MINUTES DALLAS AREA RAPID TRANSIT CAPITAL CONSTRUCTION OVERSIGHT COMMITTEE MEETING March 12, 2019

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Quorum = 5 AGENDA Capital Construction Oversight Committee Meeting Tuesday, April 9, 2019, 2:45 p.m. DART Conference Room C - 1st Floor 1401 Pacific Ave., Dallas, Texas 75202 1. Approval of Minutes: March 12, 2019 2. Increase Contract Value for the Trinity Railway Express (TRE) Valley View Double Tracking Bear Creek Bridge Construction Contract (Michele Wong Krause/Tim McKay) 3. *Briefing on Solicitation for Vehicle Procurement and Equipment Maintenance Facility (EMF) Design for the Cotton Belt Regional Rail Project (Michele Wong Krause/Tim McKay) 4. Identification of Future Agenda Items 5. Adjournment *This Is A Briefing Item Only The Capital Construction Oversight Committee may go into Closed Session under the Texas Open Meetings Act, Section 551.071, Consultation with Attorney, for any legal issues, or under Section 551.072, Deliberation Regarding Real Property for real estate issues arising or regarding any item listed on this Agenda. This facility is wheelchair accessible. For accommodations for the hearing impaired, sign interpretation is available. Please contact Community Affairs at 214-749-2543, 48 hours in advance. Chair Michele Wong Krause Vice Chair Gary Slagel Members Mark Enoch, Ray Jackson, Patrick J. Kennedy, Amanda Moreno, Dominique P. Torres, and Paul N. Wageman Staff Liaison Tim McKay and Carol Wise

AGENDA ITEM NO. 1 MINUTES DALLAS AREA RAPID TRANSIT CAPITAL CONSTRUCTION OVERSIGHT COMMITTEE MEETING March 12, 2019 The Dallas Area Rapid Transit, Capital Construction Oversight Committee meeting convened at 4:30 p.m. on Tuesday, March l2, 2019, at DART Headquarters, 1401 Pacific Avenue, Dallas, Texas, with Chair Wong Krause presiding. The following Committee members were present: Michele Wong Krause, Gary Slagel, Mark Enoch, Ray Jackson, Patrick J. Kennedy, and Amanda Moreno. Other board Members: Sue S. Bauman, Jonathan R. Kelly, Rick Stopfer, Jon-Bertrell Killen, Doug Hrbacek, and Eliseo Rui z. Others Present: Gary Thomas, Gene Gamez, Carol Wise, Tim McKay, Joseph Costello, John Rhone, Harlene Kennedy, Donna Henry, David Schulze, John Adler, Nancy Johnson, and Josefina Chavira. 1. Approval of Minutes: February 12, 2019 Hearing no objection, Chair Wong Krause stated the approval of the February 12, 20 19, Capital Construction Oversight Committee Meeting, to be entered into record, as written. Mr. Ruiz entered the meeting at 4:3 l p.m. 2. *Capital Projects Update Briefing Mr. John Rhone, Vice President of Capital Design and Construction, briefed the Committee (packet on file with the Office of Board Support) as follows: Today's update (slide 1) Overview of Schedule for Construction <slide 2) Red and Blue Line Platform Extensions Project (slidesj-4) Communications Plan (slide 5) Mr. Enoch entered the meeting at 4:37 p.m. CBD Rail Replacement (slides6-7) Communications Plan (slide&) Hidden Ridge Station (slide 9) Hidden Ridge Station Project (slide 10) Communications Plan (slide 11) Cotton Belt Corridor Regional Rail Project (slides 12.14) Communications Plan (slide IS) Future Meetings (slide 16) Preliminary City & Community Engagement Plan (slide 17) Referring to slide 17, Preliminary City & Community Engagement Plan, Ms. Bauman questioned when will there be visible construction. Mr. Rhone responded that will occur 03. 12.201 9 CCO_Minules.docx 3/14/2019; 8:00 A.M

4. 5. around the August through October 2019 timeframe. Ms. Bauman asked if there was a groundbreaking scheduled. Mr. Rhone replied that should occur in the month of October 2019. Ms. Bauman then asked if the details of the kickoffs would be going through the Public Affairs and Communications Committee, chaired by Mr. Enoch. Mr. Rhone responded yes. Mr. Tim McKay, Executive Vice President of Growth and Regional Development, interjected to clarify, in regards to the heavy construction, it is likely there may be utility relocations to be done, however, this will be individualized. He noted staff is currently determining which utilities will need to be moved and which can be designed around. Mr. McKay further clarified there may be some equipment working on utilities before the August to October timeframe. Ms. Bauman then asked when the construction will begin and what is the timeline of the staging. Mr. McKay explained it depended on the type of construction. After some discussion, he stated he could bring back information on the detailed schedule that staff is working on with the contractor. Mr. Kennedy questioned the time-line of the construction. Mr. Rhone responded by referring to slides 6 and 7, CBD Rail Replacement. Mr. Kennedy requested a copy of the CBD Rail Replacement service plan map. He noted he could submit his questions after he has a chance to review the information. Mr. Enoch recommended staff try to have at least one of the groundbreakings while Ms. Bauman is still the DART Board Chair to honor her accomplishments and leadership during this time. He noted he was adamant about this request being completed prior to the next Board Officer elections. Mr. Hrbacek inquired, on the Cotton Belt Corridor Project timeline, when will the Board see changes in the existing freight rail and what will those changes be. Mr. Rhone responded staff is currently coordinating with the existing freight railroads. He noted, in some cases, this includes new track that is being provided for them and in other areas, the freight railroads will be operating and performing work whi le DART constructs the Cotton Belt, which would require new tracks to be installed. Mr. Rhone noted there is also a need to relocate yard equipment and staff is providing new equipment house locations to store the equipment. Identification of Future Agenda Items There were no future agenda items identified for this Committee. Adjournment There being no further business to discuss, the meeting was adjourned at 5:01 p.m. /7/'. C:>.eo; L-~ Josefina Chavira, CAP Board Committee Secretary /jc +Sarne Night Item *Briefing Item 03. 12.20 19 CCO_Minutes.docx 2 3/14/20 19; 8:00 A.M.

AGENDA ITEM NO. 2 Agenda Report Attachments: 1. Procurement Analysis 2. D/M/WBE Details Voting Requirements: Majority DATE: April 9, 2019 SUBJECT: Increase Contract Value for the Trinity Railway Express (TRE) Valley View Double Tracking Bear Creek Bridge Construction Contract RECOMMENDATION Approval of a resolution authorizing the President/Executive Director or his designee to increase the contract value for the TRE Valley View Double Tracking Bear Creek Bridge Construction contract with Kiewit Infrastructure South Co. [Contract No. C-2022481-01] in the amount of $251,412, to be funded from existing supplemental work contingency; therefore, the total authorized amount not to exceed $15,569,362 remains unchanged. FINANCIAL CONSIDERATIONS. This contract value increase for the TRE Valley View Double Tracking Bear Creek Bridge Construction project is included in the FY 2019 capital budget.. Sufficient funding for this contract value increase in the amount of $251,412 is included in both the TRE Valley View Project budget and the Commuter Rail Capital line item of the FY 2019 Twenty-Year Financial Plan.. This contract change is federally funded in the approximate amount of $130,079 which represents 41% of the $251,412. The local share of this acquisition may be paid with local funds or financed by debt. BUSINESS PURPOSE. The increase in contract value for construction of the TRE Valley View project is needed to resolve remaining issues with differing site conditions for the drilled shaft construction for Bear Creek Bridge.. Approval of the contract value increase will help achieve Board Strategic Priority 1: Continually improve service and safety experiences and perceptions for customers and the public; and Priority 2: Optimize and preserve (state of good repair) the existing transit system.. On August 22, 2017 (Resolution No. 170074), the Board authorized the contract award for the TRE Valley View Double Tracking Bear Creek Bridge Construction project to Kiewit Infrastructure South Co. (Contract No. C-2022481-01) for Alternate Design Accelerated Bridge Construction (ABC) and Equipment Maintenance Facility (EMF) Access Road for a total amount not to exceed $14,828,362, plus a supplemental work contingency of $741,000 (5%) for unanticipated expenses, for a total authorized amount not to exceed $15,569,362. TRE Valley View-Increase Contract Value 1 4/3/2019 4:23:15 PM

. The Valley View project is a double tracking project located in the City of Irving. The project involves the construction of approximately 1.5 miles of new Class 4 double track between the Dallas/Tarrant County Line and the West Irving Station. The project also includes a new bridge structure over Bear Creek using the accelerated bridge construction (ABC) method, Valley View Lane grade crossing, and conversion of the existing #24 turnout to a #24 crossover.. This contract includes construction of the guideway to the top of sub-ballast, demolition of the existing main line bridge over Bear Creek, a new double track bridge over Bear Creek, a new entrance road to the TRE EMF, and relocation of the signal systems and communications to support the double track project.. With this action, Kiewit has agreed to close all issues with this contract. PROCUREMENT CONSIDERATIONS. The base term of the contract is from the Notice-to-Proceed issued on September 8, 2017, through June 30, 2018.. The pricing is fair and reasonable.. The contract modification analysis is provided as Attachment 1. D/M/WBE CONSIDERATIONS. The goals for this contract were established in January 2016 at 33% DBE and 5% SBE participation (pursuant to the small business element of the DBE Program).. Kiewit Infrastructure South Co., the prime contractor, has committed to exceed the goals.. The M/WBE analysis and Equal Employment Opportunity (EEO-1) information are included in Attachment 2. The prime contractor s actual EEO-1 report is available upon request. LEGAL CONSIDERATIONS. Section 452.055 of the Texas Transportation Code authorizes DART to contract for the provision of goods and services. TRE Valley View-Increase Contract Value 2 4/3/2019 4:23:15 PM

Dallas Area Rapid Transit Authority PROCURMENT ANALYSIS Increase Funding Modification No. 07 Attachment 1 Contract Information A. Contract Description: Trinity Railway Express (TRE) Valley View Project B. Contractor: Kiewit Infrastructure South Co. C. Contract Number: C-2022481-01 D. Contractual Action: Increase funding E. Current Contract Amount: $14,876,177 F. Contract Modification Amount: $251,412 G. New Contract Amount: $15,127,589 H. Contract Type: Firm Fixed Price I. Current Term of Contract/Performance Period: From the contract award August 23, 2017, through June 30, 2018 J. Remaining Options Available: None K. Price Considerations: The cost was negotiated with Kiewit Infrastructure South Co. and is fair and reasonable based on analysis and comparison of historic equipment rental rates, crew rates, and scope duration. L. Negotiation Memorandum: Available for review in the contract file. M. Determinations Required: N/A N. Funding: Federal and Local O. Determination of Responsibility: Kiewit Infrastructure South Co. is a responsible contractor. Bond Check: Yes Reference Check: Yes Financial Responsibility Survey: Yes Insurance Check: Yes On-Site Inspection: N/A Arithmetic Check: Yes Verification of Offer: Yes Buy America Certification and/or Audit, if applicable: Was performed as part of the original contract. Debarred/Suspended list: Not on the debarred/suspended list. TRE Valley View-Increase Contract Value 1 4/3/2019 4:23:15 PM

Determination and Recommendation Attachment 1 Kiewit Infrastructure South Co. has the capacity to perform this contract. Therefore, execution of the contract modification is recommended. TRE Valley View-Increase Contract Value 2 4/3/2019 4:23:15 PM

Attachment 2 Increase Contract Value for the Trinity Railway Express (TRE) Valley View Double Tracking Bear Creek Bridge Construction Contract The goals for this contract were established in January 2016 at 33% DBE and 5% SBE participation (pursuant to the small business element of the DBE Program). Kiewit Infrastructure South Co., the prime contractor, has committed to exceed the goals through utilization of the following certified firms: DBE PARTICIPATION VENDOR LOCATION ETHNICITY SERVICE AMOUNT PERCENTAGE MCL Fort Worth, Supply and Contracting, White Female TX Installation of $334,072 2.21% LLC Reinforcing Steel Fleet-Lube Plano, TX White Female Fuel $45,481 0.30% J.H. Painting DeSoto, TX Black Male Paint Structural $100,523 0.67% Steel Girders Alman Construction Services, L.P. McRyan Hauling, Inc. RAMA Enterprises, LLC Universal Fence Company Dallas, TX Roanoke, TX Dallas, TX Hispanic Male White Female Hispanic Male Signals $2,611,528 17.26% Furnish Materials and Hauling $163,649 1.08% Civil Work $3,445,117 22.77% Hurst, TX White Female Install Fencing $65,523 0.43% TOTAL DBE PARTICIPATION: $6,765,893 44.72%* SBE PARTICIPATION (pursuant to DBE Program) VENDOR LOCATION ETHNICITY SERVICE AMOUNT PERCENTAGE Corsair Consulting Cedar Park, TX Asian Pacific Male Geotechnical Services $97,012 0.64% Global Erosion Control Mabank, TX White Female Seeding/Sodding $170,472 1.13% TRE Valley View-Increase Contract Value 1 4/3/2019 4:23:15 PM

Legacy Resource Group Mas-Tek Engineering & Associates, Inc. Dallas, TX Black Male Compliance/ Photography Attachment 2 $19,700 0.13% Dallas, TX Black Male Quality Control $426,726 2.82% Olivier, Inc. Dallas, TX Black Female Public Information, Community Outreach, Document Control $66,000 0.44% TOTAL SBE PARTICIPATION: $779,910 5.16%* TOTAL DBE & SBE PARTICIPATION: $7,545,803 49.88%* NOTE: The goals are based on the authorized not to exceed amount of $15,127,589. If there are any changes to this amount, the original goals still apply. *The percentages and dollar amounts may remain level, increase or decrease depending on the circumstances. Summary of EEO-1 Documentation: Kiewit Infrastructure South Co. is located in Fort Worth, TX and employs 91 individuals. The following is an analysis of their EEO-1 report: ASIAN BLACK HISPANIC NATIVE AMERICAN WHITE TOTAL PERCENTAGE MALES 1 1 6 1 64 73 80.22% FEMALES 0 0 6 0 12 18 19.78% TOTAL 1 1 12 1 76 91 100% PERCENTAGE 1.10% 1.10% 13.18% 1.10% 83.52% 100% TRE Valley View-Increase Contract Value 2 4/3/2019 4:23:15 PM

DRAFT RESOLUTION of the DALLAS AREA RAPID TRANSIT BOARD (Executive Committee) Increase Contract Value for the Trinity Railway Express (TRE) Valley View Double Tracking Bear Creek Bridge Construction Contract WHEREAS, on August 22, 2017 (Resolution No. 170074), the Board authorized the contract award for the TRE Valley View Double Tracking Bear Creek Bridge Construction project to Kiewit Infrastructure South Co. [Contract No. C-2022481-01] for Alternate Design Accelerated Bridge Construction (ABC) and Equipment Maintenance Facility (EMF) Access Road for a total amount not to exceed $14,828,362, plus a supplemental work contingency of $741,000 (5%) for unanticipated expenses, for a total authorized amount not to exceed $15,569,362; and WHEREAS, the increase in contract value is needed to resolve remaining issues with differing site conditions for the drilled shaft construction for Bear Creek Bridge; and WHEREAS, the proposed pricing is fair and reasonable; and WHEREAS, this contract change is federally funded in the approximate amount of $130,079 which represents 41% of the $251,412, and the local share of this acquisition may be paid with local funds or financed by debt; and WHEREAS, funding for this contract action is within current Budget and FY 2019 Twenty-Year Financial Plan allocations. NOW, THEREFORE, BE IT RESOLVED by the Dallas Area Rapid Transit Board of Directors that the President/Executive Director or his designee is authorized to increase the contract value for the TRE Valley View Double Tracking Bear Creek Bridge Construction contract with Kiewit Infrastructure South Co. [Contract No. C-2022481-01] in the amount of $251,412, to be funded from existing supplemental work contingency; therefore, the total authorized amount not to exceed $15,569,362 remains unchanged. TRE Valley View-Increase Contract Value 1

AGENDA ITEM NO. 3 Agenda Report DATE: April 9, 2019 SUBJECT: Briefing on Solicitation for Vehicle Procurement and Equipment Maintenance Facility (EMF) Design for the Cotton Belt Regional Rail Project RECOMMENDATION This is a briefing item. No action is required at this time. BUSINESS PURPOSE. Staff will brief the Capital Construction Oversight Committee on the status of the solicitation and future consideration of authorization to award the base scope of work of a contract for vehicle procurement and for Equipment Maintenance Facility (EMF) design for the Cotton Belt Regional Rail Project. A future consideration will address options to the contract.. This briefing will include responses to inquiries received from the Capital Construction Oversight Committee.. This briefing will help achieve Board Strategic Priority 4: Expand DART s transportation system to serve cities inside and outside the current service area.. On August 28, 2018 (Resolution No. 180085), the Board approved the Service Plan Amendment for the Cotton Belt Regional Rail Project alignment and authorized the President/Executive Director or his designee to pursue implementation of the Cotton Belt Regional Rail Project as described in the Service Plan Amendment.. On December 11, 2018 (Resolution No. 180135), the Board authorized the President/Executive Director or his designee to award a contract to Archer Western Herzog 4.0, Joint Venture, for design and construction of the Cotton Belt Regional Rail Project.. On December 11, 2018 (Resolution No. 180136), the Board authorized the President/Executive Director or his designee to award a contract to WSP/AZB, Joint Venture, for program management and owner s representation (PMOR) of the Cotton Belt Regional Rail Project.. The vehicle procurement and EMF design contract is the next major contract to be considered to implement the Cotton Belt Regional Rail Project. Briefing on Vehicle Procurement for Cotton Belt 1 4/4/2019 7:23:37 AM