October 6, The proposal due date and time scheduled for Friday, November 3, at 04:30 P.M. remains unchanged.

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1 October 6, 2017 Dear Sir/Madam Enclosed is Addendum No. 1 to SEPTA's Sealed Bid No AMJP Elwyn to Wawa R3-2 Right of Way Improvements. The proposal due date and time scheduled for Friday, November 3, at 04:30 P.M. remains unchanged. Any inquiries regarding this bid must be directed to, Michael Piselli of the Procurement and Supply Chain Management Department at (215) Sincerely, Oct :22 AM X Michael J Piselli Michael Piselli Contract Administrator Procurement & Supply Chain Management MJP Enclosures

2 Addendum No. 1 10/06/17 Page 1 of 1 Sealed Bid No AMJP Elwyn to Wawa R3-2 Right of Way Improvements ADDENDUM NO. 1 To All Bidders: The following constitutes Addendum No. 1 to SEPTA's Sealed Bid No AMJP Elwyn to Wawa R3-2 Right of Way Improvements. Addendum No. 1 must be acknowledged by inserting the date of the addendum on page 17 of the bid forms. Failure to do so may render a bidder s proposal as non-responsive. A. General 1. Delete Step 1 - Request for Qualifications dated September 21, Add Step 1 - Request for Qualifications with revision date of October 6, Add Attachment 4:Geotechnial Information to Step 1 Request for Qualifications. 3. Delete Page 16 of Step 2 Contract Documents. B. Specifications 1. None. C. Drawings 1. None.

3 INSTRUCTIONS, SPECIFICATIONS, AND CONTRACT DOCUMENTS FOR A TWO (2) STEP PROCUREMENT PROCESS FOR Elwyn to Wawa Regional Rail Line Contract R3 2 Right of Way Improvements MP to Middletown Township and Chester Heights Boro Delaware County Pennsylvania September 22, 2017 Revision 1: October 6, 2017

4 ELWYN TO WAWA CONTRACT R3 2 CONTENTS SECTION 1 REQUEST for QUALIFICATIONS INSTRUCTIONS and INFORMATION Attachments to Section 1 ATTACHMENT 1: CONTRACT R3-2 SPECIFICATIONS, PROJECT REQUIREMENTS AND DESIGN CRITERIA ATTACHMENT 2: CONTRACT R3-2 PLANS ATTACHMENT 3: SURVEY INFORMATION ATTACHMENT 4: GEOTECHNICAL INFORMATION ATTACHMENT 5: FORM 330 SECTION 2 CONTRACT DOCUMENTS FOR STEP 2 EXHIBITS: Design Contract Documents for Step 2 Submission

5 SECTION 1 INSTRUCTIONS AND INFORMATION Part 1 You (hereinafter referred to as Proposer ) are requested to submit a formal Request for Qualification (RFQ) proposal (hereinafter referred to as Proposal ) for the required services detailed below in Step One; Prequalification in accordance with this Two-Step Procurement Process. Any information in addition to that required by Step One which Proposer feels will help in the evaluation of its Proposal is to be submitted with its Proposal. Any Proposal submitted must comply with the requirements of this Two-Step Procurement Process as herein stated including all applicable Federal, State and Local laws, and is to be signed by an officer legally authorized to bind Proposer and shall be submitted to SEPTA in writing, in the time and in the manner described herein. Part 2 TWO-STEP PROCUREMENT PROCESS This procurement is being conducted by SEPTA using a Two (2) Step process: Step 1 Prequalification Proposal will consist of; the request for, submission, evaluation, and (if deemed necessary by SEPTA) discussion of a proposal. The objective of Step 1 is to determine the Acceptable rating of the technical proposal submitted by the Proposer. No pricing or bid documents are required or involved in Step 1. As used in this context, the word proposal has a broad connotation and includes all requirements set forth in the Section 1, Attachments to Section 1 and Section 2. Any questions relating to the technical requirements must be addressed in Step 1. Proposals submitted in Step 1 will be evaluated in accordance with the criteria identified in Part 4 Selection Process of Section 1. Step 2 involves the submission of sealed bids by those firms whose Proposals received an overall Acceptable rating as solely determined by SEPTA in Step 1. The submission of said bid, will strictly conform to Bid Documents and Proposer s Proposal as accepted by SEPTA. Prequalified Proposers who submit unsuccessful bids in Step 2 will receive a stipend of $75,000 in consideration of their effort in preparing their bid. The stipend will be paid to each bidder who submits a complete bid package. There will be no partial payments. The payment will be made following award of the contract to the successful bidder. The successful bidder will not receive the stipend. SEPTA reserves the right to cancel this procurement at any time, if deemed in SEPTA s best interest.

6 Part 3 STEP 1 RFQ PROPOSAL Introduction and General Information SEPTA is soliciting Requests for Qualifications for the design and construction of 3.15 miles of Continuous Welded Rail track, the elevation of the track level thru the proposed Wawa Station area, replacement or rehabilitation of 106 Overhead Catenary Structures, four, new steel girder railroad bridges, one pedestrian tunnel, several retaining walls, 5 culvert replacements or relinings, a new singleended rail yard at Lenni, widening of Route 1 for left turn and right turn lanes, raising and realigning of Lenni Road grade crossing, high level platform foundations, post construction stormwater management improvements and other incidental work consistent with restoration to service of a commuter rail line. Those contractors submitting acceptable qualifications will then be asked to submit a firm lump sum price for the final design and construction of the above project. The bid will require the contractor to complete SEPTA provided design or provide an alternate design for those designs provided by SEPTA of the right of way improvements and slope stabilization between Elwyn and Glen Riddle (MP 16.60) as well as the final design of each of the 5 culvert replacement/rehabilitations. SEPTA has a detailed site survey, a geotechnical report including core borings, and is obtaining permanent right-of-way and construction easements necessary to construct the bridges as shown on our conceptual design. SEPTA is also obtaining the PADEP stream crossing permits and NPDES soils conservation permits required to construct the conceptual design. SEPTA has completed the design for the bridges and the retaining walls. The Contractor is to finalize the design for the culverts (approximately designed to 30%) and to perform a complete design of the right of way improvements and slope stabilization between Elwyn and Glen Riddle (MP 16.60). The contractor may perforrm the work per SEPTA s provided design for those 100% designed structures and expand those with partial (approx. 30% design); or submit an alternate design which differs from SEPTA s for any of the structures. As part of the Step 1 Proposal, Contractor is to state if they intend to use SEPTA s design, and if not, to state what design is intended to be used and to provide backup documentation to illustrate their intent. Contractor is reminded that intended design information submitted in their Step 1 proposal cannot be changed when submitting their Step 2 bid as your bid will be based on SEPTA s approval of what was contained in Step 1. The estimated construction contract price for the Project described in these bid documents using SEPTA s design is between $75-95 million.

7 SEPTA does not anticipate additional permits for this project unless the Contractor proposes changes to the design. Any changes to the permits required will be of the Contractor s sole expense and will not affect the overall project schedule. The Technical Proposal must be complete in all regards in the sense that it not be piecemeal or contain major omissions, and it specifically addresses all areas listed below. The Technical Proposal shall be reviewed by SEPTA during which a clarification meeting with the proposer may be required to discuss the Technical Proposal, but only written data will be accepted for analysis. At the end of this review period, SEPTA shall send each proposer a written notice informing them of their overall Pass/Fail Rating. SEPTA will review all prequalification submittals and notify all firms which in our sole opinion are qualified to submit a bid. The proposer will be notified by mail at the address shown on their letter of transmittal as to whether SEPTA has prequalified your firm or not. A separate request for bids will be sent to the prequalified firms and a separate bid package will be sent to the prequalified firms at that time. After receiving and reviewing the bid documents, SEPTA will require that you notify us in writing of your intent to submit a bid. FORM of PREQUALIFICATION (Step 1) PROPOSALS Each Proposal shall include a single-sided cover letter that includes the name and address of the organization submitting the Proposal and whether the organization is an individual, partnership, corporation, limited liability company or joint venture, including the jurisdiction of organization. The cover letter shall include the name, address, telephone number and address of the contact person who will be authorized to represent and bind the Proposer. SEPTA strongly recommends that the proposer utilize Standard From 330 to prepare and present their Step 1 proposal. Following the instruction of this interactive form will ensure that the proposer provides the information required in a uniform and easily reviewed format. The experience matrix and personnel cross-references built into the form are especially effective at presenting the individual qualifications and experience of the proposed project personnel and subcontractors. The Proposal must be organized, and labeled in loose-leaf ring binders in a manner, formatted and referenced in similar order to the Evaluation Criteria. The Proposal must be submitted in a sealed container that is identified on the face with the name of the Proposer, the Project name and the contents of the container. The Proposal shall be submitted on 8.5 by 11-inch paper in no less than 11 point font size. 11 by 17-inch fold-out drawings are permitted, but should be limited, with the exception of any drawings that are specifically requested in the

8 Technical Submittal. All parts, pages, figures and tables shall be numbered and clearly labeled. After the pre-proposal meeting and site visit, Proposers shall conduct a preliminary technical scoping audit of the Project Site. This audit will form the basis of the Proposals submitted by Proposers in response to this RFQ. General. Proposers must submit their Proposals addressing the elements of the Evaluation Criteria as stated herein and in accordance with Attachment 1, Project Requirements And Design Criteria and all other Attachments included herein. Proposers should provide any other information thought to be relevant, but not applicable to the enumerated categories, as an appendix to the Proposal. SEPTA reserves the right to request additional information which, in SEPTA s opinion, is necessary to assure that Proposer s technical competence, number of qualified employees, business organization, and financial resources are adequate to perform according to the RFQ. SEPTA may make investigations as deemed necessary to determine the ability of Proposer to perform the Project, and Proposer shall furnish to SEPTA all requested information and data. SEPTA reserves the right to reject any Proposal if the evidence submitted by, or investigation of, Proposer fails to satisfy SEPTA that such Proposer is properly qualified to carry out the obligations of the RFQ and to complete the Project as specified. One original, five (5) copies and one digital copy in text searchable PDF on a CD or DVD shall be required for each submission. SUBMISSIONS, MODIFICATIONS, and WITHDRAWALS of PROPOSALS Any Step 1 Prequalification Proposal received at the SEPTA office designated in the Two Step Procurement Process after the exact time specified for receipt will not be considered by SEPTA unless it can be documented to SEPTA's satisfaction that the Proposal was received by SEPTA at the location designated in the RFQ for Step 1 or was delayed due to some Force Majeure event and, except for delay due to mishandling or error on the part of SEPTA, would have been received on time at the office designated in the invitation for Step 1. KEY PERSONNEL SEPTA will not permit, without expressed written permission, a change in the Manager of the Project or key personnel after contract award, if any, to any successful qualified firm.

9 Part 4 - SELECTION PROCESS Proposal Evaluation Criteria Each Proposal shall be evaluated on the following evaluation criteria, listed in descending order of importance. 1. Team Qualifications and Project Management Qualifications and experience of Key Personnel assigned to this project and clear assignment of responsibility for various project tasks to specific individuals. Project Team Organizational Chart. A Project organization chart identifying Proposer s manager of the Project and all other key personnel within the contractor s proposed team. SEPTA retains the right to reject or accept proposed Project personnel. Resumes shall be provided identifying the qualifications and experience of the manager of the Project and all key personnel As applicable, the bidder must describe the proposed team structure among the bidder's joint venture partners, architectural/engineering and construction management consultants. The bidder must identify all individual officers, directors, partners and consultants to be involved in the Project, and describe the experience and interest of each in the proposed Project. Submit a complete Form 330 (see Attachment 4 or download at showing all key firms in the Contractors team, including designated DBE firms. Include all project information for those projects that you believe qualify your team for this project including value of contracts, and client contact information. 2. Experience Summary of all major projects currently under contract expected project cost and current percentage of completion. Summary of similar projects (past and present) in terms of complexity and project costs. Summary of project partnership and/or joint ventures. Bidder must include brief descriptions of past projects, including photographs, dates, locations, concepts, land uses, size, construction costs, and roles of all parties. The bidder must further specify the organization and management approach adopted in prior projects. 3. Understanding of Schedule and Time Constraints Provide a project understanding explaining your firms approach to completing the project within the given construction schedule and site constraints. Ability to include within the Technical Proposal a summary-level CPM schedule detailing all aspects of the project.

10 Ability to include within the Technical Proposal a detailed assessment and response to the site condition restraints. 4. Project Approach Describe the methods which you foresee to accomplish the construction. Provide sketches or illustrations to explain your approach, but no elaborate graphics or displays are desired. Submit conceptual design plans, construction staging scheme and construction schedule. 5. Financial & Project Surety Ability to secure bonding Financial surety and capacity Three years most recent annual financial report. Banking references and such other references as will enable SEPTA to accurately evaluate its financial capability Proposal Rating SEPTA shall create a Selection Committee, composed of several SEPTA staff members which shall independently evaluate each Proposal on the evaluation criteria based upon the application of adjectival ratings. For each of the Proposal Evaluation Criteria listed above, the proposer will be evaluated as Acceptable or Not Acceptable. - If a proposer is determined to be Acceptable for all of the criteria listed they will be prequalified to receive the bid package and may submit a Step 2 sealed bid when requested by SEPTA. For those proposals receiving at least one Unacceptable rating the Selection Committee may request additional information, if in their opinion, this additional information would make the prequalifications package acceptable to the Committee. - After making an evaluation of the Proposals on the basis of the evaluation criteria, SEPTA may conduct interviews and request and receive additional information as it deems necessary from any Proposer deemed to be responsive to the project. If interviews are conducted, Proposers who are deemed to be non-responsive and have no reasonable chance of being selected will not be interviewed. The Selection Committee will inform all proposers of the list of Acceptable proposers. Only those proposers deemed to be acceptable will be asked to submit bids under Step 2 of the bidding process.

11 Part 5 - RESPONSIBILITIES OF PROPOSER SEPTA will only qualify Proposers for Step 2 and potentially award a contract to a Proposer which it has determined to be responsible. The Proposer shall furnish adequate documentation to permit SEPTA to determine the responsibility of Proposer within five (5) calendar days of SEPTA s written request. A responsible Proposer is one that meets the following standards: 1. Integrity and Ethics - Has a satisfactory record of integrity and business ethics, in compliance with 49 U.S.C. Section 5325(j) (2) (A); 2. Debarment and Suspension Is neither debarred nor suspended from Federal programs under DOT regulations, Nonprocurement Suspension and Debarment, 2CFR Parts 180 and 1200, or under FAR at 48CFR, Chapter 1 Part 9.4 or any Commonwealth of Pennsylvania funded programs. This contract will also be governed by the Contractor s responsibilities under 49 CFR, Part 29, regarding debarment, suspension, and other responsibility matters of any lower tier covered transactions, as applicable. 3. Affirmative Action and DBE Is in compliance with the Common Grant Rules affirmative action and DOT s Disadvantaged Business Enterprise requirements, 49 CFR, Part 26; 4. Public Policy Is in compliance with the public policies of the Federal Government, as required by 49 U.S.C. Section 5325 (j) (2) (B) and Commonwealth of Pennsylvania public policies; 5. Administrative and Technical Capacity has the necessary organization, experience, accounting, and operational controls and technical skills, or the ability to obtain them in compliance with 79 U.S.C Section 5325 (j) (2) (D); 6. Licensing and Taxes Is in compliance with applicable licensing and tax laws and regulations; 7. Financial Resources has, or can obtain, sufficient financial resources to perform the contract, as required by 49 U.S.C. Section 5325 (j) (2) (D); 8. Production Capability Has, or can obtain, the necessary production, and technical equipment and facilities; 9. Timeliness Is able to comply with the required delivery or performance schedule, taking into consideration all existing commercial and governmental business commitments;

12 10. Performance Record Is able to provide a satisfactory current and past performance record. Part 6 - STEP 2 - BID SUBMISSION Information contained in this section is provided for informational purposes only. Please review Section 2, Exhibit A in its entirety for a full understanding of the Bid submission. SEPTA will issue final Instructions to Bidders and the complete Bid package for Step 2 of this procurement process only to those firms that have been qualified under Step 1. Part 7 - GENERAL REQUIREMENTS: A. SUBMISSION OF PROPOSALS One (1) original and five(5) copies of the Technical Proposal, plus 1 CD/DVD in PDF format a in envelopes (clearly marked) and shall be submitted to SEPTA s Contract Administrator: Michael J. Piselli Manager, Contract Administration Procurement & Supply Chain Management Department Southeastern Pennsylvania Transportation Authority 1234 Market Street, 11th Floor Philadelphia, PA B. RIGHTS RESERVED BY SEPTA In submitting the proposal the Proposer understands that the right is reserved by SEPTA to reject any and all Proposals to serve its best interest. SEPTA is not liable for any expenses incurred by Proposers in the development of its Proposal or any subsequent activity related to the Proposal. C. ADDENDA The contents of all Addenda to Proposers are to be incorporated in their Proposals and will become part of the RFQ and/or Contract Documents. The Proposal Due Date will not be earlier than the fifth (5th) calendar day from the date of any addenda.