CHESAPEAKE BAY BRIDGE AND TUNNEL COMMISSION Regular Meeting CBBT Administration Building July 11, :30 a.m.

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1 CHESAPEAKE BAY BRIDGE AND TUNNEL COMMISSION Regular Meeting CBBT Administration Building July 11, :30 a.m. Commission Members Present: Frederick T. Stant, III; Thomas W. Meehan, Sr.; John F. Malbon; Paul E. Bibbins, Jr., PhD; Jeffrey K. Walker; Chris Snead; Jeffrey A. Rowland; Reeves W. Mahoney; Karen S. James; Stephen A. Johnsen. Commission Member Absent: Robert S. Bloxom, Sr. District Staff Present: Jeffrey B. Holland; Thomas R. Anderson, III; Michael T. Crist, P.E.; Edward A. Spencer; Brittany E. Cannon. District Advisors Present: Hugh L. Patterson; Commission Counsel; Jim Murray, Jacobs; Anil Sharma and Ryan Banas, HNTB. Guests: Walter C. Grantz. 1. Call to Order & Pledge of Allegiance: The Chairman, Frederick T. Stant, III, called the meeting to order at 9:30 a.m. and welcomed everyone. He then invited all to stand and recite the Pledge of Allegiance. 2. Approval of Minutes May 25, 2017 Meeting, as Distributed: Motion made by Mr. Malbon, seconded by Mr. Rowland, to approve the minutes of the May 25, 2017, Commission meeting, as distributed. The motion was approved unanimously. (Absent: Robert S. Bloxom, Sr.) 3. Public Comment: There were no public comments to be heard, nor any comments submitted in writing prior to the meeting. 4. Traffic & Revenue Report; Operations Update Approval: Mr. Holland reported that traffic and revenue for May 2017, totaled 357,043 vehicles, which was a decrease of 1,514 vehicles or 0.4% under May 2016 traffic. E-ZPass utilization totaled 65.5%. Revenue for May 2017 totaled $5,206,304, which was a decrease of $8,716 or 0.2% under the previous year. Gas prices were $2.30 in May 2017, versus $2.16 in May There were a total of 5 hours of wind restrictions in May 2017, versus 1 hour in May There were 101 hours of tunnel lane closures in May 2017, versus 73 hours in May 2016.

2 Page 2 Category / Level Traffic and revenue for June 2017, totaled 387,665 vehicles, which was an increase of 13,590 vehicles or 3.6% over June 2016 traffic. E-ZPass utilization totaled 64.4%. Revenue for June 2017 totaled $5,820,329, which was an increase of $217,217 or 3.9% over last June. Gas prices were $2.23 in June 2017, versus $2.39 in June There were a total of 3 hours of wind restrictions in June 2017, versus 3 hours in June There were 142 hours of tunnel lane closures in June 2017, versus 49 hours in June For the calendar year-to-date through June 2017, vehicles were up 1.7% and revenue was up 1.5%. For the fiscal year-to-date through June 2017, vehicles were up 2.1% and revenue was up 1.8%. Memorial Day holiday traffic, May 25-29, was up 1% and revenues were up 0.80%. The July 4 holiday traffic, June 29 - July 9, comparison showed vehicles were up 1,160 or 0.60% and revenues were up $14,305 or 0.52%. Operations Wind Restriction Policy overview and recommendations for approval: Mr. Crist and Chief Spencer gave an overview of the existing wind level restriction program, purpose for reviewing the current program, scope of the review along with the study s findings and recommendations. The Wind Restriction Policy was approved as follows: Wind Speeds (mph) Vehicle Restrictions Level 1 40 The following types of vehicles will not be allowed to cross the facility: large pick-up campers camper trailers house trailers anything being towed vehicles with exterior cargo that may become unsecured due to high winds Level 2 47 The following types of vehicles will not be allowed to cross the facility: vehicles included in Level 1 motorcycles; empty tractor-trailers, not to include empty tanker trucks*; small six-wheel trucks such as moving vans, rental trucks, school buses, etc. Tractor-trailers must gross 15,000 pounds payload in addition to the weight of the rig and six-wheel trucks must gross 15,000 pounds payload in addition to the weight of the rig in order to be allowed to cross the facility during Level 2 wind restrictions. Tractors without trailers are allowed to cross. *Empty tanker trucks are allowed to cross under Level 2 wind restrictions. Level 3 55 The only types of vehicles allowed to cross are: cars without exterior cargo;

3 Page 3 pick-up trucks without cargo; mini-vans; vans not to include high-profile/conversion vans; SUVs; tractors without trailers; empty flatbed trailers, commercial buses and tractor-trailers with a 30,000 payload in addition to the rig. Tanker trucks with 25,000 lb payload in addition to the rig. Level 4 60 The only types of vehicles allowed to cross are cars without exterior cargo, pick-up trucks without cargo, mini-vans, and SUVs Level 5 65 The only types of vehicles allowed to cross are CARS without exterior cargo Level 6 Closed to all traffic due to unforeseen weather conditions or safety concerns. Complimentary District-operated wind vans will be provided to assist in transporting exterior cargo that would otherwise restrict passenger cars and pickups. Motion made by Mr. Malbon, seconded by Mr. Walker, and unanimously carried, the Commission approved the updated Wind Restriction Policy. (Absent: Robert S. Bloxom, Sr.) 5. Virginia Originals Chesapeake Grill Quarterly & FY Flux Analysis: Mr. Anderson reported that the total Virginia Originals sales for the 4 th quarter of FY 2017 (April, May & June) showed total gross sales of $497,843 versus sales of $511,098 for the 4 th quarter of District Staff believe the restaurant and gift shop sales have decreased due to the public s misperception that the restaurant is already closed. 6. Resolution for Appointments and Authorized Signatures: Mr. Holland stated that, as discussed previously, this resolution authorized Mrs. Cannon to become an authorized signer for all District and Commission needs. Motion made by Mr. Walker, seconded by Mr. Rowland, and unanimously carried, the Commission approved the Resolution for Appointments and Authorized Signatures. (Absent: Robert S. Bloxom, Sr.)

4 Page 4 RESOLUTION Chesapeake Bay Bridge and Tunnel Commission Appointments and Authorized Signatures WHEREAS, the Chesapeake Bay Bridge and Tunnel Commission, by Resolution dated July 12, 2016, authorized certain signatures and appointments for the conduct of business and financial matters of the District; and; WHEREAS, changes have recently occurred in the District staff, thereby resulting in the appointments and authorizations of the July 12, 2016 Resolution no longer being valid; NOW, THEREFORE, BE IT RESOLVED, that effective immediately, the authorized signatures and appointments made in the Resolution dated July 12, 2016, and all previous authorizations and appointments, are hereby rescinded and the following appointments and authorizations are hereby made: (a) That the Commission s Chairman, Vice Chairman, and Secretary-Treasurer; and Jeffrey B. Holland, Executive Director; Brittany E. Cannon, Executive Secretary; Thomas R. Anderson III, Deputy Executive Director, Finance & Operations; and Deborah S. Cooley, Assistant Director of Finance, be appointed as Commission Representatives as referred to in the Chesapeake Bay Bridge and Tunnel District General Revenue Bond Resolution adopted October 24, 2016; and, (b) That the Commission s Chairman, Vice Chairman, and Secretary-Treasurer, Jeffrey B. Holland, Brittany E. Cannon, Thomas R. Anderson III, and Deborah S. Cooley be authorized to sign checks, requisitions, directions, orders, all other financial documents and instruments, and all other business documents required to conduct the efficient business of the Commission; and, (c) That Jeffrey B. Holland, Brittany E. Cannon, Thomas R. Anderson III, and Deborah S. Cooley be appointed Assistant Treasurers and Assistant Secretaries of the Chesapeake Bay Bridge and Tunnel Commission, to serve at the pleasure of the Commission and to perform such duties and functions as may from time to time be required by the Commission. 7. Approval of Procurement Policy Update: Mr. Holland presented the recommended changes to the District Procurement Policy in an overview of the District s internal expenditures controls and how all awards for contracts for ordinary annual budget expenditures and all other expenditures are procured in compliance with the District Procurement Policy and awarded by the CBBT District upon completion of procurement. Separate and distinct awards are made by the Commission for any procurements that were authorized using a RFP, RFB or PPTA procurement methodology. On motion by Mr. Walker, seconded by Ms. Snead, and unanimously carried, the Commission adopted the Procurement Policy recommended change: Procurement of goods and service at a cost not in excess of $2,500 requires the completion of a

5 Page 5 purchase requisition that is approved by a Deputy Executive Director; all procurements of goods or services at a cost in excess of $2,500 require the completion of a purchase requisition that is approved by a Deputy Executive Director and the Executive Director, or in the Executive Director s absence, both Deputy Executive Directors. (Absent: Robert S. Bloxom, Sr.) 8. Update on Parallel Thimble Shoal Tunnel (PTST) Construction: Mr. Crist gave an overview of PTST update on the detail of design work. CTJV personnel are completing the open approach design for the construction work to start on Two Island. Contractual requirements regarding issuance of Notice to Proceed 2 were reviewed and a path forward was established. Mr. Crist announced the recent signing of the contract with the TBM machine manufacturer Herrenknecht, as well as the recent signed precast tunnel segment contract with CSI, who will manufacture the concrete precast tunnel segments, from a newly built plant, located in Chesapeake, Virginia. Fire and life safety plans continue to advance. Mr. Crist also explained the process of the dredge material and the placement procedure. He gave an update on the status of the joint permit application, as well as the storm water erosion, and sediment control permit. Parallel Thimble Shoal Tunnel (PTST) Expenditures to Date: Attached to the minutes is the PTST Expenditures to Date report. 9. Eastern Shore of Virginia and Fisherman Island National Wildlife Refuge, Terrapin Fence Grant Mr. Crist started a discussion about the Eastern Shore of Virginia National Wildlife Refuge s efforts to reduce diamondback terrapin road mortality. One threat these turtles face is car collisions on Route 13 crossing Fisherman Island. He explained that when you drive over Fisherman Island on the Chesapeake Bay Bridge-Tunnel you will notice a long black tube running along the roadway. This is a temporary solution barrier that consists of black drainage pipe placed in the vegetation, which deters terrapins from crossing the road. The drainage pipe has begun to deteriorate due to environmental factors. The Eastern Shore of Virginia National Wildlife Refuge has proposed to have concrete segments line the outer edges of the right-of-way and partnered with CBBT for a grant to help develop a permanent barrier to mitigate terrapin crossings. The District would like to work with the ESNWR and help complete the installation of the terrapin barrier by providing in-kind services for the installation of the barrier. The total cost of the project is an estimate of $370,000. The approved grant money is a total of $296,000. The difference in cost will be the District s in-kind match, which consist of labor cost for our personnel to handle and install the cement blocks in our right-of-way for a total of - $74,000.

6 Page 6 On motion by Mr. Walker, seconded by Ms. Snead, and unanimously carried the Commission approved the District s contributions of funds for the Eastern Shore of Virginia and Fisherman Island National Wildlife Refuge, Terrapin Fence Grant. (Absent: Robert S. Bloxom, Sr.) 10. Other Business: A. TIFIA Mr. Holland summarized the TIFIA meeting held in June that he and Mr. Anderson attended to see if CBBT could qualify as a recipient for grant funds for the purpose of being able to accelerate the Chesapeake Channel Tunnel Project. The Department of Transportation (DOT) announced on June 29, the Infrastructure for Rebuilding America (INFRA) discretionary grant program through a Notice of Funding Opportunity (NOFO) in the Federal Register. The INFRA program will make approximately $1.5 billion available to projects that are in line with the Administration s principles to help rebuild America s crumbling infrastructure a priority for this Administration. In addition to providing direct federal funding, the INFRA program aims to increase the total investment by state, local, and private partners. Mr. Holland stated the importance of maintaining an excellent relationship with the INFRA program so that if Congress does approve greater funding for infrastructure programs in the United States we are able to maximize any programs that are more encompassing and have more money to provide us with direct injection. B. District Employee, Retiree, and Commission Picnic Mr. Stant stated that the District Employee, Retiree, and Commission Picnic is scheduled for September 16, from 4:00pm-8:00pm at Cherrystone Campground. 11. Announcements: The next Regular Commission meeting, will be held on Tuesday, September 19, 2017, at 9:30 a.m., at the CBBT Administration Building. 12. Adjournment: With no further business coming before the Commission, the meeting was adjourned. Frederick T. Stant, III, Chairman John F. Malbon, Secretary-Treasurer Assistant Secretary

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8 Page 8 Parallel Thimble Shoal Tunnel Project Total Project Budget As of June 30, 2017 July 2016 Total Project Tasks Revised Expended Expended Monthly Remaining & Components Budget To 05/31/17 Expenditures Budget CBBT Development Phase Geotechnical 4,706,342 4,701,140 4,701,140 5,202 Mapping & Surveying 179, , ,980 (730) Testing for Ocean Disposal 2,388,013 2,339,590 2,339,590 48,423 NEPA 905, , , ,116 Project Design & RFP Doc Prep 4,695,000 4,694,860 4,694, Strategic Advisor 750, , , ,050 Risk Management Consultant 89,450 89,410 89, Project Counsel 750, , , ,090 Stipends 2,500,000 2,500,000 2,500,000 District Project Management Staff 208, , ,560 35,440 Commission General Counsel 95,000 96,520 96,520 (1,520) Commission Approved District Development Expenses 177, , ,820 4,933 Total CBBT Development Phase Budget 17,444,604 16,774,420 16,774, ,184 CBBT Construction Phase Construction Mgmt 21,920,000 66,150 59,530 6,620 21,853,850 Design Mgmt/Design QA 4,234, , ,490 3,752,510 Dispute Review Panel 31,210 8,400 22,810 (31,210) Risk Management Consultant 125, ,000 Project Counsel 340, ,000 District Project Management Staff 1,451, , ,490 28,170 1,295,340 Commission General Counsel 125,000 4,390 4, ,610 Commission Approved District Development Expenses 250,000 46,000 44,810 1, ,000 Total CBBT Construction Phase Budget 28,445, , ,110 58,790 27,660,100 Design Builder Construction Phase Direct Construction Cost 755,987,300 78,138,490 55,535,380 22,603, ,848,810 Total Design Builder Construction Phase Budget 755,987,300 78,138,490 55,535,380 22,603, ,848,810 CBBT Financing Budget Municipal Advisor 782, , , ,050 Bond Counsel 400, , ,840 (51,840) Underwriter's Discount 957, , , ,570 Underwriter's Counsel 75,000 75,000 75,000 Traffic & Revenue Consultant 527, , ,850 37,295 TIFIA Fees 600, , ,240 (72,240) Rating Agency Fees 600, , , ,000 Printing Fees 7,850 7,850 (7,850) Escrow Structuring & Verification 47,500 47,500 (47,500) Trustee's Counsel 7,500 7,500 (7,500) Swap Advisor Fees 30,000 30,000 (30,000) Interest Rate Hedges 2,000,000 2,000,000 Total CBBT Financing Budget 5,941,145 3,710,160 3,710,160 2,230,985 Project Contingency 116,972, ,972,675 Total Project Budget 924,790,724 99,407,970 76,746,070 22,661, ,382,754