Keith Nichols and Sam Belfield (HRTPO) will update the HRTO on operationsrelated

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April 3, 2018 Page 2 4. Hampton Roads Operations Strategy 10:15 a.m. 11:00 a.m. In January 2014, the HRTPO Board allocated $400,000 in Regional Surface Transportation Program (RSTP) funds for a Regional Operations Strategy (UPC #105492) based on a request from the HRTO Subcommittee. The first phase of the Hampton Roads Operations Strategy was completed in May 2016. At the February HRTO Subcommittee meeting, the committee voted to develop the next phase of the Regional Operations Strategy. Phase II would look at researching and developing concept plans for what would need to happen on Corridors of Regional Significance to meet the goals of the Operations Strategy. Based on this, a draft scope of services for the next phase of the Operations Strategy has been prepared by the consultant, Kimley-Horn. Mr. Mike Miller (VDOT) will initiate a discussion of this item. The consultant will be present at the meeting to provide clarification and make minor modifications to the scope per the discussion. 5. HRTPO Update 11:00 a.m. 11:10 a.m. Keith Nichols and Sam Belfield (HRTPO) will update the HRTO on operationsrelated HRTPO actions: Recent actions of HRTO s parent committee the Transportation Technical Advisory Committee (TTAC). Recent actions of VDOT s RCTO-TIM (Traffic Incident Management) committee. 6. For Your Information 11:10 a.m. 11:15 a.m. There are three upcoming SHRP-2 Traffic Incident Management (TIM) Training Workshops in Hampton Roads. These training opportunities include: o April 17, 2018 or April 24, 2018 8:00 am - Yorktown Weapons Station Chapel, 1868 Lafayette Dr., Newport News, 23603. o April 21, 2018 8:00 am - Virginia Beach EMS Station 14, 740 Virginia Beach Blvd., Virginia Beach, 23451. o April 25, 2018 8:00 am - AAA Tidewater Fleet Operations, 5366 Virginia Beach Blvd., Virginia Beach, 23462

March 20, 2018 Mr. Michael Miller, P.E. Virginia Department of Transportation 970 Reon Drive Virginia Beach, VA 23464 RE: Hampton Roads Transportation Operations Strategy Phase II Dear Mr. Miller: Kimley-Horn and Associates, Inc. ( Kimley-Horn, We or the Consultant ) is pleased to submit this proposal ( the Agreement ) to the Virginia Department of Transportation ( VDOT or the Client ) for providing professional traffic/transportation and Intelligent Transportation Systems (ITS) engineering design services related to the Hampton Roads Transportation Operations Strategy Phase II effort. The proposed scope of services, fee, and schedule are provided below. This work will be performed under the Limited Term Contract for Intelligent Transportation Systems (ITS) On-Call Consultant Services (Contract #45211) between VDOT Operations Division and Kimley-Horn and Associates, Inc. dated December 7, 2016. Project Understanding The Hampton Roads Transportation Operations (HRTO) subcommittee has undertaken an effort to create a Regional Vision for Transportation System Management and Operations (TSM&O). Kimley- Horn and Associates has provided support to the HRTO in developing a Regional Vision for Operations and conducting a Capabilities Assessment to determine the current state of TSM&O in each of the cities and the region as a whole. The outcome of this effort identified a number of short, medium, and long-term opportunities to enhance regional operations. While conducting this work, the HRTO identified the need for assistance in facilitating meetings and the discussion to build consensus amongst the subcommittee members and to provide the subcommittee with state-of-the-practice information to make sound decisions. The scope of services below describes the services to be provided by the Consultant Team during the term of this task order agreement. It is assumed that Mike Miller will be the VDOT Project Manager and Jon Chambers will be the Consultant Project Manager for this task order. Scope of Services Subtask 1 Project Management and Coordination This subtask consists of time required to administer the project including contracting, internal coordination, coordination with VDOT Regional staff, coordination with municipal traffic engineering staff from each city, quality control, and project management responsibilities including work planning, project organization, scheduling, and progress reports. Subtask 1 Deliverables:

Page 2 Monthly progress reports to accompany invoices Subtask 2 HRTO Regional Operations Program Action Plan Short Term items Kimley-Horn will provide VDOT and the HRTO subcommittee with support for expanding on the Phase 1 efforts produced in May 2016 (Hampton Roads Transportation Operations Strategy). Subtask 2.1 -- CORS In the Short-Term Opportunities recommended in the original Operations Strategy report, the HRTO subcommittee and VDOT had identified several Corridors of Regional Significance (CORS). When coupled with the Corridors of Statewide Significance (COSS), the list is as follows: Airline Boulevard, Portsmouth Atlantic Avenue, VAB Battlefield Blvd., Chesapeake Campostella Rd., Norfolk Centerville Tpk., VAB/Chesapeake Denbigh Blvd., NN Rt. 58 Virginia Beach Blvd., Norfolk/VAB Rt. 58 (west of I-664) including the bypass, Chesapeake/Suffolk Ft. Eustis Blvd., NN George Washington Hwy. (Rt.17), Portsmouth/Chesapeake Hampton Blvd., Norfolk High Street, Portsmouth J.Clyde Morris Blvd. (Rt.17), NN and York County Jefferson Ave., NN Mercury Blvd. W., from I-64 in Hampton heading east to Mallory Mercury Blvd. W., from I-64 in Hampton/NN heading toward James River Bridge Rt. 17 corridor including JRB and Bridge Rd., NN/Isle of Wight County/Suffolk Rt. 17 York County corridor, York County Rt. 17 corridor from I-64 to NC State Line, Chesapeake Rt. 164 Western Freeway, Suffolk/Portsmouth Kempsville Rd., VAB/Chesapeake Rt.13 Military Hwy., Norfolk/VAB/Chesapeake Rt.13 Northampton to CBBT Eastern Shore, Norfolk/VAB Rt.13 from Rt.58 to NC State Line, Suffolk Benns Church Blvd./Godwin Blvd. (Rt. 10), Suffolk Portsmouth Blvd., Portsmouth/Chesapeake/Suffolk Victory Blvd., Portsmouth Shore Dr. (Rt.60), VAB Rt.460/Pruden Blvd., Suffolk

Page 3 Warwick Blvd. (Rt.60), NN Rt.199 Bypass of I-64, Williamsburg The majority of the routes above are already reflected in the graphic below, which was developed in the first phase of the Operations Strategy for ERO. Rt. 199 is located just outside the visible area of this map. Kimley-Horn will update the map developed in Phase 1 to cover any corridors above that are not covered by the existing map for the Hampton Roads region. Kimley-Horn will analyze up to 4 CORS to identify those that need high-speed communication upgrades and coordinated signal timings, and will develop Conceptual Plans with a high-level opinion of probable cost for the associated upgrades. It is currently recommended that the four corridors to be analyzed will consist of the following, but may be subject to change based on discussions during a kickoff meeting for this project conducted in this subtask: 1. Military Hwy., Norfolk/VAB/Chesapeake 2. Rt.143 Jefferson Ave., NN 3. Rt. 17 corridor including JRB and Bridge Rd., NN/Isle of Wight County/Suffolk to Rt. 258 Mercury Blvd/Hampton -- (I-64 to I-664 MMMBT incident bypass route) 4. Virginia Beach Blvd., Norfolk/VAB

Page 4 The deliverables for this task are anticipated to consist of 11x17 Concept Plan graphics and probable cost opinion tables for each of the 4 CORS analyzed. Subtask 2.2 RTIMIS and Computer Aided Dispatch (CAD) Enhancements Kimley-Horn will summarize the current capabilities of the existing Real-time Traffic Incident Management Information System (RTIMIS) condition/capabilities. Kimley-Horn will assess potential opportunities to enhance/improve staff efficiency, movement of people and goods, management of incidents, and inter-municipality/vdot collaboration. Based on the recommended functionality, Kimley-Horn will also recommend a path forward to get from the existing state to the desired/recommended functionality whether through upgrading RTIMIS or alternative solutions/methods. It is anticipated that this will require up to 2 phone calls (approx. 60 minutes in length) with VDOT s coordinator for VATraffic/511 and the RTIMIS platform, as well as industry research, and conducting a workshop with the HRTO subcommittee members to examine the preliminary findings/recommendations. After the workshop, Kimley-Horn will summarize the recommended needs/functionality and upgrade/transition path in a brief technical memorandum that is anticipated to be up to 20 pages with graphics. Subtask 3 HRTO Regional Operations Program Action Plan Medium-Term items In the May 2016 Report, it was noted that a common controller platform was of interest to the Region, but would take some time to accommodate such an effort. At the time of the report, VDOT had not completed their selection process for a statewide controller platform. Now that this process has been completed, Kimley-Horn will analyze the impacts of the new statewide controller platform on the existing base of equipment in the Hampton Roads region, and evaluate potential interim migration options such as firmware/local controller software upgrades for agencies already in possession of one of the two hardware vendors selected by the statewide platform. As targets for where the region should be heading, it is anticipated that Kimley-Horn s review will consist of identifying and recommending needs/functionality/performance, data sharing and configuration standards, regional collaboration across municipal lines, software considerations, and assessing the relevance of unified/shared staffing related to a long-term regional 24/7/365 TOC. Kimley-Horn will also provide a high-level review of what the migration would likely entail for the Hampton Roads region, and identify potential opportunities stemming from the migration for each municipality. The summary of this task will be a brief memorandum up to 25 pages in length, with migration recommendations for each municipality. It is also anticipated that this task will involve developing and presenting the key concepts to the HRTO subcommittee at one of the standing meetings.

Page 5 Subtask 4 HRTO Regional Operations Program Action Plan Long-Term items One of the long-term strategies identified in the May 2016 report was establishing a Regional 24/7/365 TOC. Kimley-Horn will provide VDOT and the HRTO subcommittee with an expanded analysis of this strategy to evaluate opportunities for promoting this concept to executive leadership within the respective organizations represented by HRTO. Kimley-Horn will develop a 1-page write-up as an executive summary. Kimley-Horn will also identify a list of potential Memorandas of Understanding (MOUs), review potential scenarios for staffing the center along with a migration from after-hours only to 24/7 operation. Kimley-Horn will make note of logistical items that are anticipated daily, weekly, and/or monthly for this strategy. Kimley-Horn will summarize the vision for the approach to achieving this strategy Kimley-Horn will summarize the potential benefits of the proposal for a 24/7/365 TOC in terms consisting of regional cost savings, consistency/standardization of reporting, performance monitoring/improvement, ability to reduce queuing at Interstate ramps based on a qualitative review, and reducing individual agency costs associated with shared staffing/resources. Simulation/Modeling is Not included in this effort. Kimley-Horn will research/analyze up to 3 other regions that have moved forward and executed a regional TOC sharing plan to document relevant best practices for the memorandum. Kimley-Horn will provide a write-up of the envisioned role associated with a staff position at the regional TOC, and will analyze potential funding sources/methods for requesting money as a region, municipality, and/or as an offset from multiple agencies in support of one agency staffing the position. Kimley-Horn anticipates conducting up to 6 telephone calls (approximately one hour in length per call) with regional stakeholders to gather direct information pertaining to proposed concepts and roles for this task. Kimley-Horn will summarize the findings in a brief technical memorandum up to 20 pages in length. It is also anticipated that this task will involve developing and presenting the key concepts to the HRTO subcommittee at one of the standing meetings. Schedule We will provide our services as needed and requested by the VDOT Task Manager. Schedule for services will be provided on a mutually agreeable schedule. It is anticipated that these services will span a nine (9) month period.

Page 6 Fee and Billing The Consultant team will perform the services described in the Scope of Services for a fee not to exceed the amount of $97,948 based on labor classification, estimated hours, fixed billable rates and expenses. Since this task provides for on-site and off-site support services, work is anticipated on this task until the budget amount is met or until support services are no longer needed. Services above the budgeted amount will be considered additional effort that will require a new task order. A breakdown of the fee basis is provided in Table 1. On behalf of Kimley-Horn and Associates, we appreciate your continued business and thank you for allowing us to provide our services for this project. Should you have any questions or comments, please do not hesitate to contact me at (757) 213-8620. Sincerely, KIMLEY-HORN AND ASSOCIATES, INC. Jon Chambers, P.E. Senior Associate

Table 1 Sumittal Date: 3/20/2018 1 Hourly Rates* Telecomm Program Manager HRTO ERO Operations Strategy Ph2 ITS/Ops Program Manager Telecomm Project Manager Personnel Categories / Manhours ITS/Ops Project Telecomm Sr. Admin Manager Analyst ITS/Ops Analyst Support $237.00 $215.00 $199.00 $171.00 $152.00 $127.00 $87.00 Subtask 1 Project Management Project Setup 2 2 4 Work Plan (Draft and Final) 2 2 4 Monthly Reporting and Progress Reports 5 10 2 17 Total Subtask 1 9 0 0 0 0 14 0 0 2 25 2 Subtask 2 HRTO Regional Operations Program Action Plan Short Term items 2.1 Corridors of Regional Significance Analysis 0 Prepare for and Conduct a Kickoff Meeting 6 4 6 16 High-level Analysis of 4 CoRS 4 6 8 18 Develop DRAFT Concept Plan and Probable Cost Tables for 4 CoR 4 16 24 44 Conduct Review Meeting with HRTO committee 4 2 4 10 2.2 RTMIS/CAD Assessment 0 Conduct 2 phone calls with VDOT regarding RTIMIS and VATraff 2 2 3 7 Summarize the existing capabilities of RTMIS 2 4 8 14 Review potential opportunities thru upgrades or alternative solutions 4 4 12 20 Conduct Workshop with HRTO to review prelim findings 2 2 3 7 Summarize Recommended Needs/Functionality 3 5 10 18 Develop an Upgrade/Transition path tied to each municipality and V 4 12 24 40 Prepare and Submit DRAFT Technical Memo 4 6 10 20 Incorporate Comments into FINAL Technical Memo 2 4 7 2 15 0 Total Subtask 2 41 0 0 67 0 119 0 0 2 229 Total Hours 3 4 Subtask 3 HRTO Regional Operations Program Action Plan Medium-Term items Analysis of Statewide Signal Controller Platform potential on the reg 4 3 5 10 22 Develop recommended Needs/functionality/performance 8 5 5 4 22 Develop concepts for data sharing / configuration standards 2 3 5 10 Review opps. For collaboration across lines, software considerations 2 4 6 12 Assess the potential for unified/shared staffing at a regional 24/7 TO 6 6 10 22 Prepare and Submit DRAFT Technical Memo 5 10 12 27 Prepare Presentation and Present at HRTO subcommittee meeting 4 2 3 9 Incorporate Comments into FINAL Technical Memo 2 3 5 2 12 0 0 Total Subtask 3 33 0 8 38 0 55 0 0 2 136 Subtask 4 - HRTO Regional Operations Program Action Plan Long-Term items Regional TOC Analysis 0 Conduct interviews/telephone calls (up to 6 x 1hr each) for concepts 3 3 6 12 Expanded analysis of opportunities to promote with executive leader 8 8 4 20 Review/Document Best Practices of up to 3 other Regions with Sha 4 12 18 34 Lists of potential MOUs 1 3 6 10 Evaluate potential staffing scenarios and migration from after-hours 4 8 12 24 Summarize the vision 2 4 6 12 Summarize the benefits 6 12 18 36 Analyze potential funding sources 2 4 10 16 Prepare and Submit DRAFT Technical Memo 6 9 12 27 Prepare Presentation and Present at HRTO subcommittee meeting 4 2 2 8 Incorporate Comments into FINAL Technical Memo 2 2 3 2 9 Total Subtask 4 42 0 0 67 0 97 0 0 2 208 Total Project Hours Total Project Labor Fee 125 0 8 172 0 285 0 0 8 598 $29,625.00 $0.00 $1,592.00 $29,412.00 $0.00 $36,195.00 $0.00 $0.00 $696.00 $97,520.00 20.9% 0.0% 1.3% 28.8% 0.0% 47.7% 0.0% 0.0% 1.3% 100.0% Summary of Direct Expenses (Kimley-Horn) Item Number Cost/Per Item Cost Car Rental (days) 0 $55.00 $0.00 Car Rental Taxes & Fees 0 $5.73 $0.00 Gas (gallons, assume 15 MPG) 0 $3.90 $0.00 Personal Vehicle Mileage (to attend meetings) 800 $0.535 $428.00 Meals (days) 0 $41.00 $0.00 Lodging (nights) 0 $77.00 $0.00 $0.00 $0.00 Total Direct Expenses $428.00 Summary of Fee (Kimley-Horn) Total Labor Fee $97,520.00 Total Direct Expenses $428.00 Total Project Fee $97,948.00