AMENDMENT OF SOLICITATION

1. SOLICITATION NO.: 2. AMENDMENT NO.: DALLAS AREA RAPID TRANSIT DALLAS, TEXAS AMENDMENT OF SOLICITATION 3. EFFECTIVE DATE: 4. BRIEF SOLICITATION DESCRIPTION: B-1022113 1 September 21, 2012 5. REVISED OFFER SUBMISSION DUE DATE AND TIME: CROF UPS The date and/or time specified for receipt of offers is changed as follows: Date: Time: 6. REVISED PRE-BID/PROPOSAL CONFERENCE: (Note: Unless identified below, this solicitation amendment does not change the Pre-Bid/Proposal Conference, if a conference is scheduled.) The scheduled pre-bid/proposal conference is changed as follows: DATE: TIME: LOCATION: 7. AMENDMENT OF SOLICITATION: The Solicitation identified in Block 1, above, is hereby amended as described in Block 11, below. Except as provided herein, all other provisions of the solicitation, or as heretofore amended, remain unchanged and in full force and effect. 8. REQUIREMENT TO ACKNOWLEDGE AMENDMENT: Offerors must acknowledge receipt of this amendment prior to the deadline specified in the solicitation for receipt of offers by one of the following methods: a. By signing this amendment in Block 9, below, and returning one signed copy; b. By acknowledging receipt of this amendment on the Solicitation, Offer and Award form; or, c. By separate letter or telegram that includes a reference to this solicitation and amendment number. WARNING: Failure of an Offeror to acknowledge receipt of this Amendment, as described herein, may result in REJECTION OF THE OFFER. NOTE: For Invitations for Bids the terms "Offer" and Offeror" shall mean "Bid" and "Bidder", respectively; and for Requests for Proposals the terms "Bid" and "Bidder" shall mean "Offer" and "Offeror", respectively, in this solicitation and any associated exhibits. 9. OFFEROR'S ACKNOWLEDGEMENT OF AMENDMENT: Name & Title: (Print/Type) Signed Acknowledgment: Offeror: 10. FOR FURTHER INFORMATION CALL CONTRACTS SPECIALIST: Date Acknowledged: / / Name: Kenneth Duke Telephone No.: 214-749-3846 11. DESCRIPTION OF AMENDMENT: A. Remove and Replace: Solicitation Offer and Award Form 1. Submission due date is changed to September 27, 2012 at 2:00 PM 2. Block 5 the word Mandatory has been removed. B. Attached: Attendees sign-in sheet for Pre-Proposal Conference with Attendees business cards. C. Attached: Pre-Bid Conference PowerPoint Presentation. D. Attached: Pre-Bid Conference Agenda. E. Attached: Answers to Exhibit O Questions 1-10. F. Attached: 1-line electrical drawing. G. Attached: Floor Plan. H. All other terms and conditions remain unchanged. ***********************End of Amendment No. 1**************************** Form 33.207 (01/06) Page 1 of 1

DALLAS AREA RAPID TRANSIT SOLICITATION, OFFER AND AWARD FORM SOLICITATION INFORMATION Invitation for Bids (IFB) 1. SOLICITATION NO.: B-1022113 4. BRIEF DESCRIPTION: 2. ISSUE DATE: August 31, 2012 3. FOR INFORMATION CONTACT: (No collect calls) NAME: Kenneth Duke TELEPHONE: 214-749-3846 FAX: 214-749-3664 E-MAIL: kduke@dart.org 5. PRE-BID/PROPOSAL CONFERENCE: **** There WILL be a conference. **** (If a conference is scheduled, see the applicable clause in Exhibit C for more information.) The purchase, installation and testing of two new 100 KVA UPS systems for CROF S&I. This project is part of an overall Emergency Power Systems upgrade at CRPF to improve electrical power for missioncritical systems. LOCATION: DALLAS AREA RAPID TRANSIT CROF S&I, Room 205 A&B 3021 Oak Lane Dallas, TX 75226 DATE: September 20, 2012 TIME: 9:00 AM Local Dallas 6. SUBMIT OFFER TO: 7. OFFER SUBMISSION DUE DATE AND TIME: Mailing Address DALLAS AREA RAPID TRANSIT P.O. Box 660163 Dallas, Texas 75266 Solicitation # B-1022113 Hand/Commercial Courier Delivery DALLAS AREA RAPID TRANSIT 1401 Pacific Ave. Room 1523 Dallas, Texas 75202 Solicitation # B-1022113 DATE: September 27, 2012 TIME: 2:00 PM Local Dallas 8. SUBMIT WITH OFFER: Original offer and 3 photocopies including exhibits and attachments so indicated on Page 2 of this form. 9. Offers submitted in response to an IFB will be opened publicly in room 4D, immediately after the submission due date and time. Offers submitted in response to an RFP will NOT be publicly opened. 10. FIRM OFFER PERIOD: Offers submitted shall remain firm for a period of 90 calendar days from the date specified in Block 7. 11. This solicitation and any resulting contract, respectively, consist of this DART Form 33.201 and the exhibits and documents designated with a symbol on Page 2 of this form. NOTE: For Invitation for Bids, offer and offeror mean bid and bidder. OFFER (To be completed by Offeror) CAUTION: A false statement in any offer (bid or proposal) submitted to DART may be a criminal offense in violation of Section 37.10 of the Texas Penal Code. 12. DISCOUNT FOR PROMPT PAYMENT: %, Calendar Days (Invoice/Payment terms are set forth in Exhibit D) 13. In compliance with the above, the undersigned agrees, if this offer is accepted within the period specified in Block 10, above, to furnish any or all items, or provide the service(s), upon which prices are offered in the Schedule at the price set opposite each item or service, and to deliver the item(s) and or perform the service(s) at the designated location(s) within the time specified. 14. OFFEROR'S NAME, ADDRESS, and DART VENDOR NO.: (Type or Print) 15. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN THE OFFER: (Type or Print) TELEPHONE: CELL PHONE: E-MAIL: FAX: AWARD (To be completed by DART) 16. OFFEROR'S SIGNATURE & DATE: 17. D/M/WBE: The D/M/WBE participation for this contract is as follows based on: Percentage of the total contract amount, or Other % DBE % MBE % WBE % MBE/WBE 18. ACCEPTED AS TO: 19. TOTAL AMOUNT OF AWARD: 20. CONTRACT NUMBER: 21. CONTRACTING OFFICER S SIGNATURE & DATE OF AWARD: Name: Signature: Date: / / Form 33.201 (01/11) Page 1 of 2 Amendment 1

22. CONTENTS: SOLICITATION, OFFER AND AWARD FORM See Exhibits B & C for offer preparation and submission instructions. NAME FORM DESCRIPTION FORM NO. SUBMIT WITH OFFER? Cover Sheet Solicitation, Offer and Award Form 33.201 YES Schedule Bid Schedule None YES Exhibit A Representations and Certifications 33.204 YES Exhibit B Special Solicitation Instructions and Conditions 33.B Attachment 1 Schedule of Subcontractor(s)/Subconsultant(s) None YES Exhibit C Solicitation Instructions and Conditions 33. 608L Exhibit D Special Provisions 33.D Exhibit F General Provisions 33.604 Exhibit G M/ WBE Program 33. 213 Attachment 1 Intent to Perform as a Subcontractor 33.213 YES Attachment 2 Sample Vendor Payment Report 33.213 Exhibit H Statement of Work 33.H Exhibit L Business Questionnaire 33.251 YES Exhibit M DART Construction Safety & Security Prog- Maint Small Proj none Exhibit O Solicitation Question Submission Form 33.225 Exhibit P Bid Bond 33.208 YES Exhibit Q Payment Bond 33.210 Exhibit R Performance Bond(s) 33.209 Exhibit S City of Dallas Wage Rates #042239 None Exhibit V Employee Information Report 33.254 YES 23. SUBMIT THE BELOW ITEM(S) WITH OFFER, IN ADDITION TO THE ABOVE IDENTIFIED SUBMITTALS: DESCRIPTION 24. ACKNOWLEDGMENT OF AMENDMENTS: AMENDMENT # DATE AMENDMENT # DATE Offeror acknowledges receipt of the following amendment(s) to the solicitation: (Identify amendment number and date of each.) Form 33.201 (01/11) Page 2 of 2 Amendment 1

Install/Test CROF S&I UPS IFB # 1022113 Pre-Bid Conference Dallas Area Rapid Transit Authority September 20, 2012

Introduction of DART Staff Edward Hammond, Procurement Director and CO Kenneth Duke, Contract Specialist Glenn Shankle, Project Manager

Introduction and Purpose of IFB The Dallas Area Rapid Transit is a public transportation agency providing an assortment of transportation services to 13 cities in the Dallas, Texas, Metroplex. The Authority is seeking offers from qualified firms or individuals interested in providing the Installation and Testing of two new 100 KVA UPS Systems as described in Exhibit H, Statement of Work.

Exhibit H Statement of Work Glenn Shankle Project Manager

Exhibit H Statement of Work Salient points: DART mission-critical systems have to stay on line and operate without interruption during UPS replacement Provide 2 100 KVA UPS units and ancillary equipment as described Modify facility and wiring as necessary to accommodate the new units at specified rating Demo and dispose of 2 old DART units Coordinate with leaser to remove 2 leased UPS units in a phased fashion to ensure no service interruption

Solicitation Process Kenneth Duke Contract Specialist

Solicitation Process List of Bid Documents: Solicitation, Offer and Award Form Bid Schedule Exhibit A: Representations and Certifications Exhibit B: Attachment 1. Schedule of Subcontractors

Solicitation Process Exhibit G : Attachment 1 MBE & WBE Intent to Perform as a Subcontractor Exhibit L: Business Questionnaire Exhibit P: Bid Bond Exhibit Q Payment Bond-Submit after award Exhibit R Performance Bond-Submit after award Exhibit V: Employee Information Report

Economic Opportunity & Government Relations (EOGR) M/WBE Program For Assistance Contact Detorsha Brunson 214-749-3970

Minority and Woman-Owned Business Enterprise Combination Goal Of 8% M/WBE

Risk Management Insurance Requirements

INSURANCE REQUIREMENTS General Liability - $1,000,000 per occurrence including completed operations. DART needs to be listed as an additional insured. Automobile Liability Including Hired & Non-Owned- $1,000,000 per occurrence. DART needs to be listed as an additional insured. Workers Compensation Providing Texas Statutory benefits and $500,000 Employers Liability. Waiver of subrogation in favor of DART. Only the successful vendor will be required to submit evidence of insurance.

Administrative Milestones All questions must be submitted in writing by close of business Friday September 21, 2012. (Exhibit O, Solicitation Question Submission Form) Bids are due Tuesday, September 25, 2012 at 2:00 PM, Central Standard (Dallas) Time. All questions during this process shall be directed to: Kenneth Duke, Contract Specialist Email : kduke@dart.org Phone : 214-749-3846 Fax: 214-749-3664

Pre-Bid Conference Agenda Pre-Bid Conference: Project: IFB-1022113 Install/Test CROF S&I UPS Conference Location: CROF S&I RM 205 Date and Time: September 20, 2012 9AM I. Introduction of DART Staff and Officials II. III. IV. Scope of Services Glenn Shankle, Project Manager Solicitation Process Kenneth Duke, Contract Specialist EO Goals V. Insurance Requirements VI. VII. Site Visit Glenn Shankle Question and Answer Period VIII. Summary of Conference a. Questions must be submitted in writing using the form in Exhibit O. Answers to these questions will be made available to everyone, either in the form of an amendment or letter. b. Deadline for IFB questions is Monday September 24, 2012. c. Any and all changes to the solicitation will be made by an amendment. d. All questions must be submitted in writing to: Kenneth Duke, CS Phone Number: 214-749-3846 Fax Number: 214-749-3664

CROF UPS System ATTACHMENT 1 RFP - EXHIBIT O QUESTIONS/CLARIFICATIONS AND RESPONSES B-1022113 NO. SOLICITATION REFERENCE COMMENTS / QUESTIONS RESPONSE 1 B-1022113 Requested 1-line Electrical Drawing and was received during walk-thru. During the Pre-bid Conference a two page 1-line electrical drawing was passed out. These drawings are included in this amendment. 2 B-1022114 UPS Power rating discrepancy resolved on Exhibit H Statement of Work. * Reference: Item 1.0.C on page #3 vs. Item 3.b on page #6 * Requirement is for 100KVA UPS DART had originally desired to purchase and install a higher rated UPS but determined that 100 KVA units were adequate, including provision for load growth, so the solicitation requires 100KVA units as a minimum. However, if a bidder determines that a standard, readily available higher capacity unit that otherwise meets all the requirements could be provided at no additional cost, DART would accept the higher rated unit. Bidders should be cautioned to remember that this a competitive price solicitation when making such a determination. 3 B-1022115 Transformer Power rating discrepancy resolved on exhibit H Statement of Work. * Reference: Item 2.0.A.1.k and I on Page 5 The transformer installed in room S-109 is as follows: manufacturer-mgm Transformer Company, dry type, 112.5 KVA, three phase, 60 hertz, 480 volt primary, 120/208 volt secondary, electrostatic shield. 4 B-1022116 UPS Maintenance bypass configuration: Wall-mount or line-up & match. Bidder is to propose the configuration they think best meets DART's response at pre-bid: "up to bidder; whatever fits." DART indicated the SOW and their understanding of DART's requirements. project completion is within 120 days from NTP. 5 B-1022117 Is the HVAC system in the UPS rooms powered by the emergency generators and ATS during a power outage? According to available drawings, equipment labels and panel schedules, Chiller #2 and CW Pump #2 are on the 750 KW generator system. FC unit in S109 that supplies both S108 and S109 labeled HVAC-12 does not correspond to anything on drawings or panel schedules, unable to verify if noted equipment is on the generator. 1 of 3 9/21/2012 3:41 PM

GPC - General Planning Consultant Services ATTACHMENT 1 RFP - EXHIBIT O QUESTIONS/CLARIFICATIONS AND RESPONSES P-1017751-01 NO. SOLICITATION REFERENCE COMMENTS / QUESTIONS RESPONSE 6 B-1022118 Battery Disposal: Does DART need to see the specific battery disposal procedure included in the proposal and documentation to show proper disposal during project implementation? This is not required to be submitted at proposal time. DART will require this documentation to be submitted by the successful bidder after Contract Award and Notice to Proceed. However, bidders should be cognizant that demolition plans and disposal procedures must be compliant with any and all regulatory requirements including environmental. 7 B-1022119 Would there be a provision or additional requirement to replace the existing Square-D transformer, if it is found non-operational during the start-up phase of the implementation? 8 B-1022120 Will the personnel working at the CROF facility be required to obtain a badge and attend the safety operations 1-day training? 9 B-1022121 Please provide floor plans for both UPS rooms indicating room dimensions. 10 B-1022122 Please indicate the working hours and days of the week this work can be performed at the CROF facility. If found to be non-operational, a failed transformer will be considered to be a differing site condition and therefore not the responsibility of the Contractor. DART no longer requires badges. Floor plan is provide with Amendment 1. As noted during the pre-bid conference, initial prep work and site investigation may be completed between 7:00 am - 4:00 pm (Monday thru Friday). Disconnecting of old equipment and installation of new equipment will need to be completed after hours between 10:00 pm and 6:00 am, with days to be determined based on equipment delivery. A minimum 7-days advanced notice shall be provided to allow coordination of scheduled power shutdowns. This issue may be reviewed in greater detail after NTP has been issued and initial project schedule has been submitted.

CROF UPS System ATTACHMENT 1 RFP - EXHIBIT O QUESTIONS/CLARIFICATIONS AND RESPONSES B-1022113 NO. SOLICITATION REFERENCE COMMENTS / QUESTIONS RESPONSE 11 B-1022122 It was implied in the pre-bid meeting that if the Contractor would be responsible for diesel fuel if they utilized DART's emergency power generators. Clarification- DART's generators are available to the Contractor for use during installation and testing and DART will provide the diesel fuel. However, use of the gensets must be properly coordinated with DART project personnel and DART Rail Services personnel. 12 B-1022122 Additional consideration for equipment layout and space planning. DART will relocate or remove any maintenance materials, tables, or storage cabinets if necessary to accommodate the proper installation of the 2 new UPS units, their battery cabinets and by-pass switches, and other related equipment. Consideration should be given in the planned layout to service and maintenance access. In a separate, subsequent project, DART will likely install a tie-bus to allow the two new UPS units to operate in a redundant mode. Layout planning should consider and provide space for future installation of a tie-bus cabinet. 13 B-1022122 May we be allowed a second site visit? Yes, A site visit will be allowed on Monday, September 24, 2012 at 1:30 PM-3:30 PM. Larry Good will conduct the visit. He can be contacted at 214-928-6103. 3 of 3 9/21/2012 3:41 PM