REQUEST FOR INFORMATION REGARDING AN INNOVATIVE PROJECT DELIVERY APPROACH FOR FULL SERVICE COMMERCIAL DRIVER/VEHICLE SERVICES CENTER AND

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REQUEST FOR INFORMATION REGARDING AN INNOVATIVE PROJECT DELIVERY APPROACH FOR FULL SERVICE COMMERCIAL DRIVER/VEHICLE SERVICES CENTER AND CAPITAL AREA TRANSIT ADMINISTRATION, OPERATION, AND MAINTENANCE FACILITY RFI Issuance Date: April 4, 2014 RFI Closing Date: May 2, 2014 Keystone Building 400 North Street Harrisburg, PA 17120 April 4, 2014

TABLE OF CONTENTS 1.0 INTRODUCTION... 3 2.0 THE PROJECT... 3 2.1 CDVSC... 3 2.2 CAT Facility... 4 2.3 Bundling... 5 3.0 RFI REVIEW AND PRELIMINARY PROJECT SCHEDULE... 6 4.0 INSTRUCTIONS FOR RESPONDENTS... 6 5.0 INFORMATION REQUESTED... 7 5.1 General... 7 5.2 Commercial Structure... 8 5.3 Technical Challenges and Alternative Solutions... 8 5.4 Financial Structure... 8 5.5 Project Bundling... 9 5.6 Additional Considerations... 9 6.0 CONFIDENTIALITY... 9 6.1 Confidential Information... 9 6.2 Commonwealth Use... 9 6.3 Public Disclosure... 10 6.4 Participation... 11 URS Corporation Page 2 of 11

1.0 INTRODUCTION The Office of Public Private Partnerships (P3 Office) of the Pennsylvania Department of Transportation (PennDOT), is issuing this (RFI) for interested parties to provide information and ideas for co-locating a full service Commercial Driver/Vehicle Services Center (CDVSC) and a new Capital Area Transit (CAT) Administration, Operation, and Maintenance facility with commercial business operations in the Greater Harrisburg area. For co-located facilities, PennDOT would own the property and facility and perform all CDVSC and CAT operations. However, under separate procurements the property and facility for CDVSC and CAT would be owned by PennDOT and CAT, respectively. Additionally, interested parties responding to this RFI would provide and be financially responsible for constructing the facility space, facility maintenance, facility utilities, facility furnishings, and facility security to house the CDVSC and CAT Facility. The purpose of this RFI is to gather feedback, information and materials related to the design, development, implementation, testing, operation, maintenance and support of a new CDVSC and CAT Facility. This RFI is intended solely to obtain such information to assist PennDOT on an administrative level in the evaluation of delivery options and the further development of a financial plan for the procurement process. This RFI is for information only; it does not initiate a formal procurement process or represent a commitment to issue a Request for Qualifications (RFQ), a Request for Proposals (RFP), or any other solicitation. Responding to this RFI is not a prerequisite for future participation in the procurement process and those who respond (or do not respond) will be treated impartially in any subsequent procurement process related to the Project. 2.0 THE PROJECT 2.1 CDVSC PennDOT s commercial customer base includes over 100,000 vehicles, and consists of more than 3,000 Pennsylvania-based vehicle fleets and approximately 13,000 apportioned fleets (typically large trucks and truck tractor vehicles). Existing facilities cannot easily accommodate multiple commercial vehicles simultaneously. All commercial vehicle registrations expire on the last day of the month causing potential unbalanced customer flow. Consequently, PennDOT is now exploring interest in co-locating a new full service CDVSC with a commercial business. While a comprehensive list of requirements can be found in Appendix A, the primary requirements are to: Provide a facility (approximately 40,000 SF) to process associated vehicle and driver license transactions for commercial vehicle owners and operators, including, o Security system o Customer area URS Corporation Page 3 of 11

o Photo License workstation Area o Back office area o Telecommunications o Furnishings o Signage Provide sufficient parking and vehicular traffic flow into and around the site including, o 45 employee parking spaces o 15 tractor trailer parking spaces o Customer/visitor parking spaces o 240 X 150 test pad Routine operations and maintenance It is anticipated that the land and the facility will be owned by PennDOT and will be located near the Capital Beltway. The parcel will be of sufficient size to accommodate commercial development as well as the requirements set forth in Appendix A. 2.2 CAT Facility The current CAT facility is located on Cameron Street in Harrisburg, Pennsylvania. Originally designed and constructed in 1904 as a maintenance center for horse-drawn trolleys, the facility is still in use today, but is considered undersized and obsolete for the administrative, operational, and maintenance functions it now serves. Consequently, PennDOT is now exploring interest in co-locating a new CAT facility with a commercial business. While a comprehensive list of requirements can be found in Appendix B, the primary requirements are to: Provide facilities including, o Administration/Operations building with office space for 205 staff; o Vehicle maintenance building; o CNG compatible covered fuel island and wash facility. Provide sufficient parking and vehicular traffic flow into and around the site including, o Limited-access employee parking lot with parking for 205 staff; o Separate visitor parking lot; o Interior parking for CAT s current fleet of 130 buses (78 transit buses and 52 paratransit buses); URS Corporation Page 4 of 11

Routine operations and maintenance Finally, planning for the new facility will need to incorporate CAT s future expansion plans into the overall project design. In order to control capital expenditures, a rightsized design for the facility should be considered at this time. This could also include a phased approach to construction, providing a facility meeting CAT s current needs, while allocating for future development and expansion of services in the project scope. Future development needs are summarized in Appendix B, and include: Expanded Administration/Operations building with office space for 293 staff; Expanded Limited-access employee parking lot with parking for 293 staff; Interior parking for 175 buses (100 transit buses and 75 paratransit buses); Parking, repair, and maintenance bays sized to accommodate articulated length buses; Separate paint and body work building, sized to accommodate articulated length buses; CNG fleet fueling station. If not co-located with CDVSC, it is anticipated that the land and the facility will be owned by CAT and will be located near the Capital Beltway. The parcel will be of sufficient size to accommodate commercial development as well as the requirements set forth in Appendix B. 2.3 Bundling PennDOT is seeking industry feedback on the following scenarios: 1. Co-locating CDVSC with commercial business operation(s) 2. Co-locating CAT with commercial business operation(s) 3. Co-locating CDVSC and CAT with commercial business operation(s) 4. Co-locating CDVSC and CAT without commercial business operations To accomplish this, PennDOT is considering procuring and delivering the Project under the authority of the Pennsylvania Public-Private Partnership Law, Act 88 of 2012 (Pa C.S. 9101 et. seq. (the P3 Law )), which could include design-build-finance-operatemaintain (DBFOM) with an availability payment structure as the project delivery mechanism. Under the DBFOM model being considered a private entity or private entities would be responsible for the design, construction, routine maintenance and operations of the Project or project elements as well as securing the financing to fund all or a portion of design, construction, and life-cycle maintenance. URS Corporation Page 5 of 11

3.0 RFI REVIEW AND PRELIMINARY PROJECT SCHEDULE The Department will review responses from this RFI and re-evaluate assumptions specific to different procurement and delivery alternatives for the Project. This RFI does not commit the Department to any specific form of procurement, including a potential P3 procurement. However, it is the intent of this RFI to solicit ideas to inform the Department of how best to implement the Project. The following is a preliminary schedule if an innovative procurement is pursued: Milestone Date Publish RFQ 3 rd Quarter 2014 Publish RFP 4 th Quarter 2014 Contract Award Early 2015 Commercial Close Mid 2015 4.0 INSTRUCTIONS FOR RESPONDENTS The questions to which PennDOT is seeking responsive information are set forth below in Section 5. While there is no page limit in answering the questions, any other information, including marketing materials, shall be limited to 3 pages. The respondent should be as concise as possible. Responses should demonstrate an understanding of, and express clearly the respondent s perspective on, the issues involved with a given question. However, a respondent need not feel compelled to provide a response to each and every question. PennDOT is not requesting a proposal, detailed plans, marketing materials, budgetary information or proprietary information in response to this RFI. All communications and questions associated with this RFI must be addressed to the following point of contact: Bryan Kendro, Director Office of Policy and Public Private Partnerships RA-PDCDVSCCATRFI@pa.gov 717-787-0786 Mailing Address: PennDOT Office of Policy &Public Private Partnerships P.O. Box 3545 Harrisburg, PA 17105 An electronic version of the written response (in a searchable format) may be sent via e- mail to RA-PDCDVSCCATRFI@pa.gov. Two paper copies and one electronic copy of the URS Corporation Page 6 of 11

responses must be submitted on or before May 2, 2014. Responses should include the name and address of the respondent and the phrase P3 Office Response Co-Located CDVSC and CAT Facility clearly indicated in the subject line of the e- mail accompanying the electronic copy of the response and/or on the outside of a sealed envelope containing the two paper copies of the written response. Upon receiving a response, PennDOT will initiate a review and may contact some or all of the respondents to follow up with additional questions and clarifications, or to offer to conduct one-on-one meetings with some or all of the respondents. The opportunity to participate in such meetings, if any, will be communicated separately to respondents that have provided a point of contact. 5.0 INFORMATION REQUESTED The Department welcomes feedback on the innovative delivery models, as well as on the technical aspects; and financial and commercial terms of the Project. Please answer any or all questions that are relevant to you or your organization. The information provided by your responses will be used for the potential development of the Project. The Department may follow-up directly with respondents with more detailed questions or to clarify submissions. 5.1 General 1. Please describe your firm, its experience in relation to public-private partnership and/or commercial development projects, and its potential interest in relation to the parts or the whole Project (e.g., design/engineering firm, construction firm, operations and maintenance firm, lender, equity investor, etc.) 2. Please explain your understanding of the problem PennDOT is attempting to resolve with this RFI? 3. Do you have concerns with any of the information that has been provided in this RFI (or other documents)? Please explain any concerns and provide any proposed solutions or mitigations to address those concerns. 4. Please indicate whether this is an attractive project and what factors contribute to its benefit/detriment? URS Corporation Page 7 of 11

5.2 Commercial Structure 1. What adjustments to the Project scope would you consider/recommend to reduce the overall project costs, improve attractiveness, and/or to enhance revenue opportunities (e.g. other commercial alternatives)? 2. What would your approach be to engaging commercial interests? To what extent can revenue from commercial development offset costs? 3. What is your familiarity with the DBFOM model? Would a DBFOM model with an availability payment mechanism be attractive for such a project? Would you have other commercial structures to propose? 4. What are the critical path considerations for the procurement of this Project and why? 5.3 Technical Challenges and Alternative Solutions 1. Based on your experience in the development of similar projects, please explain the technical challenges that may be encountered. 2. Based on your understanding of the Project, do you believe a P3 project delivery model, such as DBF, DBOM or DBFOM, offers significant opportunity for innovation in design and construction techniques, means and methods? 3. What are the most significant cost drivers in the development and operation of the proposed concepts? 4. What challenges are associated with managing the lifecycle costs? What measures would you suggest to mitigate these risks? 5. How would you accommodate irregular customer flow? 6. What additional ease for customers or benefits to customers could you offer? 7. What concerns are there from mixing passenger vehicle and larger commercial vehicle traffic entering/exiting a retail location and how would that best be addressed? 8. What floor plan would be proposed? 9. Please explain in detail any alternative technical solutions that may enhance the development of the Project. Identify the risks associated with the alternative technical solutions and discuss the potential cost range of each alternative technical solution. 5.4 Financial Structure 1. What is your recommended approach for financing the capital cost of this project? URS Corporation Page 8 of 11

2. Do you think any transportation value capturing techniques would be appropriate for this project? 5.5 Project Bundling 1. Please comment on the consideration for bundling the CAT and CDVSC facilities. Do you think any efficiencies or cost saving can be achieved through the bundling of the CAT and CDVSC facilities? 5.6 Additional Considerations 1. Other than the answers that you have already provided, what information would help your firm to make the business decision to engage in the development of the Project? 2. Are there any additional challenges or risks should PennDOT be aware of in regard to the Project s scope, procurement process, delivery method, term of contract, technical and financial feasibility, etc.? 6.0 CONFIDENTIALITY 6.1 Confidential Information PennDOT is not requesting, and does not require, confidential proprietary information or trade secrets to be included as part of this RFI. Accordingly, except as provided herein, responders should not label submissions as confidential or proprietary or trade secret protected. Any responder who determines that it must divulge such information as part of its response must submit the signed written statement described in Section 6.3 below and must additionally provide a redacted version of its submission, which removes only the confidential proprietary information and trade secrets, for required public disclosure purposes. 6.2 Commonwealth Use All material submitted in response to this RFI shall be considered the property of the Commonwealth and may be retuned only at PennDOT s option. The Commonwealth has the right to use any or all ideas not protected by intellectual property rights that are presented in any submission in response to this RFI, regardless of whether or not the relevant responder participates in an RFQ and/or RFP process in the future, if applicable, and regardless of whether the relevant ideas become part of or are incorporated in the Project. Notwithstanding any responder s copyright designations contained in a submission in response to this RFI, the Commonwealth shall have the right to make copies and distribute each response internally and to its advisors and to comply with public record or other disclosure requirements under the provisions of any Commonwealth or United States statute or regulation, or rule or order of any court of competent jurisdiction. URS Corporation Page 9 of 11

6.3 Public Disclosure This RFI is the first step in PennDOT s determination of whether to continue the Project though a procurement and selection process. All materials submitted by respondents under this RFI will be subject to (i) Pennsylvania s P3 law with respect to requests of records (see, e.g. 74 Pa. C.S.A. 9111); (ii) Pennsylvania s Right to Know Law (see, e.g., 65 P.S. 67.101 et. seq. ( RTKL )), and (iii) any other laws and regulations applicable to the disclosure of documents submitted under this RFI. If a responder believes its response to this RFI contains confidential proprietary information or trade secrets, a signed written statement to this effect must be provided with the response in accordance with 65 P.S. 67.707(b) for the information to be considered exempt under 65 P.S. 67.707(b)(11) from public records requests. Under Pennsylvania s P3 law, generally, upon the selection of an entity to be a party to a public-private transportation partnership agreement, the identity of the entity selected, the contents of the response of the entity to the request for proposals, the final proposal submitted by the entity and the form of the public-private transportation partnership agreement shall be made public. Any financial information of an entity that was requested in the request for proposals or during discussions and negotiations to demonstrate the economic capability of a development entity to fully perform the requirements of the public-private transportation partnership agreement shall not be subject to public inspection. The following information is not public under Pennsylvania s P3 law: (i) information relating to proprietary information, trade secrets, patents or exclusive licenses, architectural and engineering plans and information relating to competitive marketing materials and strategies; (ii) security information, including risk prevention plans, detection and countermeasures, emergency management plans, security and surveillance plans, equipment and usage protocols and countermeasures; (iii) records considered nonpublic matters or information by the Securities and Exchange Commission under 17 CFR 200.80 (relating to commission records and information); (iv) any financial information deemed confidential by the proprietary public entity upon a showing of good cause by the offeror or entity; and (v) records prepared or utilized to evaluate a proposal. Under the RTKL, generally confidential proprietary information, including audited financial statements and independent auditor s reports, are exempt from disclosure at any time. Proposals (excluding the documents pertaining to confidential proprietary information, audited financial statements and independent auditor s reports) are exempt from disclosure prior to the end of the procurement period, but afterward the procurement period is not exempt from disclosure. Nothing in this RFI requires submission of confidential proprietary information or trade secrets. Each person submitting information in response to this RFI should familiarize itself with the provisions of the P3 Law and the RTKL and should make its own determination as to whether any of the information submitted in response to this RFI will be subject to public disclosure at some point during or after the process. In no event shall PennDOT or any of its agents, representatives, consultants, directors, officers or employees be liable to a URS Corporation Page 10 of 11

respondent for the disclosure of any materials or information submitted in response to this RFI. 6.4 Participation In the event that PennDOT proceeds with a procurement and selection process in connection with this RFI, certain parties or their affiliates (meaning includes parent companies, subsidiary companies, entities under common ownership, joint venture members and partners, and other financially liable parties for an entity), which are currently advising PennDOT in connection with this RFI, may not be permitted to participate directly or on a responding team in the procurement and selection process. URS Corporation Page 11 of 11