacitors based solution(solution for which it exists a distance limit between recharging, station). ° Operational and maintainable system The Miami Beach Streetcar Project will be operated and maintained autonomously, until it is eventually connected to the other phases of the Beach Corridor Transit Connection project. Its design will thus take into consideration the following elements. • One operation and maintenance depot facility(yard and shops facility)sized : o To store the entire Miami Beach Streetcar project fleet, including spares and maintenance vehicles; o To perform all daily operation and maintenance activities during lifetime of the Miami Beach Streetcar project; o To house the centralized operational control center(OCC)where the whole subsystems will be supervised and monitored (SCADA system,vehicle location system,communications, security;and o For 20 hours per day operation. • System sized for an operation at minimum 5 minute headways(depot,stabling,and electrical substations,signaling system). Other design features The Miami Beach Streetcar Project will be designed to allow the most efficient services, by integrating i following elements in our design: • Transit System Priority(TSP)system,providing green light to the streetcar when approaching to any street light,in order to optimize streetcar fluidity within urban environment; • Line of sight operation,the driver being fully responsible for taking care of the surrounding environment(car,other streetcar,speed limit); • Provision for fare collection system(option)compatible with Miami Dade County Policy(full • interoperability with existing public transport systems);and • Platform stops with canopy shelters,designed to perfectly blend into the area and with the Streetcar,ADA Compliant,that will provide comfort to the passenger(street furniture— benches,station lighting),as well as useful passenger information(Network map,automated passenger information(real-time next train announcements)...). Location specific design features The Miami Beach Streetcar Project will take into consideration possible exceptional flooding in the design: -------- Page 16 I 1 1 Greater Miami Tramlink Partners • Track alignment will match with existing roadway elevation as close as possible, in roads having existing crown elevations of over 3.7ft,except on 5th Street near Alton Road where the crown may be less; , • The existing drainage system should not need to be enhanced due to the Miami Beach Streetcar project because there is a minimal additional run-off created by the project; and p • We will perform the necessary drainage and storm water management analysis, including I utilizing the recently approved tailwater elevation design criteria of 2.7 ft NAVD. This will take into consideration the City of Miami Beach program to install a city-wide pumping system to mitigate flash flooding compounded by sea level rise and to comply with the new regulations for / tailwater elevations. I 1 C2. Conceptual plan for the provision of services 1 Ridership assumptions In preparing the operations and maintenance plan underlying this proposal,we have developed a conceptual level of anticipated ridership at 23,000 patrons per day and per direction.This is based upon 1 data sources available to us and through logical assumption derived from geographical distribution of 1 potential patrons. Among other things,we have examined: 1 • Daily population data tables that identify permanent residents,Seasonal residents, hotel guests, other tourists and non-tourist beach visitors; I • City of Miami Beach Community Satisfaction Report(CMBCSR);and 1 • Google derived bus ridership data for 123 South Beach Local(which covers more than 50%of 1 the alignment). We have assumed a uniform distribution of the 90,000 permanent residents and that the 30,000 1 commuters daily to the City of Miami will not utilize the service. From the remaining 60,000 we have assumed 30,000 residents have geographical access to the alignment.Using data provided by the CMBCSR approximately 46%would utilize an alternative public transportation method if available.This 1 means from the 30,000 residents in question we assume around a 12,000 patron contribution to the 1 ridership figure. III Hotel guests and other tourists make up around 39,000,and applying the same logic and the CMBCSR 1 figures,we have assumed that approximately 20,000 patrons would consider utilizing the streetcar. Further,we have also assumed approximately 1/3 of these patrons would have budgetary constraints 1 such that the use of the streetcar would be a preferred transportation mode,therefore we have I approximately an additional 7,000 patron contribution to the ridership figure. I There are around 30,000 non-tourist beach visitors with the car as their primary mode of transportation. We have assumed an even distribution of these visitors between North and South Beach resulting in 15,000 patrons with access to the alignment.Given the car is the primary mode of transportation we h have assumed 10%utilization from time to time providing a 1,500 contribution to the ridership figure. I! We have also examined existing bus ridership particularly for the 123 South Beach Local route as more I than 50%of this route is covered by the proposed alignment. Unlike the bus service,our alignment is PI bidirectional so we have assumed a 75%capture rate from this service and factored in figures from the 1 CMBCSR adding a 2,500 contribution to the ridership figure. 0 0 - — Page 19 ----- ---—____ ____ .._—-- II Miami Beach Streetcar Project I An unsolicted proposal Table C2-1 Ridership summary Source Ridership • Estimated ridership from Permanent Residents* 12,000 Estimated ridership from Hotel Guests&Other Tourists* 7,000 Estimated ridership from Non-Tourist Beach Visitors 1,500 Estimated ridership from existing public transit* 2,500 Total 23,000 *Data source:CMBCSR Operations and Maintenance Plan Greater Miami Tramlink Partners shall develop and deliver an Operations and Maintenance Plan that meets the performance requirements agreed with the City of Miami Beach as part of the negotiation of the Comprehensive Agreement. The Plan is intended to serve as a frame of reference for future design refinements and as a basis for detailed definition of operations and maintenance methods,practices, and requirements.As the Miami Beach Streetcar project progresses through final design,this document will be reviewed and updated periodically. The Miami Beach Streetcar Operations and Maintenance Plan will serve as the principal source document that sets forth the operations and maintenance practices necessary to deliver the Miami Beach Streetcar Project in a safe,dependable and efficient manner,and to provide a quality service to the riders.The Plan is intended to: • Define the system's service and operating characteristics; • Define the system's operating and maintenance policies and objectives; • Define the staff responsibilities,levels,and organizational relationships required to operate and maintain the system; • Define the system and operating requirements for assuring service dependability and system availability;and • Guide system design to assure conformance to the operating intent. Conceptual Operational Objectives The safety and well-being of passengers,employees,and the neighboring communities,including adjacent automobile traffic and pedestrians,will be the first priority of Streetcar operations and all operational planning efforts.Safety and security issues will be fully addressed in the Miami Beach Streetcar System Safety Program.Plan and System Security Plan. In addition to safety and security,the principal objectives of the Miami Beach Streetcar Project and its future operation are to: • Provide a convenient and reliable Streetcar service within South Beach;. • Provide fully accessible transit to the elderly and persons with disabilities; • Improve access to employment industrial and commercial sites located along the corridor; • Provide improved service to the Miami Convention Center and for other special events sites within the service area; --- --- Page 20 --- ----� -- - --- I Greater Miami Tramiink Partners 1 1 • Increase the region's economic potential by improving mobility along the corridor; 1 • Meet the demands of population and employment growth within the corridor;and • Minimize the operating costs associated with the delivery of transit services. Conceptual Operational Service Hours 1 0 Table C2-2 Conceptual service hours Day of Week Operating Hours Peak/Off Peak Headway(minutes) Monday—Friday 06:30—9:59 Peak 7.5 10:00—15:59 Off Peak 10 1 16:00—18:59 Peak 7.5 19:00—02:30 Off Peak 10 Saturday 06:30—9:59 Off Peak 10 I 10:00-15:59 Peak 7.5 / 16:00—18:59 Off Peak 10 I 19:00—02:30 Peak 7.5 I Sunday 06:30—02:30 Off Peak 10 I I With exceptional levels of customer service,operational performance and sustainable value,Serco has the proven capability and demonstrated approach to ensure that the Miami Beach Streetcar is a transit service that will transform the way residents in the local area and visitors consider and utilize public I transport. I I Photo 7: Dubai Streetcar Project ' II 0 Fi III Qi/Ni 1 A. :■:: , 1 1. 4 ,.--., ,..,.._ u g ... "• ' :I 2 .'-- ri , II n.com ......,..t-4 wow ; .-.. ; r,' a Air , ,, , ,_,. -- H _t ,_ , __. ; i , ) ., ll ` 110 t I ,. . viggN„:,., I * • ,< K Al t• FMr'.. { Serco provides operations for all assets of the Dubai Streetcar Project a including the fare revenue system. 1 I Page 21 II Miami Beach Streetcar Project ( An unsoticted proposal C3. Schedule for the initiation and completion of the qualifying project Period from submission of this proposal to financial close Table C3-1 below sets out the timeline of events and schedule from submission of this Proposal to financial close, including key deliverables. The anticipated timing of such events is indicative only and in respect of the timeframes assumed for Milestones#2,#3 and#4 which will be set by the City,are based on conservative assumptions. It is our expectation that a project schedule will be agreed with the City of Miami Beach and be included in the Interim Agreement. Table C3.1:Timeline of events and schedule MILESTONE AND DELIVERABLE INDICATIVE TIMING 1. Greater Miami Tramlink Partners issues unsolicited proposal N=June 30,2015 Deliverable:Proposal compliant with Florida Statute§287.05712 – 2. City of Miami Beach issues public notice of receipt of the Proposal and invites other ' N+15 days proposals (Expected:July 22,2015) Deliverable: Public notice in form and substance required by Section 4 of Florida Statute§28T05712 M . _- - ---- ._ - - ----- 3. Deadline for submission of competing proposals N+105 days Deliverable:Proposals meeting the requirements of Florida Statute§ , (assumed to be 90 days from 287.05712 and addressing specific technical criteria consistent with the issue of public notice in#2) conceptual design set out in this Proposal (Expected:October 22,2015) 4. City of Miami Beach evaluates this proposal in the context of competing proposals N+135 days Y submitted in response to the public notice referred to in#2 above and,assuming an (30 days from receipt of evaluation in favor of Greater Miami Tramlink Partners,the City of-Miami Beach competing proposals received notifies Greater Miami Tramlink Partners that it wishes to progress development of under#3 above) the Miami Beach Streetcar Project on terms consistent with this proposal. (Expected: Deliverable:City issues notice to Greater Miami Tramlink Partners to November 23,2015) progress proposal and commence negotiations of interim agreement 5. Greater Miami Tramlink Partners enters into an interim agreement with the City of N+165 days Miami Beach as contemplated in Section 8 of Florida Statute§287.05712(the (30 days from receipt of notice "Interim Agreement")which(among other things): from City of Miami Beach • Authorizes detailed development work to progress detailed design and under#4 above) engineering and secure debt financing together with compensation for same; (Expected: • Establishes the process and timing of the negotiations of the Comprehensive December 23, 2015) Agreement which will not exceed 180 days from the signing of the interim agreement and which will include: (i) Engagement by the City of Miami Beach of external advisors experienced in P3 project delivery to assist the City of Miami Beach in its negotiations with Greater Miami Tramlink Partners; (ii) Agreed milestones and deliverables for both parties leading up to the execution of the Comprehensive Agreement; • Establishes the process and timing of financial close including securing debt commitments by Greater Miami Tramlink Partners and public funding by the City of Miami Beach,together with agreeing on the timing and amount of payments to be made by the City of Miami Beach during constnJction(if any); —– Page 22 -- ------- —-- f Greater Miami Tramlink Partners f 1 Table C3-1: Timeline of events and schedule , MILESTONE AND DELIVERABLE INDICATIVE TIMING 1 • Establishes payment of a stipend to the extent the City of Miami Beach elect not to enter into the Comprehensive Agreement for reasons outside the control of Greater Miami Tramlink Partners;and • Establishes the general scope of the Project including key design and M operational parameters. / Deliverable: executed Interim Agreement i 6. The City of Miami Beach and Greater Miami Tramlink Partners carry out their During the 18.0-d-a-y period respective obligations set out in the interim agreement: following signature of the 0 • Greater Miami Tramlink Partners develops technical proposal(detailed design Interim Agreement and operational plan),completes all due diligence(tax,technical,legal, . insurance),negotiates all project and finance agreements necessary to secure debt commitments and provides fixed price for construction and operations period; • The City of Miami Beach(i)secures all public funding commitments necessary ' / to make payments during construction and long-term availability payments(ii) completes all necessary environmental processes to obtain all environmental permits required to develop the Project and(iii)obtains any approvals required i County too rate the Project including entering into any ; � from Miami Dade Co operate t 9 9 y y requisite inter-local agreement evidencing such approval.. Deliverable:Greater Miami Tramlink Partners provides fixed price proposal , for the Project. The City of Miami Beach provides financing plan to support its payment obligations under the proposed Comprehensive Agreement, evidence of environmental approvals/permits and executed inter-local agreement .� I -__ - ----- -_ -- - --._ - --- - _____ - 7. Greater Miami Tramlink Partners enters into a comprehensive agreement with the On or before 180 days from , 0 City of Miami Beach as contemplated in Section 9 of Florida Statute§287.05712 signature of the Interim 1 (the°Comprehensive Agreement")which(among other things): ; Agreement • includes key business terms consistent with those identified in Section F5; ; (Expected:June 23,2016) • provides general risk allocation consistent with comparable P3 projects; • is conditional upon achieving financial close within 60 days of signature other - than authorizing the continuation of,and payment for,detailed design and 11 engineering work and such other early works agreed between the parties;and • includes compensation on termination regime that establishes payment of development costs to Greater Miami Tramlink Partners to the extent the City of ® Miami Beach terminates the Comprehensive.Agreement for reasons outside b the control of Greater Miami Tramlink Partners prior to financial close. s I Deliverable:executed Comprehensive Agreement— o w 8. Financial close of financing on terms consistent with the fixed price proposal Within 60 days from execution submitted as part of Milestone#6 above is achieved. of the Comprehensive • Note:Alternatively financial close could be achieved at the same time as the Agreement II Comprehensive Agreement is executed–a concurrent process has been achieved on other (Expected:August 23,2016) P3 projects in the US and is standard practice in jurisdictions such as Canada. This issue should be discussed as part of the negotiation of the Interim Agreement. II - --_ --- Page 23 -- — ---- ■ 4 4 4 C « { C O d C 4 c 3.• , c� vai C n- ,- y if�' O to m 1 T - a q p .- c a K, a al U is -p o a ▪ :.i C /1� C Z C: ry -. 1 4 1 C « a, O • S' n $ a a1 C 1 U. . Q 0. � °_ w• arms 1 > t a)E o 4 `CV N , . U a a C I vJ , o • v v y n. ap p1 U) 111 o �, a V n �; to Ta" a .� 1 7 a, ar) N > C 1 U -± + d a U Cu N Z x N c c c a) >. I1 m c .0. ,� C C' b E C o G vi E E g t r' :� c c ° Eca a pi O V ' eo O CO 3 01 U 6 1 4 C O i O O In aAi IA u m aU CO Q� m C 1 • CL a R K (J a o ;'. � c nt` "0d .o al m u c a a Qua° p., a, a en u a, v QA a 7 a E G' o CO to 0 o � �<,� �► :�• m o a�far oa s 1 O E c U c.,.� E e go -c m a 4 ..o P`c.o�. O U th a v a c as ,� U ' ' YUE Ea In E O - of p ay m a CO 'Z. a O en a ° eo O � i Ev s - a ' .� ` Qpp d N °) a 4"' , cc C • A p et N I a,� o , m ep E Z o0 E v f o Y c av o o. a e :e, •c eO V co cu m a' CcceS a t la E _ ao a _ ,_ E L U) t E o a ° cu ` C V C to Z. a01 m ° ) r c �, , f C ,- C2U p aiQ Z u m vt y C eo d � a� c wE c v U Y 0 .0 C .' a > ai O E m U) c d - 1 a) m E ol y C of — .• of a, a o o ms ei U! a 44,w u O C C1 .� weft a a E O O o O cayaa o c E a 1 c II) d act d O c E c R Z aE+ a .0 t . C 7 a9 C a�"C O y > d .r 0 _ 4= C C 43 t vEi a u E cu m O C. �' . C O O U► E m a� ycmo E ° o dim cu I co. 14 } To Z+ c ao o c .E c = ° ° w rn o o E I. 7a E Z ~ r3 to 11:1 o + a c O n a E C c E - .. v a3 O >,+ w o E W a, o C a +' C p,+ c ? 1 Q O E u c c O ai 0 o. d a co co - °u > U E •5 v E ▪ r c 'o eh c « -c 0 t _ U, U LL1' a c $ •-. L > ' = E w ap as m O c . c c co � � a' a ° m a^ o c v► E of .. •- o eu o ea n o o a o °a •- Y a� ° V D a a, IX u u a a n '" in m �a 111 «• et p y C c a of a > 0 y u m y E u U O . ' > d. N co O C i .O 0 x O 0 O N ' d .- a C C u v' c ego d � N C j v°i O .M1n U! ea c U c a m u, 3 fa t O O o -41 Z ro . a> C c _ .... d E a 7 a d ea ? C 4.) 0 01 £ N W L CD of ea L F-- t .0 H • .. 1-- 1 Miami Beach Streetcar Project 1 An unsolicted proposal 1 1 Construction period 1 We have developed a robust project schedule to implement the Miami Beach Streetcar Project based on e the achievement of the milestones outlined below. I Table C3.2 Key construction period milestones I Milestone Date 1 ' Issue of Notice to Proceed(°NTP") Financial Close Commencement of preliminary design NTP to NTP+8 Procurement phase NTP+6 to NTP+30 1 Commencement of construction works NTP+8 First vehicles delivered to site NTP+24 Testing and commissioning NTP+30 up to NTP+36 NTP will be defined under the Comprehensive Agreement as the commencement of the works which we assume will coincide with Financial Close 8 Upon execution of the Interim Agreement,Preliminary Engineering will be completed by Greater Miami 8 Tramlink Partners(30%Design),which,will serve as the technical basis of the Comprehensive Agreement to be signed between Greater Miami Tramlink Partners and the City of Miami Beach(as contemplated in S Milestone).. Such activity will be considered early works. (The Interim Agreement will define the scope 4 and payment terms for such early works). S We assume that from NTP,construction will take up to a maximum of 36 months for start of revenue service (commercial operation),according to acceptance criteria to be commonly agreed between the parties and set out in the Comprehensive Agreement. It is considered that all permitting(City,County,State, Federal),as requested by Greater Miami Tramlink Partners to be able to start the work,will be cleared by the City at the time of the NTP. 4 It is also considered,in order to ensure a fluid construction schedule,that utility relocations,sidewalk 0 and street pavement modification(not included in this proposal)based on the proposed track alignment will have been performed prior to the start of the construction works. ' le Project construction will be scheduled in phases to minimize construction impacts to vehicular traffic § and the community,and our Team will keep this expectation foremost in the development of traffic management plans, by providing safe accessibility for vehicles,bicyclists,and pedestrians(access to residential homes and commercial properties),and safe conditions for construction workers at all times. Greater Miami Tramlink Partners will also take_ advantage of its unique expertise and knowledge of local % business to,wherever practicable, participate and ensure proper coordination with other existing PI projects under execution which interface with the Project works. After the first streetcar delivery on site,on line dynamic tests will be performed to assess the sub system WI and system integration, by section,and then for the entire line.Once the system is on line and all the components have demonstrated full integration and the safety requirements are met,a trial run period will be performed by the operator before commercial(revenue)service starts. •' iii l _ Page 25 ---- ----- Miami Beach Streetcar Project I An unsolicted proposal 4 4 Operating period During the first 2 years of construction,Serco's approach will be to engage with the EPC team and the City of Miami Beach to develop the design and build the streetcar system with operational concepts at the forefront. Serco will ensure that the safety and security of passengers,staff and infrastructure remain as paramount considerations in all work undertaken and advice given. Serco will provide early engagement in this period with the team to help envisage the customer ' experience to ensure that hat Greater Miami Tramlink Partners facilitates the principle of the 'door to door' journey that will become embedded into the culture at all stages of the project and across all interfaces. Serco will also influence the project definition prior to finalization to avoid costly errors,omissions or oversights that could affect operational delivery, performance and flexibility. Through early engagement,Serco will be able to call on experienced staff in every functional disciple to review systems, infrastructure designs and fit-out drawings and create Standard Operating Procedures(SOPs) , with the purpose of ensuring ease and efficiency of operation and maintenance,enhancing passenger and staff safety and improving the customer experience. Serco has an operational readiness activity stream that will be introduced to the program once the operating procedures and work instructions are in place. These will be linked with the City's own requirements for trial running to create a systematic and logical build up to commencement of revenue service. We will be fully staffed and completing training from our EPC partners with system acceptance testing gearing up for Operational Readiness and Trial Operations. The aim of the trial operations will be for Serco to prove the operation of the Miami Beach Streetcar Project through operating the system to the agreed timetable,with Alstom (acting as Serco's maintenance subcontractor)conducting normal maintenance in accordance with their agreed plans and procedures.Where faults or failures occur,they should be rectified in line with the agreed procedures. Communication between Greater Miami Tramlink Partners and with the City of Miami Beach will be scheduled daily throughout this period in order to address and rectify any"teething problems"which may occur. D. PROPERTY INTERESTS A DESCRIPTION OF THE METHOD BY WHICH THE PRIVATE ENTITY PROPOSES TO SECURE THE NECESSARY PROPERTY INTERESTS THAT ARE REQUIRED FOR THE QUALIFYING PROJECT The Miami Beach Streetcar Project will operate within the existing Miami Beach roadway rights-of-way (or within permanent easement for shared use),whether owned by the State of Florida, Miami-Dade County,or the City of Miami Beach. It is thus anticipated that no property acquisition to implement the Miami Beach Streetcar Project will be required. Sidewalk,curb cut,and curb and gutter modifications to integrate the streetcar into the adjacent infrastructure and to reduce traffic congestion generated from vehicles searching for a parking space in the entertainment district will also be performed within the existing right-of-way. Electrical substations to feed the wireless system will be located in areas that will not require property acquisition through eminent domain,or may be integrated with other projects currently under development. Temporary easements that may be necessary during construction period will be dealt by and under Greater Miami Tramlink Partners. _ -- — — 0 0 Greater Miami Tramlink Partners . E. FINANCING PLAN . ' A DESCRIPTION OF THE PRIVATE ENTITY'S GENERAL PLANS FOR FINANCING THE QUALIFYING PROJECT,INCLUDING THE SOURCES OF THE PRIVATE ENTITY'S FUNDS AND THE IDENTITY OF ANY DEDICATED REVENUE SOURCE OR PROPOSED DEBT OR EQUITY INVESTMENT ON BEHALF OF THE PRIVATE ENTITY The development and implementation of the financing plan will be led by the Equity Investors who have 0 an established track record of successful project management and financing that will ensure execution certainty and ongoing financial performance and management of the Project. El. Sources of private financing The Equity Investors,through a combination of debt and equity,will finance the development of the Project. This will include financing: 9 • the development costs incurred to develop the Project(which will include those activities 9 necessary to define the Project and provide a fixed price to the City including(i)feasibility study / (ii)development of design(iii)legal,technical and financial due diligence necessary to secure third party debt financing); • the capital costs of construction(minus public funding that is contributed by the City of Miami 0 Beach (if any));and • the financing costs of providing debt and equity to fund such capital costs of construction. As is typical in a P3 availability project,this financing will be repaid to the Project Company over time through the annual service payments made by the City of Miami Beach during the term of the li Comprehensive Agreement—which will also include the costs of operating and maintaining the Project (further described in Section Fl (Structure of Service Payments)). li The Equity Investors will secure a combination of equity and debt capital to finance the Project and will follow well established principles of project financing to secure commitments and achieve financial close / within the timeline, and in the manner further described in Section E3 below. 5 Equity 5 Equity capital will be provided by InfraRed,Walsh Investors and Alstom as the Equity Investors and shareholders in the Project Company that will be established on or before financial close to deliver the ® Project(refer to Section B5 above). The Equity Investors have a demonstrated track record of investing ® equity capital in infrastructure projects and have collectively committed equity capital to support bids b for,and achieve financial close of, more than 20 P3 projects in North America valued in excess of$15B. b Figure E1.1 Sources of Equity b Equity Investor Equity Proportion Intended sources of equity III InfraRed 80% InfraRed Infrastructure Fund III • ® Walsh Investors 15% The Walsh Family 0 Alstom 5% ALSTOM Transport SA ® Based on our current analysis,the combined financial capacity of the Equity Investors far exceeds the likely equity requirement for the Project. This level of redundancy in equity capital means that there is I little(if any) risk of an equity capital shortfall by financial close. - - Page 27 -- -- - I Miami Beach Streetcar Project s An unsolicted proposal • • InfraRed The role of InfraRed on all its availability-based P3s is as developer or co-developer and equity investor, providing equity to meet the funding requirements of the relevant project. In all P3s where InfraRed has submitted a proposal,and been awarded preferred proposer status, it has fulfilled its equity commitment. InfraRed's investment in the Project will be sourced from InfraRed Infrastructure Fund III. The Fund is structured as a series of limited partnerships based in England.InfraRed Capital Partners Limited is the fund manager and InfraRed Infrastructure III General Partner Limited is the general partner.The Fund has secured$1.2178 of commitments from investors.Of this available capital, approximately$650M remains available to InfraRed Capital Partners Limited (as manager of the Fund) i to commit to infrastructure projects. InfraRed will use these funds for its equity commitment to the Project. Based on our understanding of the potential capital costs of the Project, InfraRed has the ". capacity to increase its equity participation,as required,to accommodate changes to the financing structure(for example if there is a reduction in the anticipated amount of public funding). Walsh Investors Walsh Investors,an affiliate of The Walsh Group,has played a major role in the recent growth of the U.S. P3 market both as a developer and an investor. Walsh Investors works hand-in-hand with its Walsh Group affiliates,including Archer Western,to develop P3 projects in the transportation and social infrastructure segments across the U.S.and Canada.Walsh Investors is committed to investing in major • and marquee projects critical to the long-term viability of the communities it serves, including the Project. By exclusively investing in projects developed and/or constructed by affiliated Walsh entities, Walsh Investors demonstrates its financial commitment to the underlying project and project sponsor, with guiding principles that it hold equity investments long term and remains one of the client's primary points of contact throughout the project term. Walsh Investors' intent is to utilize its internal financial resources to realize investment in this Project. These internal resources will be sourced from the Walsh family and their affiliated investment entities. Alstom Transport Alstom Transport has identified the Project as a key target in its growth strategy. As for all its availability-based P3 projects,Alstom Transportation is a long-term equity investor and is able to provide additional equity if required. Alstom's participation as minority equity investor as well as lead member of the EPC Contractor and long-term maintenance provider-ensures an alignment of interests in the long-term success and financial and technical performance of the Project. Alstom Transport is one of the top P3 railway concessionaires in the world,with a track record of 13 P3 rail transportation projects that are under construction or in operations. BMO Capital Markets BMO Capital Markets GKST Inc..("BMO"or"BMO Capital Markets") is part of the investment banking division of BMO Financial Group("BMOFG"),one of the largest financial institutions in North America by assets. BMOFG's long term credit rating as of this date is Aa3 with Moody's,A+with Standard &Poor's, and AA-with Fitch,all of which carry stable outlooks from each rating agency.As of January 12th,2015, BMOFG had a market capitalization of$42.6 billion and$493.4 billion in total assets with one of the strongest capital bases in global banking. BMO Capital Markets operates with over 2,300 employees across 30 major cities worldwide,including 15 in the United States.The U.S.division of BMO is headquartered in Chicago with regional headquarters in New York, Houston,and San Francisco. BMO Capital Markets provides its full slate of products and services to U.S.corporate,government,and institutional clients. BMO Capital Markets has served in a leading role on over$20 billion of - — ------ Page 28 p tl Greater Miami Trarnlink Partners transportation and other infrastructure project financings across North America since 2001.Over the years, BMO has developed a specific expertise in infrastructure finance and,in particular,the transportation sector.BMO has acted as advisor, bond underwriter,and lender on a wide variety of projects in North America,many which have received widespread industry recognition. BMO is serving as financial transaction advisor to the Equity Investors for the Project. Likely senior debt sources: private activity bonds (PABs) Our financial plan contemplates the issuance of long-term fixed-rate PABs through a government conduit issuer selected for us. Issuing the PABs would result in the full amount of bond proceeds going into the project fund where they would remain unused until needed, providing access to the current historically low interest rate environment and alleviate future market access risk. The PABs would be the unconditional obligation of the Project Company and would have no recourse to the conduit issuer or other government entities. Upon confirming the allocation of and legality of issuing PABs,the Government's obligation will continue to be only the scheduled Service Payments. It is our intention to structure a PABs issuance that would target principal amortization to fit within acceptable projected coverage ratios and to minimize the total cost during the early stages of the Project. Figure E1.2 below illustrates the suggested amortization profile over the term of the Comprehensive Agreement. Figure E1-2 Suggested amortization profile Coat UM= • y.)t Rand c+•R0 true+t Pa mem a nand PmcOel Rrpexaent s �< K5! Z r VI. 11.11111111111111111111 � 1. ti S r.n r o ? ' / 7 0 0'0' / 0 / 7 / / / 0' " i J >` q / d The use of long-term PABs mitigates the risk of a need to refinance because the final maturity of the g g b PABs can be aligned near the Concession end date. The plan of finance assumes Long-term PABs have a g P g final maturity of six months prior to the expiry of the Comprehensive Agreement. Bank Debt Bank Debt The Equity Investors and BMO Capital Markets have strong relationships with project finance banks and have assessed both long-term and short-term bank financing options on recent projects. Depending on the structure of the public subsidy,we will explore bank financing options, particularly with respect to any short-term or gap funding requirements during the construction period,to secure the most efficient financing package available. After our initial review,we have determined that bank debt,due to its short duration,is not presently an attractive alternative for the long term financing. We would expect to continue to monitor the market. The Equity Investors will work with prospective banks to create an over-subscription of the funding requirements to ensure adequate financial resources and to create competition to obtain the best possible terms and conditions. Page 29 — • Miami Beach Streetcar Project An unsolicted proposal implementing the financing plan Approach to developing and 9 E2. App p 9 P The Equity Investors propose to provide a cost-effective and deliverable project financing for the Project. This will be achieved by(among other things): • Adopting an optimal financing and capital structure that delivers the lowest possible cost of capital and best value for money for the City of Miami Beach; • Conducting a financing process that ensures funding redundancy while retaining flexibility to shift between markets in order to benefit from the most competitive funding terms at any time during the negotiation phase; • Securing necessary credit ratings from rating agencies to ensure a high level of certainty that Greater Miami Tramlink Partners will reach financial close promptly and efficiently; • Minimizing the cost of senior private debt funding by running a competitive process between different financial structures such as capital markets and bank debt to ensure that the lowest • cost of debt is secured; • Engaging project finance lenders and underwriters with an exemplary record of accomplishment of delivering committed financing on comparable P3 projects; and • Developing a robust contractual and financing structure to accommodate the risk allocation mostly likely to achieve competitive financing. • E3. Timeline for securing commitments and reaching financial close During the period from execution of the Interim Agreement to the execution of the Comprehensive Agreement and financial close(further described in Section C3 above),the Equity Investors,together with their financial advisor—BMO-will manage a competitive funding process to: • Undertake•a due diligence process to allow debt providers the comfort to provide committed support; • Leverage the experience and relationships of the Equity Investors and BMO with the financial community to quickly develop a funding structure that will be acceptable to potential lenders; • Negotiate financing agreements on terms that are competitive and deliverable; • Obtain committed financing for bank debt or a volume underwrite from bond underwriters,as applicable, in an amount that provides adequate redundancy in the event of a failure of a lender to honor their commitment. The team's financial specialists will work diligently during this period to evaluate the viable funding options need for an optimal solution as the Project's cost inputs are refined during design development and the risk transfer is clarified. Financial close is the critical milestone in a P3 transaction because it represents the moment that funds (e.g. bank loans,bond proceeds(in the case of a PABs financing),equity capital)are available and start flowing so that project implementation can start. Financial close cannot occur until all the project and financing agreements have been signed and all the required conditions contained in them have been met. The financing agreements will be negotiated between the Project Company(acting as the borrower)and the senior lenders(banks or bond underwriter depending on which capital structure is selected). __--- — -- ---- Page 30 ti 1 i i Greater Miami Tramlink Partners 1 1 Typically,the key conditions that are contained in the financing agreements,that must be met before 1 the financing can achieve"close" and funds become available to the borrower(in this case the Project Company) include: 1 • the project agreement is executed (in this case—the Comprehensive Agreement is signed as part of the commercial close process); • the key subcontracts are executed (in this case the EPC Agreement between the Project 1 Company and the EPC Contractor and the Operations and Maintenance Agreement between the 1 Project Company and the Operator(each as described in Section B5)); ;' / • the main permitting and planning approvals have been secured; , • the key land acquisition steps(if any) have been achieved; 1 1 • all internal approvals required to be obtained by the procuring agency have been obtained(in this case the City of Miami Beach has(i) by way of a legal opinion provided by the City / Attorney or external legal counsel selected by the City of Miami Beach the legality of the procurement,authority to enter into the Comprehensive Agreement and approval of derogations from any standard contracting terms and (ii)obtained approval from the Miami Dade County to operate the Project as evidenced in an inter-local agreement). Based on our experience,a considerable amount of detailed work and co-ordination between the / Greater Miami Tramlink Partners and the City's team will be required to reach financial close—such work and co-ordination will be defined and agreed between the parties during the period from • execution of the Interim Agreement to execution of the Comprehensive Agreement(Milestone#6 in Table C3-1 above). All conditions precedent to financial close will be set out in the Comprehensive ` Agreement. / / Diagram E3:Financing timeline I/ Reconcile feedback from the lenders and, Financial Close rating agencies Finalize financial model and Refine financing strategy and structural Commercial Close credit ratings alternatives Execute Comprehensive Agreement Execute finance documents Execute Interim Agreement N+2 Months N+6 Months N+8 Months 4 Engage advisors including legal. insurance and lenders advisory team Negotiate finance documents (legal,technical) Finalize rating base case . 5 Month N N+5 Months S S S . 1 1 1 S N+1 Month N+7 Months 5 Prepare due diligence repoils including Finalize offering statement(if applicable) Lenders Technical Marketing of the senior debt bonds Market sounding of tenders and rating N+4 Months 5 agencies as to structure Select Financing Strategy Commence drafting of finance lb documents b 5 ---- Page 31 - -_• —----- --- — D 1 Miami Beach Streetcar Project I An unsolicted proposal Diagram E3 below outlines an indicative timeline and milestone of events which reflects a proven 1 approach that we consider is realistic and will ensure achievement of financial close. Note that this diagram is consistent with Table C3-1 and contemplates a 60-day period between executing the Comprehensive Agreement(which is required to reach commercial close)and achieving financial close. � A tighter timeframe could be achieved if financial close occurs at the same time as commercial close. Financial close occurring concurrently with commercial close(evidenced by the execution of the Comprehensive Agreement) been achieved on other P3 projects in the US and is standard practice in jurisdictions such as Canada. The Equity Investors have experience with both approaches(concurrent commercial and financial close or split commercial and financial close)and suggest this be an issue for discussion as part of the negotiation of the Interim Agreement. E4. Public funding and actions of the City The amount of debt and equity financing referred to above will depend on whether the City of Miami Beach contributes funding of the upfront capital expenditure during construction. Public P a Y ments during construction are typically structured as periodic payments-either progress to a pre-agreed stage)or payments(multiple payments paid as the value of he works is completed P g milestone P a Y ments(paid when,pre-determined construction milestones have been attained),or as substantial completion payments made when the project is delivered. Some jurisdictions in Florida have also used gap financing to make substantial completion payments over a number of years after substantial completion. We note that public funding sources for the Project could include Florida New Starts Transit Program ("NSTP"). This program provides transit agencies with a proportional match of the non-federal share of certain qualified project costs that qualify under the Florida NSTP. For projects not approved for federal funding,the maximum state share under the NSTP may be limited to 12.5%of eligible costs. We further • understand that the.Florida Department of Transport is authorized to fund up to 50%of the costs that are local in scope and that will improve system efficiencies,ridership,or revenues under this program. To receive NSTP funds,we understand that the Project would need to be included within the Transportation Improvement Program("TIP"),in order to become part of the 2040 Long-Range Transportation Plan as a"Priority I" project. From this point the Project is automatically included in the. Strategic Intermodal System First Five Year plan which ensures eligibility to the Florida New Starts Transit Program. It is our expectation that no federal funding will be utilized for the Project. We note that any decision not to utilize federal funding for this Project,or comply with any conditions of such federal funding(such as the Buy America Requirements)will not prohibit or impact any future decision to utilize federal funding for any subsequent phase of the Beach Corridor Transit Connection Project. We also note that the anti-segmentation language which applies to road projects seeking federal funding,does not apply to transit projects-meaning that the implementation of this Project as the first phase of the Beach Corridor Transit Connection Project will not otherwise impact future eligibility of subsequent phases of the Beach Corridor Transit Connection Project. — - -- --- Page 32 I Greater Miami Tramlink Partners F. SERVICE PAYM E NTS 1 THE PROPOSED USER FEES,LEASE PAYMENTS,OR OTHER SERVICE PAYMENTS OVER THE TERM OF A COMPREHENSIVE AGREEMENT,AND THE METHODOLOGY FOR AND CIRCUMSTANCES THAT WOULD ALLOW CHANGES 1 TO THE USER FEES.LEASE PAYMENTS,AND OTHER SERVICE PAYMENTS OVER TIME 1 Fl. Structure of Service Payments v The P3 structure(design-build-finance-operate-maintain)will be governed by the Comprehensive I Agreement to be entered into by the City of Miami Beach and the Project Company. Among other things—the Comprehensive Agreement will detail the Project Company's obligations to I the City of Miami Beach related to the financing,design,construction and operation of the Project , during the term,criteria for measuring the Project:Company's performance of these obligations,and recourse for the City of Miami Beach if these obligations are not met. In return,the City of Miami Beach will be contractually obligated to make payments(i)to the extent funding is available,during the 1 construction period in the form of progress or milestone payments and(ii)annual service payments g (also commonly referred to as availability payments)during the operating period which would be t subject to adjustment based on specific performance and availability of the Project("Service Payments").As the granting authority,the City of Miami Beach will retain control of fare setting. Service Payments are periodic monthly payments made by the public sponsor to the private partner to P compensate the private partner for their original investment in the Project(described in Section El P I (Sources of private financing))and ongoing operating costs of the Project._In our proposed P3 structure, 1 the City of Miami Beach would begin making Service Payments to the Project Company once is complete and continues to make such payments until the end of the term of the construction s c p y P Comprehensive Agreement.As long as the Project Company performs to the contract standards,the 1 predetermined amounts of Service Payments are paid. The Service Payments are structured to 1 incorporate operations and maintenance costs, lifecycle costs,and capital requirements,which enables '= both debt payments and equity distributions as the Project costs are funded on an ongoing basis. With the exception of pass through costs of electricity,and other utility costs,the Service Payment is a fixed , ) amount per month(subject to a fixed inflator and inflation adjustment) payable upon the • commencement of operations. The amount of the Service Payments paid to the private partner is subject to downward adjustment in / the event that the Project fails to achieve certain service levels or other performance targets,as agreed between the City of Miami Beach and Greater Miami Tramlink Partners and set out in the Comprehensive Agreement. It is worth noting that under an availability P3(as is proposed here),there are no user fees or lease payment made to or by the Project Company. During operations,the primary source of payment to the Project Company(and the key payment obligation of the City of Miami Beach)will be annual Service Payments. User fees are not applicable to this payment structure as all revenues derived from farebox 5 will be,owned by the City of Miami Beach,and the Project Company will take no"demand risk". b Similarly,lease payments are not applicable—there will be no lease.between the City of Miami Beach b and the Project Company and no leasehold interest. The City will own all the assets from the moment they arrive on the site. The Comprehensive Agreement will provide a long-term (30-35 year)contractual licence to the Project Company. It is this contractual right(and not a leasehold interest)that will entitle b the Project Company to operate and maintain(and otherwise access and use)the Project(subject I always to the terms of the Comprehensive Agreement.) 10 6 - — Page 33 ---- ---— i a • Miami Beach Streetcar Project 1 An unsolicted proposal F2. Estimate of likely range of annual Service Payments As described previously,the public funding sources for the Project could include Florida NSTP. While the availability of these funds for the Project has not yet been confirmed,it is our expectation that these funds will be used to finance a portion of the construction costs. Our estimate of the likely annual Service Payment based on our estimate of the costs of delivering the Project is set out in Attachment 1. Three different cases are presented in Attachment 1 which vary only in respect of the amount of public funding made available during the construction period: • Case 1: no public funding during construction; • Case 2: public funding during construction equivalent to 12.5%of the construction costs; and • Case 3: public funding during construction equivalent to 50%of the construction costs. These annual Service Payment costs represent an all-in cost—including all costs related to the design, development,financing,construction,operations, maintenance and long-term life-cycling of the Project. These costs include the costs of a maintenance yard(both capital expenditure and ongoing operating costs of maintain such a yard). In each of the 3 funding cases presented,we have structured the Project to achieve investment grade rating(s)from the rating agencies to attract the most competitive financing terms available in the market. To achieve this,we have assumed a minimum debt service coverage ratio which is comparable to that achieved on other recent P3 transactions. It is worth noting that the current estimate used by the City of Miami Beach as.presented to the City of • Miami Beach Commission in the Commission Memorandum dated April 29, 2015("Current City Estimate") is not directly comparable to the estimates we have prepared and presented in Attachment 1 because, based on our understanding of the City's methodology and assumptions,the Current.City Estimate: • underestimates the costs of the maintenance facilities(complexity to cope with Miami Beach local environment, linear proportion(28%)should not consider the MacArthur Causeway Corridor section); • does not take into account a sufficient number of streetcar vehicles for peak hour operations; and • the annual operating costs of$7M (28%of$22M)does not appear to take into account(i) long- term rehabilitation of the system(but only includes regular, routine maintenance) (ii)ongoing operating costs of a maintenance yard for the Project and (iii)the operating costs of the larger fleet required for the Project to be feasible on its own. It is also worth noting that,notwithstanding the above costs are excluded from the Current City Estimate,a direct comparison between the Current City Estimate and the estimates in Attachment 1 must also take into account the value of the risk transfer that can be achieved through a P3 structure versus a traditional procurement where risk of construction cost and time overruns and increases in long term operations and maintenance costs would otherwise sit with the City of Miami Beach. In this case— these risks would be assumed by the Project Company and are accounted for in the annual costs estimated in Attachment 1. ---- -- — Page 34 -- -- • Greater Miami Tramlink Partners F3. Financial Model Assumptions In performing the financial analysis on the Project(summarized above and in Attachment 1),we have developed a detailed financial model that contains the following key assumptions: • The construction price is subject to a fixed price contract(cost overruns are the risk of the Project Company(which are passed down to the EPC Contractor)d not the.City of Miami Beach; • Progress payments are assumed to be received from the City of Miami Beach during the construction period consistent with construction spend (paid as progress payments corresponding to the value of work progressed on a monthly basis); • The operations and maintenance price is a fixed amount subject to CPI adjustment in each year of operation • Lifecycle costs are assumed to be incurred periodically during the operating period • Service Payment escalation o O&M and Lifecycle escalate at CPI o 25%capital portion of the Service Payment escalates at CPI (note that the appropriate. inflation adjustment to be determined—assumption for now is CPI) � o o 75%capital portion of the Service Payment escalates at 2.0% • Sculpted debt repayment consistent with Service.Payment profile • Cost assumptions exclude any fare collection system(both capex and opex costs) • Farebox revenue is not included in these projections • Excludes energy costs during testing,commissioning and operations of the Project F4. Key payment terms to be included in the Comprehensive Agreement Under the availability P3 structure contemplated,the payment obligations of the City of Miami Beach will be limited to the following: • To the extent public funding is available and secured by the City of Miami Beach, monthly payments during the construction period in the form of progress or milestone payments. As set out above,we have assumed such payments will be made as progress payments which correspond with the value of work progressed on a monthly basis—the value of such payments will be subject to the level of public funding secured by the City of Miami Beach and the timing, amount and conditions of such payment will be clearly set out in Comprehensive Agreement. It is our expectation(as is typical on P3 projects),that the total amount of the public contribution during construction will be fixed and will not be subject to increase. � • Annual Service Payments made on a monthly basis which include all costs related to the design, a development,financing,construction,operations, maintenance and long-term life-cycling of the Project.The annual Service Payments will be subject to change only in very limited circumstances as se_t out in the Comprehensive Agreement. b p ----- — Page 35 - ——— --— -- — —-- -- _ Miami Beach Streetcar Project An unsolicted proposal F5. Other key business terms to be included in the Comprehensive Agreement The Comprehensive Agreement will set out the contractual framework that will govern the relationship between the City of Miami Beach and Greater Miami Tramlink Partners. The timing and process for negotiating and executing the Comprehensive Agreement are set out in Section C3(Schedule for the initiation and completion of the qualifying project) above. It is our expectation that the Comprehensive Agreement will provide risk allocation comparable with other P3 projects and contain the following key business terms. Table F5:Key business terms for inclusion in the Comprehensive Agreement ;. TERM DESCRIPTION Parties The City of Miami Beach and the Project Company • • Ownership The City of Miami Beach will maintain ownership of the Project at all times. The Project Company will be granted a contractual license to construct and implement the Project. Contract Term 1 30-35 years from Financial Close Governing Law l The laws of Florida. CORE RESPONSIBILITIES OF THE PROJECT COMPANY Design,construction,operations and 1 The Project Company will generally be responsible for design,construction, maintenance operations and maintenance(including long-term rehabilitation)of the Project i subject to the commercial terms and technical provisions set out in the 'Comprehensive Agreement. FINANCING AND PAYMENTS Responsibility for Financing The Project Company will be responsible for achieving conditions to financial close,subject to limited conditions that necessarily or customarily must be completed by the City of Miami Beach. Payments during construction Depending on the level of public funding The City of Miami Beach will make a limited number of payments to Consortium during construction to fund Project costs. The timing and amount of such progress payments will be agreed in a payment schedule forming part of the Comprehensive.Agreement. Payments during Operations and Upon commencement of services(and completion of construction),the City of Maintenance Phase Miami Beach will make annual service payments on a monthly basis as compensation for operating,maintaining and financing the Project in accordance with the performance standards set out in the Comprehensive I Agreement.Service Payment s will be reduced if the Project Company does not comply with the performance standards set out in the Comprehensive Agreement. Farebox Revenues Farebox revenues(and associated revenue risk)will be retained by the City of Miami Beach. -- --..._ -- - ---- — Page 36 Greater Miami Tramlink Partners TERM DESCRIPTION DEFAULT AND TERMINATION Defaults and Termination The Comprehensive Agreement will include a detailed list of'defaults"due to failure to perform by,or the occurrence of a specified event(such as bankruptcy)relating to,the Project Company and the City of Miami Beach. • Certain defaults,as well as other conditions(such as force majeure frustrating the contract objectives)may lead to a right of either party to terminate the 1 ! Comprehensive Agreement. i The City of Miami Beach will compensate the Project Company upon 1 ` termination of the Comprehensive Agreement,the calculation of such compensation will vary depending on the timing and reason for such 1 termination. PROTECTING THE PUBLIC INTEREST Construction Completion The Comprehensive Agreement will include a procedure to determine whether construction of the Project has been completed in accordance with the technical requirements set out in the Comprehensive Agreement. Performance Standards and I The Project Company's failure to comply with performance standards,or to Deductions make the Project available for use,may result in reduced payments by the City 1 of Miami Beach. Monitoring, Inspection and Auditing . The City of Miami Beach will maintain rights to monitor,inspect and audit the s, Project,the Project Company and the Project Company's performance. ) ,J b Y M1 Page 37 - --- a Miami Beach Streetcar Project ! An unsolicted proposal G. CONTACT NAME AND ADDRESS OF A PERSON WHO MAY BE CONTACTED FOR ADDITIONAL INFORMATION ABOUT THE PROPOSAL Stephanie Brun-Brunet Alstom Transport—North America Vice-President,Turnkey Rail Systems and Concessions ALSTOM Transportation Inc. 641 Lexington Ave, Floor 28 New York, NY, 10022. Tel:212-692 5332 Fax:212-972 4404 Cell: 347-573-2626 Email:stephanie.brun-brunet @transport.alstom.com -- __ — --- Page 38 - ---- --- ----- --- – >. CONFIDENTIAL - TRADE SECRETS - EXEMPT FROM PUBLIC RECORDS ATTACHMENT 1 ESTIMATE OF LIKELY RANGE OF ANNUAL SERVICE PAYMENTS (referred to in Section F2) • The financial information included in this Attachment 1 contains confidential,business proprietary information and is a trade secret that is exempt from Public Records Laws pursuant to Sections 815.045,815.04(3)(a),and 119.071(1)(c)(to the extent applicable),Florida Statutes,and Sepro Corp.v.Florida Dept Environmental Protection,839 So.2d 781 (Fla. 1st DCA 2003).Nonetheless,we make such information available for review by the City to enable the City to fully evaluate our response,but such information must be used exclusively for evaluating our response and not be provided in response to a public records request or otherwise distributed. Set out below is our estimate of the likely annual Service Payments(in 2015 dollars) based on our estimate of the costs of delivering the Project. These annual Service Payment costs are an all-in cost–including all costs related to the design,. development,financing,construction,operations,maintenance and long-term life-cycling of the Project. These costs include the costs of an operation and maintenance facility and all other features necessary to ensure this is a feasible project capable of operating independently until the future phase of the Beach Corridor Transit Connection Project are developed. • 1 - 1 1 1 1 1 1 p p ---- — --• Page 39 --— — —— r 1 ► Miami Beach Streetcar Project An unsolicited proposal ► APPENDIX 1 - TEAM QUALIFICATIONS AND EXPERIENCE 1 ALSTM 1 ) Alstom Transport ' Proposed Role: Equity investor, leader of the EPC Contractor and responsible of vehicles, • electrification,traction power supply,SCADA,train control,communications,depot equipment and any such other similar systems,maintenance subcontractor responsible for all preventative and long-term. f / maintenance and rehabilitation. 0 ALSTOM group 0 Alstom is a global leader in the world of power generation, power transmission and rail infrastructure and sets the benchmark for innovative and environmentally friendly technologies.Alstom builds the fastest trains and the highest capacity automated metros in the world. We provide turnkey rail systems, turnkey power plants and associated services for a wide variety of energy sources and a wide range of solutions for power transmission,with a focus on smart grids.The Group employs 93,000 people in 0 more than 100 countries. It had sales of over€20 billion and booked close to€24 billion in orders in 2012/13. 0 ALSTOM Transport A promoter of sustainable mobility,Alstom Transport develops and markets the most complete range of 1 systems, equipment and services in the railway sector.Alstom Transport team includes more than 28,000 transport employees in 60 countries and manages entire transport systems,including rolling stock,signaling, maintenance and modernization, infrastructure and offers integrated solutions.. Providing a transport system requires a comprehensive approach that begins with careful attention to the customer's needs and culminates in the delivery of efficient,harmonious services.We develop sustainable and global railway solutions tailored to each operator and public authorities they serve..We create smarter mobility, building and maintaining solutions that operate more safely,comfortably and efficiently. 5 From trains to signalling, infrastructure,services to complete turnkey systems,we offer the widest range of high-tech rail solutions.Operating in a transport market viewed as the most environmentally-friendly, Alstom designs equipment which is increasingly energy efficient and recyclable,accessible to the largest number of people and which can be integrated easily within the environment. 9 Alstom Transport is one of the top P3 railway concessionaires in the world,with a track record of 13 PPP rail transportation projects that are either in construction or operations. Furthermore Alstom Transport has been involved in the last 20 years,with major turnkey projects ' ranging from the very high speed line in Korea to up to 15 metro and 18 streetcar new lines. D . Over the past 20 years,Alstom Transport has developed a full range of light rail/streetcar vehicles for new and existing networks. Our light rail/streetcar platform is constantly evolving,thanks to the success of the CITADISTM vehicle product which was launched in early 2000.Alstom Transport has successfully b b 5 __ __ Page 40 --------- —.-- b h ( i Miami Beach Streetcar Project 1 An unsolicited proposal a developed engineering, industrialization and manufacturing capabilities for the CITADIST"family of lights rail vehicles in different sites around the world. As of today,a total of more than 1800 CITADIST"have been sold to 50 cities including Paris, Reims, i Orleans, Bordeaux,,Jerusalem,Barcelona, Madrid,Oran,Algiers,Casablanca, Istanbul, Nottingham, Dubai, Lusail,Rio de Janeiro,Cuenca,Sydney, ...and Ottawa complying with North American standards , and ADA.Alstom Transport has an unparalleled experience in delivering all the core components of a successful rail transportation system in a single fully-integrated package including track work, electrification,rolling stock,signaling,communications and equipment for stations,tunnels,and depots. In most cases Alstom is also the supplier of long term maintenance services to the operator. For example,Dubai's new Light Rail System,a streetcar turnkey project under delivery by Alstom, is setting the global standard as the world's first full wireless tramway line. ALSTOM North America A long-standing presence;Alstom has operated in the U.S.for more than 100 years. It currently employs almost 10,000 people in the U.S.out of which more than 1300 are dedicated to the U.S. rail transportation market with a focus on addressing our customers' needs and working with them to help achieve the growth of their freight and passenger rail systems. Alstom Transport's local centers of excellence in the U.S.and Canada: • New York City, New York—Headquarters, PPP,Turnkey Solutions • • Hornell,New York—Rolling Stock(50 engineers out of 350 employees) • Rochester, New York—Train Control Systems(288 engineers out of 650 employees) • Chicago, Illinois-Train Life Services(18 engineers out of 300 employees) • Toronto,Ontario—Infrastructure solutions(7 engineers out of 10 employees) Alstom Transport's Hornell site is the largest rolling stock facility in North America with more than 30 f acres of land and 700,000 sq.ft.(covered). It has delivered more than 7000 Metro cars.The. manufacturing capabilities include the final assembly and fitting of railcars,trucks,propulsion and motors.The Hornell site also hosts test facilities such as a 2200 foot test track(DC voltage),combined propulsion test benches,and a climatic chamber.. • Alstom Transport's Rochester site has nearly 100 years of experience and is the market leader in train control for mass transit. It employs 650 people of which almost 50%are engineers.The site capabilities include a complete and fully integrated range of vital train control solutions including train detection, interlocking controls,wayside signals and controllers,cab signaling,communication-based train control systems(CBTC)and automatic train supervision(ATS). Alstom Transport's Chicago facility has been a leader in fleet renovation for over 30 years.Alstom has pioneered outsourced fleet services for maintenance,vendor managed inventory and parts management,namely with its flagship contract for the Amtrak ACELA fleet.With a team of more than 300 people,Alstom is a maintenance partner to several light rail and commuter rail operators Alstom has developed Innovative techniques such as Conditioned Based Monitoring(CBM). Engineering Excellence: Alstom Transport in the U.S. is receiving full support from technical and • engineering platforms of each product line and in particular from systems product line for infrastructure and turnkey projects with the following global capabilities: • Systems platform: 104 Engineers • Infrastructure platform: 274 Engineers • R&D: 44 Engineers ---- — --_.. --- _._.- Page 41 ---- --- -- - - ---_. 1 I Greater Miami Tramlink Partners 1 I • Civil works: 5 Engineers 1 Alstom World Class Engineering program,aiming at recognizing our key experts, has nominated 35 of ' this group's individuals as Senior Experts with very specific and high expertise in their field. I AISTOM Transport Capabilities:Multi—Discipline Teams I Alstom Transport has in-house capabilities across the broad range of disciplines required to Design- Build-Finance and support the operation of rail systems.This includes over 350 engineers in its U.S. offices and plants supported by Alstom Transport global organization across the world. 1 Promoter of Design Build Finance&Maintain companies 1 • In house dedicated DBFOM specialists team,since the early 90's • Participation in more than 13 P3 projects in the world • Strong record of successful financial close in all P3's Value Outcome:Strong Experienced Partner Light Rail System Design & Build (Turnkey) • System Engineering,Assurance,Integration&Delivery Management • Dimensioning: Passenger Demand&Sustainability 9 • Rolling Stock Integration:wireless solutions 9 • Power Supply and Distribution: Consumption Simulations Value Outcome:Optimized Capacity Rail System Delivered on Time Light Rail Vehicle Design and Production #. / • Market's largest fleet of fully low-floor trams: plus 1 800 vehicles / • Modularity and customization:size,width,front end,colour&trim / • Standardized base and pre-assembled modules • Record availability and reliability 9 Value Outcome:..Fosters a New City Image • Light Rail Signaling P • In-house signaling design engineering / • Designs,builds and services technologically advanced solutions for all rail transportation infrastructure • Safety and performance, using approved,high-quality products Value Outcome:Safe&Secure environment Light Rail Track • In-house track design engineering D • Rail/Wheel interface expertise • AppitrackT1 automatic fast laying machine-Reduced track laying times 0 Value Outcome: Minimized Urban Perturbation 0 Light Rail Electrification • In-house electrification design engineering • p • Pantograph/Catenary interface expertise • HESOPTM reversible power supply substation for streetcar systems • Ground-level power supply system-APS Value Outcome:Green&Sustainable System Light Rail depot design & build • In-house maintenance depot design engineering • Design to Lean Maintenance practices ___._.____._ Page 42 -- - - -— p 1 1 Miami Beach Streetcar Project An unsolicited proposal 1 • Benefits from REX of Alstom light rail maintenance activities 1 • Plus 35 light rail depot designed &build worldwide i Value Outcome:Optimized Investment, Fluid Operation i Light Rail System Maintenance . • Plus 10 years'experience in maintaining light rail systems • Multidisciplinary teams from rolling stock to track,energy and ticketing • Plus 6,000 dedicated services teams across more than 15 countries Value Outcome: Reliable and Comfortable Service to Passenger Relevant project experience and qualifications: JERUSALEM LRT Alstom was, until 2013 when it decided to sell its participation, a 20%shareholder in Citypass ho lder of the 30 years DBFOM of start date: 2004 Alstom acted both as a Contract sta in Jerusalem. Alst the first tramway line y; . ': Developer and the Leader of the Design Build consortium, and -9i i 1 ! �.• ; of the system Maintenance. The line entered in operation in ' �'" y September 2011 after delays due to archaeological findings in ^1 historic sites of Jerusalem. Alstom provided system design, .� 2 •x -. installation, test and commissioning of 46 CitadisTM LRVs, the f: = .4 ' ' A - • '-- • '" TM track-laying technology, 7111";. • - ,�;.� 13.8 km track using its Appitrack fast track y g gY +r,.._ r ,,... ,f,,_ A .1 the electrification, the traction power-supply system, the • '�-` - maintenance depot facilities and all other electromechanical . - - .,_-- systems.Alstom currently delivers the 27-year maintenance on the full system to the Operator 1V led by Transdev. The system provided and operated by Citypass is a very strong success, as i anticipated through the operation of trams in double tackle the very to rY high ridership of 70,000 passengers per day. REIMS LRT Reims Metropole Alstom, as a 17% shareholder in the MARS Contract start date:2006 Concession, holder of the 30 years DBFOM for the first ----I, ►' tramway line in Reims, has acted both as a Developer, the Leader of the Design-Build consortium and of the Maintenance -4! i� le of the tramway system. Financial close was obtained in time in spite of the financial crisis. Alstom provided system design, .' - ~~`ire`` installation, test and commissioning of 18 CitadisTM LRVs, the - — 11-km line electrification with a 2-km catenary-less portion in ,�,'AI", • _ ..Z the city center, the track using AppitrackTM fast track-laying ,+ , - - - /! . technology, the power-supply system, the maintenance depot os facilities and all electromechanical systems. Alstom currently performs the maintenance on the full system to the operator, for a period of 30 years. Project delivered within time and budget by the MARS consortium with limited disturbances to the worksite's surroundings and with financial stability. Preservation of Reims unique city-centre image was achieved through the use of APS ground-level power supply system and an iconic tramway design. Preservation of the concession assets through the supplier maintenance long-term contract. Page 43 I Greater Miami Tramlink Partners 1 I DUBAI LRT Within the development scheme of Dubai transit system a Contract start date• 2008 Tramway solution has been elected to join the Al Sufouh k neighbourhood to the city centre. RTA has put special —I attention in requesting a system harmoniously integrated within the regenerated urban environment, landscaping areas _ 4'_i and new pedestrian & bicycle paths. Alstom is the Leader of .I ' i -��•.? P'. the Design Build consortium providing the world's first full -....1f ., "" wireless tram line thanks to its street-level power supply = I " - solution preserving the view on the beauty of city centres. 1,1 �,,%;. ,,, -__mss:;..::• -4—.2- Alstom is providing system design, installation, test and ,' TM the 14-km line catenary '`�-� _,, „�,, -;.�"�,•Jl, commissioning of 11 CitadisTM LRVs, .,� less electrification, the track, the power-supply system, the 19 fully-enclosed air-conditioned stations,the maintenance depot 1 facilities and all electromechanical systems. Alstom will also perform the maintenance on the full system for a period of 13 ' years. Contracting the Alstom, RTA benefits from the only long term proven wireless technology deployed from year 2003 in the Tramway of Bordeaux and already present in Anger, Reims, I Orleans and Tours featuring more than 67 km of track and more than 12 Million of vehicle kilometre. b , 1 NOTTINGHAM LRT PHASE 2 Alstom, as a 12.5%shareholder of Tramlink Nottingham holder r t Contract start date:2011 of the 16 years DBFOM of Phase 2 of Nottingham Express Transit (NET), is acting both as a Developer, a major member i • .t ' r ,'. � of the Design-Build consortium and of the Maintenance of the 1 ,, t � .1 . - tramways. NET is a tramway network which opened in 2004 1 t • and was operated by Arrow Light Rail; it has then been taken .1 w_ over by Tramlink, since December 2011. Alstom is providing I the upgrade of existing track ' Pg g upgrade and maintenance of • I existing Incentro tramway fleet. It is also providing system Is design, installation, test and commissioning of 22 new 1 Citadisrm LRVs, 17.5 km of new track using its AppitrackTM fast .. - --- track-laying technology, electrification and power-supply w �'' systems and signalling and telecommunication systems. 0 L _ Alstom will integrate maintenance of the new tramways into the current maintenance activity of the Incentro Trams, as a subcontractor to the operator Keolis. By contracting Tramlink, the city authorities have benefited from a strong and ! experienced team that has demonstrated ability to seamlessly take over the existing operation and deliver an improved 0 service with the existing system from December 2011. In parallel the construction consortium is on track to deliver the new lines by the end of 2014, and has already delivered the first CitadisTM that took place in September 2013. 0 b Page 4•t 10 k Miami Beach Streetcar Project An unsolicited proposal ORAN LRT The Oran Light Rail Transit Project was the third Light Rail Contract start date: 2008 transit line in Algeria and was implemented under an a Design- Build contract awarded to a consortium composed of Corsan Corviam (civil construction)and Alstom Transport(systems). The Oran light rail system is an 11 mile double track line with 32 stations,two maintenance shops and yards,and a fleet of 30 vehicles.The line crosses the city's historic district and runs - LIP at grade across 95 intersections with existing streets.The - system design included future line extensions with three new '1c — _ - lines totalling 18 route miles and an additional maintenance i facility. As the leader of the Design-Build consortium,Alstom ' has the responsibility for the design,supply,installation, testing,and commissioning of the traction power and overhead catenary, signaling and communication systems, yard and depot maintenance facilities,ticketing and fare collection system,a fleet of 30 CitadistM 100%low floor light rail vehicles.Alstom's scope also includes the overall project management,the system engineering,the systems integration, and the management of interfaces with the civil works. Through its 49% participation in maintenance joint venture company, CITAL,Alstom is responsible for maintaining the fleet of vehicles over a period of 10 years and the rail infrastructure over a period of 5 years(two separate contracts held by CITAL). The project requirements changed significantly after the notice to proceed.Alstom adapted quickly to anticipate the customer's needs taking over preliminary design activities such as route alignments optimization and utilities relocation.The design of the line was very challenging with regard to urban integration.The alignment needed to accommodate the narrow streets of the 19th century historical center,which required careful placement of catenary poles and hardware,sub-station equipment,and design of aesthetic and well integrated passenger stations respecting the community's culture.To mitigate impact to businesses in the old city center, EMA put in place a compensation package for demonstrated business losses, particularly in two streets that were long-established homes to many small businesses.The project included an environmental protection program which included the relocation of 100 of the most ancient trees in the city.Also,the project included redevelopment of the city center through the creation of new green areas and new tree plantings. The line has been in revenue operation since May 2013 and has experienced continual passenger growth, now transporting up to 50,000 passengers per day. It is designed for a ridership in the future of up to 90,000 passengers per day. Page 45 I Greater Miami Tramlink Partners DUBLIN LRT The Dublin light rail transit system (LUAS) is a 23.6 mile system which includes 2 lines and 54 stations.The Green Line started operations in June 2004 and the Red Line opened in • September 2004.The system is very successful with up to 80 , 21:31..;. - 000 passengers per day.• ` ..... S , •y �." 1 The LUAS lines are operated by VEOLIA(Transdev), under a contract with the Railway Procurement Agency(RPA).Alstom ,. ...._ I . {,, is the maintainer of the LUAS system and holds three �'"`- I maintenance contracts,two for the maintenance of the light f -. rail vehicles and one for the maintenance of the rail / infrastructure. 0 The infrastructure maintenance is performed in a joint venture ! partnership with Dalkia who specializes in the maintenance of buildings and civil works.Alstom Transport delivered a total of 66 CitadisTM light rail vehicles as part of the LUAS project to 5 create Dublin's light rail transit system.The delivery of those 0 vehicles extended from 1999 up until 2008. All maintenance 0 contracts are performance-based contracts where Alstom Transport is responsible for meeting minimum availability 0 criteria for both the fleet of vehicles and for the rail ! infrastructure.Alstom is exceeding those contractual requirements. PANAMA METRO Li The Metro Line 1 of Panama City is the first stage in the Contract start date:2010 implementation of an overall urban transit system which will comprise 3 metro lines and 1 LRT line.The Panama City Line 1 n is the first metro line in Central America. It consists of a 8.5 miles driverless metro line comprising 12 stations and 57 -{ g___ ,. . - metro cars. In 2010,the Secretaria del Metro de Panama ," ` .- (SMP)awarded the full Design-Build contract for Metro Line 1 '""'!�■--= ~� .• to Consorcio Linea Uno(CLU), formed by a Brazilian civil work• _- :. \ company Odebrecht(55%)and Spanish FCC(45%).As . subcontractor of this consortium,Alstom Transport is the 4-.11 1 , leader of Design-Build of the electro-mechanical systems and is II in charge of the engineering, integration and commissioning of the electromechanical works on turnkey basis.Alstom is also supplying 57 metro cars,traction substations and the CBTC 5 train control system. 4 The new subway takes approximately 23 minutes to travel from north to south of the city, has a capacity of 600 people per train,and can transport more than 15,000 people during peak hour. r The line has been in revenue operation since April 2014. 5 5 5 - Page 46 to S Miami Beach Streetcar Project An unsolicited proposal OTTAWA LRT City of Ottawa entered into a P3 agreement with Rideau Contract start date: 2013 Transit Group General Partnership(RTG) (ACS 40%, SNC Lavallin 40%and Ellisdon 20%)to design, build, and finance • and maintain for a 30 year term,a new light rail system in • • • Ottawa,Ontario. Alstom is a nominated subcontractor to the . .• ••. Design Built Joint Venture (OLRT Constructors) for the vehicle supply, and telecommunication and subcontractor of the Maintenance Company(Rideau Transit Maintenance General Partnership: RTM)for the maintenance of the LRT fleet.The II 1 Confederation Line will be 8.2 miles dedicated light rail line • including a 2 mile tunnel 10 above-ground stations,three underground stations, and one depot maintenance facility.The fleet consists of 34 CitadisTM Spirit LRT train-sets operating in multiple units of two vehicles,with each multiple unit having a capacity of more than 600 passengers.The system has the capability to carry 10,700 passengers per hour from inception in 2018,and can grow to carry 18,000 passengers per hour by 2031.The modular LRVs are capable of being lengthened to 194 feet,to further increase ridership.The vehicles had to attain a high level of Canadian content(30%),while also containing service proven solutions. Alstom had to work with its major suppliers,to ensure that their systems were localized as much as possible,without any impact to quality, schedule or performance. Key challenges include overcoming the requirement to maintain vehicles,while the Maintenance Facility is being used for assembly of any additional vehicles. By careful design and specification of the Maintenance Facility, Alstom has created the necessary space for this activity to occur before major overhauls take place and will benefit of such final assembly to train its maintenance workforce. Another challenge is maintaining wheel life, as each train will operate over 100,000 km per year. To counter this issue, care was taken to ensure the track will be maintained appropriately,that the most appropriate(double-headed, adjustable)wheel lathe is installed and developing maintenance practices that maximize the life of the wheels. Alstom has responsibility to supply the 34 CitadisTM LRVs and maintain them for 30 years. The vehicles will be assembled in the Depot Maintenance Facility in Ottawa,which is being built to meet Alstom's functional design requirements. As maintainer,Alstom takes the responsibility to meet availability, reliability and energy targets on a daily basis; while ensuring that the condition of the LRV is maintained to a high condition throughout the thirty years,taking into account system overhaul and upgrades. At the end of the thirty years,Alstom will hand back the vehicles,with a guarantee of 10 years additional life. It will enter in revenue service in April 2014. Page 47 Greater Miami Tramlink Partners Archer Western 1 Archer Western Contractors Proposed Role: Member of the EPC Contractor responsible for the civil infrastructure Brief description: Established in 1983,Archer Western Contractors is a general contracting, construction management, r Western is the largest subsidiary of The ! and design-build firm headquartered in Atlanta, GA.Arche es g ry Walsh Group, ranked by Engineering News-Record (ENR) in 2014 as the 15th largest national contractor, the largest bridge contractor,and second largest domestic heavy contractor in the nation. Archer 1 Western Contractors operates under the same family ownership that has been working in the industry 1 for more than 116 years. Archer Western is well-established in the transit industry, having completed nearly$4B in transit projects across the country, including new lines and stations,tunnels and underground facilities, and grade separation projects.Archer Western has completed projects for public entities such as Dallas Area Rapid Transit;Charlotte Area Transit System; Chicago Transit Authority; Metropolitan Atlanta Rapid Transit Authority;and Valley Metro Rail. The nearly$1B DART Green Line Program,a signature project,was delivered using the Construction Manager/General Contractor (CM/GC) delivery method and involved more than 25 miles of new track and associated stations with worksites in urban neighborhoods along an active railway corridor. Archer Western is one of the largest construction employers in the State of Florida and brings local relationships with material suppliers and subcontractors to this Project. Relevant project experience and qualifications: GREEN LINE LRT In Dallas,Archer Western constructed two segments($423M, 12.3 miles and$471.4M, 12.5 miles, respectively,totaling $894M for 24.8 miles)for the Green Line LRT Expansion, ;► closely coordinating throughout design and construction with DART(the Owner) and the final designer/construction manager(our Lead Engineering Firm,Jacobs). This start-up rail -. .* transit line serves the Dallas suburbs not previously served by .eik a rail system. Sections of the project were constructed adjacent to a high-traffic inner-city airport,through an historical and two large medical districts, requiring preservation of viewsheds,airspace, and historical features. Location:Dallas,Texas The complex civil and systems infrastructure were integrated Capital Cost:$894M as a single construction/installation package,and, because of Type of system:LRT significant external utility and traffic impacts,an intricate three-phase testing system was implemented.Archer Western conducted extensive business impact mitigation,executed a strong economic empowerment program, and surpassed Owner workforce development requirements and DBE goals. p p Page 48 p Miami Beach Streetcar Project An unsolicited proposal ORLANDO CFCRT SUNRAIL Archer Western Contractors was one of the lead contractors 111, on the Central Florida Commuter Rail Transit System's expansion in Orlando, Florida, known as"SunRail" runs along "::'•'• 61 miles of existing CSX freight tracks through the greater II I 4.. 41J Orlando metro area.This phase of the project is 31 miles long a N.'- and services 12 stations running from DeBary to Sand Lake, I "ij = funded by the Florida Department of Transportation and the federal government in conjunction with county and local governments.The scope of the project includes, but not limited to: sub-ballast for track bed, reconstruction of roadway ' Location:Sanford, Florida crossings,construction of 12 station platforms,a vehicle Capital Cost: $92M(2 contracts) storage and maintenance facility,which includes an operations Type of System:LRT control center,a service and inspection building,96 at-grade railroad crossings, and 115 feet of bridge replacement. Archer 1 Western also completed rail station finishes for seven CFCRT Sunrail stations from Debary to Orlando Health to go along with the existing contract. Work included parking areas and roadwork, along with canopy installations, landscape and hardscape, electrical and ITS,CCTV, passenger assistance telephones,and audio visual systems. • 1 1 I 1 4 4 1 4 1 1 1 1 4 4 4 I 4 Page 49 - -- --— - 4 1 rNt■ O I Greater Miami Tramlink Partners I 1 .4 InfraRed ., Cz ita+PiirlIIHrs 1 6 InfraRed Capital Partners Limited I Role:Developer and majority equity investor F, i InfraRed is and independent global investment manager with a particular focus on the development and I management of transportation infrastructure. InfraRed has committed more than US$1.2 billion of equity to the development of more than 50 PPPs around the world,with a collective capital value in excess of US$25 billion. In total,the business manages over 160 infrastructure investments across its portfolio,with a combined equity value of more than$4.5BN. I InfraRed has been actively participating in North America since 2007. Most recently in April 2015, I InfraRed achieved financial close on the Portsmouth Bypass Project in Columbus Ohio and was awarded 1 the SH 288 Toll Lanes Project in Harris County,Texas. In Canada, InfraRed(through its subsidiaries and through funds managed by its subsidiaries)manages investments in the RCMP'E'Division Headquarters 1 Relocation Project(BC), Kicking Horse Canyon Phase II(BC), Northwest Anthony Henday Drive(AB)and I the Igaluit International Airport Improvement Project(NU). a 1 InfraRed manages discretionary funds on behalf of its investors and is actively deploying capital to 1 develop and invest in new-build social and transportation infrastructure projects in North America and 1 other OECD countries. It developed and is now operating the successful A63 motorway in France and the Dutch High Speed Rail Link(Zuid)from Amsterdam(Netherlands)to Antwerp(Belgium). ' 1 Illustrative relevant project experience and qualifications 1 Project Location Status Size Payment Purple Line Light Rail Transit ' Baltimore(MA) 3 Short list Confidential ,I Availability --------Portsmouth Bypass Portsmouth(OH) Closed $550M Availability SH-288 Toll Road Houston(TX) ` Preferred proponent Confidential Revenue ,' Dutch High Speed Rail Link f Netherlands&Belgium Operations $1B ; Availability A63 Motorway ' France , Operations $1.56 Revenue r Tyne Tunnel — _— UK -� - Operations $360M Revenue— Transmission Gully New Zealand Construction Confidential Availability r North West Anthony Henday Edmonton(Alberta) Operations C$1.17B Availability • Kicking Horse British Columbia Operations C$147.8M Revenue+ Availability • Igaluit International Airport lgaluit(Nunavut) Construction& C$295M Availability ______ -.___ _ interim operations Eagle P3 Commuter Rail Project Denver(Colorado) Committed bid 52B Availability r 1 — — Page 50 - — --- 0 Miami Beach Streetcar Project 1 An unsolicited proposal , As illustrated in the projects descriptions below,InfraRed has solid and extensive expertise in the rail sector and is experienced in bidding alongside many international P3 EPC contractors,operators and rolling stock manufacturers globally. It also has proven skills in identifying, structuring and managing the key risks involved in rail transportation schemes,such as interface risk between rolling stock and infrastructure,operation and performance regimes, renewal risks. DUTCH HIGH SPEED RAIL L INK(ZUID) The Dutch High Speed Rail Link Project is an availability-based t ) 25-year DBFOM for a high speed rail line connecting E Location:Netherlands Amsterdam(Netherlands)to Antwerp(Belgium). It Capital Cost:$1.58 encompasses approximately 60 miles of high speed rail Type of system:HSR infrastructure and system assets.Construction included the ----- track,power supply,communication systems,the state-of-the- art European Train Control System and European Railway s Traffic Management System (ETCS and ERTMS), noise barriers } ' -. - ----, and ancillary equipment,such as the lighting and control 4-� -_ - = systems in the tunnels. Additionally,the scope of works = , _\- . - • - - included four tunnels,one aqueduct,two bridges and , \, -.: ., -�_- connections at four major interfaces with existing rail If .., = `° ' '� +' infrastructure and one new high speed interface with the new t Belgian high speed rail infrastructure,enabling traveling ,Y t,. ; ---�- between Amsterdam, Rotterdam,Antwerp, Bruxelles and Paris -, --j,-- at speeds of up to 185 mph. '-- 1'' , " -,,H1-!r. 4....� `:-4" Financial Close was reached in November 2001 and - "`� , t construction was completed in December 2006. InfraRed co- l ` , ti -y` developed the project and is the largest investor in a _\ `-",_ consortium comprising BAM, Fluor, InfraRed and another i _s • 1� ' financial investor.The consortium,through its project company Infraspeed BV,successfully arranged private financing for the rail concession,securing approximately€1.1 billion from a consortium of 28 banks and the European 1 ti Investment Bank,for the duration of the project. i a J f V t 1 1 7 1 1 I 1 iii _ — — Page 51 1 Greater Miami Tramlink Partners JACOBS 1 ' l Jacobs Engineering Group Inc t Proposed Role: Lead Engineer ► Brief description: Lead Engineering Firm,Jacobs,brings the best in planning and design practices from its diverse experience engineering small transit extensions to complex, New Start-type start-ups worldwide. Jacobs. has partnered to deliver transit programs through alternative delivery in the US and abroad. Jacobs is ranked 2nd among U.S.design firms and with over 50,000 employees is one of the largest professional services firms in the world.Jacobs provides a full range of consultant planning,design, program management,and construction management services to the rail and transit industry.Jacobs works for agencies and partners with contractors on major transit projects nationwide including: NYC MTA (Metro-North, Long Island Rail Road,and NYC Transit),AMTRAK, NJ TRANSIT,SEPTA, PATCO, Port Authority Allegheny County, MBTA,CTA, METRA,CSX, MARTA, Maryland MTA,WMATA,Valley Metro, Los Angeles MTA, BART,Caltrain.With over 250 rail professionals in the East Jacobs has strong • experience in designs for streetcar, light rail and heavy rail project with a wide variety of rail line structures,buildings/stations/yards and shops,parking facilities,track,traction power systems (substations,third rail,and catenary systems),and signals and communications systems.Jacobs also has in-house specialists with expertise in construction staging,constructability,construction management, operations analysis and planning,computer simulation,value engineering,and cost estimating.Jacobs' vast experience working in the transit and railroad environment demonstrates that our designs are sensitive to railroad operations.Jacobs has a large engineering presence in Florida with offices in the Miami area that have local roadway,drainage and traffic design expertise. Representative projects include: • Oklahoma City Streetcar • Hiawatha Light Rail- systems design • Valley Metro, Phoenix Az • • Hampton Roads Transit Light Rail,Virginia • MTA Purple Line Light Rail, Maryland • MTA Red Line Light Rail,Maryland • Pittsburgh Light Rail North Shore Connector Extension f • Seattle Sound Transit Light Rail East Link • SEPTA Media Elwyn OCS • Signal Systems Design for Great Neck Interlocking • WMATA and Dulles Transit Dulles Metrorail Project-Silver Line • Fort Worth Transportation Authority,TEX-Rail Program Management • NYS Dept.of Transportation, Railroad Retainer Agreement— ' • Amtrak Hudson Line Grade Crossing and Signal Improvements, NY • Market Street Elevated Reconstruction Program Management, Philadelphia, Pa • FasTracks Program Support Services 2009,Denver,Colorado ' • Amtrak, Nationwide Accessible Stations Development Program(ASDP), U.S. • Massachusetts Bay Transportation Authority,Columbia Junction Signal Replacement,Boston, MA Page 52 — — f 1 Miami Beach Streetcar Project j An unsolicited proposal • Rhode Island Dept.of Transportation,South County Commuter Rail Project, Providence and Westerly, RI • Massachusetts Dept.of Transportation,Worcester Commuter Rail Line, Boston to Worcester, MA • Amtrak,Lake Street Interlocking Rehabilitation,Chicago, IL • Washington Metropolitan Area Transit Authority, Dulles Corridor Metrorail Project,Vienna,VA • NJ TRANSIT, Portal Bridge Capacity Enhancement Project, Kearny/Secaucus, NJ • MTA Capital Construction, East Side Access Construction Management, New York, NY • Fort Worth Transportation Authority,TEX Rail Project,Fort Worth,TX { `� _ --- -- — Page53 I I Greater Miami Tramlink Partners I I serco I I Serco Inc I Proposed Role: Operator I Brief description: Few in the industry foster an entrepreneurial company culture,enable every person to excel,deliver } what is promised and build trust and respect. In Serco,these are not only important steps to guarantee 1 success on every project but it is part of the corporate culture.As a partner with the City of Miami 1 Beach, Serco takes responsibility to make its corporate values part of every employee and provide a transformational program where District residents,shop owners,and visitors not only depend on the rail and bus system, but enjoy the user experience.Serco Inc. is the Americas division of Serco Group, i! PLC,one of the world's leading and most admired service companies.Serco improves services by managing people, processes,technology and assets more effectively.Serco's broad array of real-time, cost-effective service solutions ensures confidence and protection for public,government, and I commercial customers.Serco works with its customers to understand exactly what they need and help to see their projects through the complete lifecycle. 1 Relevant project experience and qualifications: DUBAI METRO In partnership with the Roads and Transport Authority(RTA), I Dubai has looked to Serco to deliver the highest levels of Location:Dubai Capital Cost:$894M operational performance and support Dubai's vision as a I Type of system:LRT regional hub and as a city that is truly world class. 1 The success of the Dubai Metro has enabled Serco to develop 1 a core capability and an experienced team that continues to i , _ deliver high quality frontline services across a range of 1 4 red• transport modes in Dubai,establishing truly integrated, I -- premium transit services encompassing the Dubai Metro(since p g "I - Monorail I .._44 i 2007), Dubai Bus System (since 2008), Palm Jumeirah Monora Transit System (since 2009), Dubai Airport Automated People is= ='-x�„.._ Mover(since 2012),and most recently,the Al Sufouh - =-=(, Streetcar,with O&M in early cooperation with Alstom during the design-build delivery phase,which became operational in ., November 2014. 1 a For the entire Dubai regional system,Serco has managed and _ = 1.4 integrated the bus/rail operations,the complex interfaces with • `� ��° z:::i L.. -;. r+ RTA functions, and the rail and bus fleets from multiple t w ,.-e mgr. . suppliers. 1 q '" ' The newest line being integrated into regional transit system, • the Al Sufouh Streetcar, a 9.2 mile new O&M start-up, is a fully ` - t a wireless rail fleet. 1 I Page 54 I Miami Beach Streetcar Project An unsolicited proposal Summary of other relevant experience and qualifications Project O&M Value/Years RTA Dubai Al Sufouh Catenary less LRT $81M/10-yr TfL Docklands Light Railway IPT O&M $109M/ 17-yr RTA Al Rashidiya Metro IPT O&M $77.5M/12-yr Yorkshire Northern Rail O&M $7.9B/ 12- r RTA Dubai Bus O&M /4- r 67.2 $ 4-yr Palm Jumeirah Monorail $72.5M/5-yr Dubai Automatic People Mover $17.5M/4-yr) Merseyrail, Merseyside, England $5.8B/25-yr Caledonian Sleeper, England $1.38/ 15-yr The Ghan,Australia $18M/10-yr Makkah Metro, Kingdom of Saudi Arabia $27M/4-yr Doha Metro, Qatar $14M/4-yr Lusail LRT.Qatar $14M/4-yr Manchester Metrolink,UK $180M/10-yr Portsmouth Public School Bus Management and Maintenance $7.5M /10-yr Atal Indore City Transport(India)BRTS $2.6M/yr/6-yr Adelaide Public Transport Bus Operations $484M /10-yr Glasgow Bus Information and Signaling $8.8M/9-yr London Bikes $135M/8-yr 1 Page 55 Greater Miami Tramlink Partners fir Walsh Investors is an investment and development organization owned by the Walsh family,owners of The Walsh Group,which is a privately held company. Walsh Investors is an affiliate of The Walsh Group and has played a major role in the US P3 market as both developer and an investor in the last several years. Walsh Investors works hand-in-hand with its construction affiliates,including Archer Western,to develop a wide variety of P3 transactions in the civil and social infrastructure industry across US and Canada. As the North American P3 market has evolved,Walsh has invested significant resources in the space, developing internal business lines dedicated to enhancing the company's long-term participation in the growing industry. The company has leveraged its partners'vast construction experience in the broader social and transportation infrastructure markets to become a major developer in the P3 market. This is highlighted by the company's recent success on the Ohio River Bridges East End Crossing P3 Project,which won the prestigious 2013 Project Finance North American Deal of the Year Award as well as the Partnerships Bulletin International 2014 Projects Grand Prix Award. Walsh Investors,vertically- integrated along with its construction affiliate, and with a self-perform maintenance structure recently reached financial close on Pennsylvania Rapid Bridge Replacement Project,the first P3 ever procured in the Commonwealth of Pennsylvania. The Ohio River Bridges East End Crossing,the _ -_ „-. first and only PPP project to date in the state of �_. Indiana, includes the financing,design, construction,and 35 years of operation and maintenance for a 2,510 foot main span,twin tower cable-stayed bridge across the Ohio River that will link Louisville, Kentucky to Southern Indiana. The Project also includes a twin bore tunnel on the Kentucky approach of approximately 1,800 feet in length and 19 additional bridges,as well as associated roadway improvements and other related infrastructure work. Member f h Project Co. responsible for all Walsh Investors, L.L.C. (Walsh Investors) is a 33.3%Equity of the Project p aspects of the project including t he self-performance o f operations a n d maintenance work.The Ohio River Bridges East End Crossing was the first greenfield P3 in the Midwest.The project includes numerous technical challenges, environmental considerations,and Project Co. installation(but not operation)of new tolling system infrastructure. Walsh Construction is the managing member of the 0 design-build joint venture. Walsh recently reached financial close with its partners on Pennsylvania's first P3 procurement,the Rapid Bridge Replacement Project,participating as an equity investor, lead contractor,and as an t operations and maintenance contractor. The Commonwealth of Pennsylvania,with 25,000 state-owned bridges, has the third largest number of bridges and the largest number of bridges classified as "structurally deficient" in the United States. The Pennsylvania Rapid Bridge Replacement Project(the "Project")will accelerate the replacement of 558 geographically disbursed,structurally deficient, bridges across the Commonwealth in approximately 3.5 years. The majority of the replacement bridges are 0 Page 56 1 Miami Beach Streetcar Project An unsolicited proposal rural single and multi-span bridges that will be replaced in-kind. The Project will help improve the of the Commonwealth's transportation network,while minimizing the impacts on the connectivity P traveling public.The improved connectivity, including removal of weight restrictions on new bridges,will increase the efficiency of freight and commercial movements which benefit the economy of the Commonwealth. In particular,Walsh Investors is participating in the development of the.Project as an equity investor in the project Company("PWKP"). Walsh Construction Company,an Archer Western affiliate, is the managing joint venture partner on the design-build portion of the Project,with a guaranteed price$899 million construction contract. Walsh Infrastructure Management is the operations and maintenance contractor. Through the combination of these three roles,Walsh will serve as a long-term partner and service provider in the project and to the Commonwealth. PWKP will be using a combination of public funding,debt,and equity to finance the Project. Based on the current market conditions, it was determined that a Private Activity Bonds("PABs")structure was the most competitive financing solution for the Project. These PABs are tax-exempt,non-recourse bonds issued by the Commonwealth on behalf of PWKP,the largest PABs issuance to date on any P3 projects in the US. PWKP reached financial close in March 2015 and construction commenced in May 2015 yr1 —-- — -- ---- - Page 57 m — -- - -- --- MIAMIBEACH City of Miami Beach, 1700 Convention Center Drive,Miami Beach, Florida 33139,www.miamibeachfl.gov PROCUREMENT DEPARTMENT Tel: 305-673-7490 ADDENDUM NO. 3 REQUEST FOR QUALIFICATIONS(RFQ) NO.2015-213-KB PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES(the RFQ) August 21st,2015 This Addendum to the above-referenced RFQ is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City. The RFQ is amended in the following particulars only (deletions are shown by strikethrough and additions are underlined). A. REVISIONS: 1. RFQ DUE DATE AND TIME. The deadline for the receipt of proposals is extended until 3:00 p.m., on Friday, September 11th,2015,at the following location. CITY OF MIAMI BEACH PROCUREMENT DEPARTMENT 1755 Meridian Avenue,3ro Floor Miami Beach, FL 33139 NOTE: This location is not in City Hall.Vendors are cautioned to become familiar with the new location prior to the • due date for bids or proposals. Late proposals will not be accepted. Proposers are cautioned to plan sufficient time to allow for traffic or other delays for which the Proposer is solely responsible. 2. APPENDIX D.Special Condition 13 has been revised as follows: 13. PRECLUSION. Consulting firms which participated in the Miami-Dade County Metropolitan Planning Organization study titled "Beach Corridor Transit Connection Study-Final Report"dated June 2015 are precluded from responding to this RFQ. Successful Proposer and sub-consultants contracted to provide roofing consultant services for a particular project are precluded from bidding/responding to the competitive solicitation for the design and/er construction of the project. A FORTHCOMING ADDENDUM WILL CONTAIN ANSWERS TO THE QUESTIONS RECEIVED. Any questions regarding this Addendum should be submitted in writing to the Procurement Department to the attention of the individual named below,with a copy to the City Clerk's Office at RafaelGranado @miamibeachfl.gov. Contact: Telephone: Email: Kristy Bada 305-673-7000 ext.6218 KristyBada @miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Potential proposers that have elected not to submit a response to the RFQ are requested to complete and return the "Notice to Prospective Bidders" • - ionn. - ith the reason(s)for not submitting a proposal. Since ` Socurement Director RFQ No. 2015-213-KB Addendum#3 8/21/2015 (14 MIAMIBEACH City of Miami Beach, 1700 Convention Center Drive,Miami Beach, Florida 33139,www.miamibeachfl.gov PROCUREMENT DEPARTMENT Tel: 305-673-7490 ADDENDUM NO.2 REQUEST FOR QUALIFICATIONS (RFQ)NO. 2015-213-KB PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES (the RFQ) AUGUST 3RD,2015 This Addendum to the above-referenced RFQ is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City. The RFQ is amended in the following particulars only. I. REVISIONS: The Pre-Submittal Meeting date listed on Section 0200, 3. Solicitation Timetable has been corrected as follows: 3. SOLICITATION TIMETABLE.The tentative schedule for this solicitation is as follows: Solicitation Issued July 10,2015 Pre-Submittal Meeting 1-August-4 August 19, 2015 at 10:00 AM 3:00 PM Deadline for Receipt of Questions August 17 August 21, 2015 at 5:00 PM Responses Due August 25, 2015 at 3:00 PM Evaluation Committee Review TBD Proposer Presentations TBD Tentative Commission Approval Authorizing TBD Negotiations Contract Negotiations Following Commission Approval The submittal address has been corrected as follows: CITY OF MIAMI BEACH PROCUREMENT DEPARTMENT 1755 Meridian Avenue, 3rd Floor Miami Beach, FL 33139 Any questions regarding this Addendum should be submitted in writing to the Procurement Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranado @miamibeachfl.gov. Contact: Telephone: Email: Kristy Bada 305-673-7000 ext. 6218 KristyBada @miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Potential proposers that have elected not to submit a response to the RFQ are requested to complete and return the"Notice to Prospective Bidders"questionnaire with the reason(s)for not submitting a proposal. Sincerely, Alex Denis Procurement Director RFQ No.2015-213-KB Addendum#2 8/3/2015 f i ill MIAMIBEACH City of Miami Beach, 1700 Convention Center Drive,Miami Beach,Florida 33139,www.miamibeachfl.gov PROCUREMENT DEPARTMENT Tel: 305-673-7490 , ADDENDUM NO. 1 REQUEST FOR QUALIFICATIONS(RFQ)NO. 2015-213-KB PREPARATION OF ENVIRONMENTAL ANALYSIS FOR MIAMI BEACH TRANSIT PROJECTS INCLUDING THE BEACH CORRIDOR TRANSIT CONNECTION PROJECT AND RELATED SERVICES (the RFQ) JULY 15TH, 2015 This Addendum to the above-referenced RFQ is issued in response to questions from prospective proposers, or other clarifications and revisions issued by the City. The RFQ is amended in the following particulars only. I. REVISIONS: The Pre-Submittal Meeting date listed on Section 0200, 3. Solicitation Timetable has been corrected as follows: 3. SOLICITATION TIMETABLE. The tentative schedule for this solicitation is as follows: Solicitation Issued July 10, 2015 Pre-Submittal Meeting am August 4, 2015 at 10:00 AM Deadline for Receipt of Questions August 17, 2015 at 5:00 PM Responses Due August 25, 2015 at 3:00 PM Evaluation Committee Review TBD Proposer Presentations TBD Tentative Commission Approval Authorizing TBD Negotiations Contract Negotiations Following Commission Approval The submittal address has been corrected as follows: CITY OF MIAMI BEACH PROCUREMENT DEPARTMENT _:• .-• • --• - e '. 1755 Meridian Avenue, 3rd Floor Miami Beach, FL 33139 Any questions regarding this Addendum should be submitted in writing to the Procurement Department to the attention of the individual named below, with a copy to the City Clerk's Office at RafaelGranado @miamibeachfl.gov. Contact: Telephone: Email: Kristy Bada 305-673-7000 ext. 6268 KristyBada @miamibeachfl.gov Proposers are reminded to acknowledge receipt of this addendum as part of your RFQ submission. Potential proposers that have elected not to submit a response to the RFQ are requested to complete and return the "Notice to Prospective Bidders"questionnaire with the reason(s)for not submitting a proposal. Sin� rr or enis Proc ement Director RFQ `..2015-213-KB Addendum#1 7/15/2015 (r ATTACHMENT C CONSULTANTS RESPONSE TO THE (RFQ)