August 9, Dear Mr. Martino:

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1 August 9, 2007 Mr. Christopher E. Martino, CPA Director of Finance Finance Department Prince William County 1 County Complex Court Prince William, Virginia RE: Public-Private Transportation Act Competing Conceptual Proposal University Boulevard Extension from Sudley Manor Drive to Hornbaker Road and Route 28 Improvements from Vint Hill Road to Hornbaker Road Dear Mr. Martino: Prince William Infrastructure, LLC (PWI) is pleased to submit our competing Conceptual Public Private Transportation Act Proposal to you for the University Boulevard Extension and Route 28 Improvements projects. Our Competing Proposal is submitted to you in accordance with the County s Notice of Receipt of an Unsolicited Proposal. PWI is a team comprised of Shirley Contracting Company, LLC, Dewberry & Davis, LLC, and Johnson, Mirmiran & Thompson, three of the areas most experienced design/build firms who are prepared to team with Prince William County to deliver these important road improvement projects. The Shirley/Dewberry/JMT proposal will design and construct the extension of University Boulevard and the improvements to Route 28 on an accelerated time schedule in a true design-build fashion. Our Team has the most significant PPTA and design-build experience in the Northern Virginia region, allowing us to utilize our experience and past successes to the benefit of Prince William County. Our concept to provide these improvement projects are innovative and will represent a true partnership between Prince William County and the private sector-as envisioned by the PPTA. The PWI Team brings to Prince William County: Experience in the successful delivery of PPTA projects in Virginia. Ability to deliver comprehensive road improvements on an expedited basis. Proven managers who will deliver the project improvements. A track record of delivering quality projects ahead of schedule. A proven approach and methodology for delivering a PPTA project. Extensive financial resources of one of Virginia s leading road building firms. Thorough understanding of the Prince William County and Virginia Department of Transportation s processes and procedures. An aggressive schedule for completion of the transportation improvements.

2 Our Team stands ready to address any questions Prince William County may have regarding our proposal and we look forward to working with you in advancing these projects. Enclosed you will find a check in the amount of $5, for the proposal review fee, ten (10) copies of our Competing Proposal and a CD containing the proposal, and ten (10) copies of the proposal minus Tab 3 confidential information. Please contact me at your convenience should you have any questions. Sincerely, Garry A. Palleschi Proposal Manager Prince William Infrastructure, LLC

3 Prince William County Qualifications and Experience 1a. Identify the legal structure of the firm, or consortium of firms making the proposal. Identify the organizational structure for the project, the management approach and how each partner and major subcontractor in the structure fits into the overall team. Legal Structure Prince William Infrastructure, LLC (PWI), a Virginia limited liability corporation will be formed to be the Program Manager of the University Boulevard and Route 28 Improvements (the Program) and to oversee the Program. The Project Team will contract with consultants, contractors, and others, including team members, to complete the proposed Program. The project team leader is: LLC Member Shirley Contracting Company, LLC (Shirley) Roles Program Management & Design Build Construction Management and Construction Organizational Structure The Project Team has assembled a highly qualified team to develop, plan, design, and construct the proposed improvements to University Boulevard and Route 28. Each team member has clearly defined roles and responsibilities, as shown on the Organizational Chart and as described in the table of Team Member Roles and Qualifications on subsequent pages. Additional team members will be added during the Detailed Proposal Phase and thereafter, as needed. ORGANIZATIONAL STRUCTURE Prince William County Prince William Infrastructure, LLC Engineering And Design Dewberry & Davis, LLC (Lead Designer) Johnson Mirmiran & Thompson, Inc. -Technical Services -Right-of-way Acquisition -Utility Relocation Shirley Contracting Company, LLC -Project Controls -Scheduling -Cost Control Shirley Contracting Company, LLC General Contractor/ Construction Manager: Shirley Contracting Company, LLC Specialty Consultants as needed for Geotechnical Engineering, Mapping, and Subsurface Utilities Investigations Other Firms VDOT Prequalified subcontractors as needed. 1-1

4 Prince William County Qualifications and Experience Company Role Team Member Qualifications Program Management, Construction Manager, General Contractor Lead Design Engineer Design Engineer Shirley Contracting Company, LLC Dewberry & Davis LLC Johnson, Mirmiran, & Thompson, Inc Extensive experience with PPTA Projects, development, design management, scheduling, construction, and quality assurance of roadway construction in Virginia Strong national reputation in transportation engineering combined with expertise of national and local firms to form solid design team Extensive experience in the design of roadway and bridge projects throughout the Mid Atlantic Region with an emphasis on Design-Build projects. Management Approach The Project Team will use a fully integrated, multi-disciplinary management approach, together with efficient internal and external communications, to successfully manage the projects. The Project Team members will work in partnership with staff members of Prince William County, the project stakeholders and coordinating agencies as necessary. Our Team members are focused on delivering an outstanding project in the minimum amount of time possible and we are committed to partnering with Prince William County, other agencies and individuals as necessary to successfully develop and execute this project. Utilizing best practices of Design/Build projects and experience from successful transportation projects in the region, such as the Route 28 Improvements PPTA project and the Dulles Greenway design/build project, and other successful design/build projects, the Team will acquire rights-of-way and relocate utilities in a phased and overlapping process, perform at-risk construction and complete the projects in the quickest possible time frame. All of the design elements will be carefully reviewed and critiqued by experienced field personnel to ensure a constructible and practical design. Prince William County and the Project Team will participate in reviews at intervals in a multi-staged process to ensure full compliance with the design intent and to facilitate fast-tracking the process. The Project Team will provide the necessary documentation to expedite permits, acquire rights-of-way, expedite the relocation of public utilities and document the construction. The Project Team offers Prince William County the following benefits: Availability: The local presence of the members of the Program Team allows for prompt response to any concerns, emergencies, and critical task items. 1-2

5 Prince William County Qualifications and Experience Efficiency: No unnecessary duplication of functions among the companies exists in the project organization, so operational effectiveness and cost efficiencies are maintained. Flexibility: The Team s working arrangements are flexible, allowing for change in task scope and work complexity and access to required technology and personnel resources. Team members will be added as needed during the development and execution of this program. Clear Responsibility: Our program organization has clear lines of responsibility and authority, avoiding confusion regarding responsibilities for performing work under the contract. Corporate Resources to Accommodate Multiple Project Tasks: The program s organizational structure permits the Program Manager to draw upon the strength and diversity of the firms to be involved. The talent, technologies, and assets of the integrated participants will be used to respond to management and technical challenges. The Program Manager has the authority to assign additional personnel to effectively respond to multiple concurrent project tasks. Previous PPTA Experience: Shirley Contracting Company executed a Comprehensive Agreement with the Virginia Department of Transportation in September 2002 for the Route 28 Corridor Improvements Project, the first PPTA project in the Northern Virginia region. Phase II of the Route 28 project was implemented in the fall of 2006 adding four additional interchanges to the project. Recently, Shirley was awarded an interim agreement by Spotsylvania County under a PPTA procurement to provide preliminary design services for nine secondary road projects in the county. The Board of Supervisors then approved moving forward with the Shirley Team to design and construct the projects. On the Route 28 project and the Spotsylvania projects, Dewberry is the lead design engineer. Also, Shirley Contracting possesses extensive design/build experience in the region and is currently completing the Dulles Greenway design/build project. Our lead engineering and design partner, Dewberry, is the designer of record on the Greenway design/build project and will be responsible for managing the University Boulevard and Route 28 project s design. Johnson, Mirmiran and Thompson, Inc. (JMT) will act as a subconsultant to Dewberry on the projects. Both Dewberry and JMT have a strong local presence with extensive experience in transportation engineering and direct involvement with Prince William County. The elements of the projects and the aggressive schedules proposed create an opportunity and a requirement to solicit local specialty engineering firms (for geotechnical investigations, mapping, and subsurface utility designations), roadway subcontractors, and material suppliers to aid the Project Team in this endeavor. The Project Team will add other members to the team to accomplish this program, with a focus on hiring local firms and only VDOT-pre-qualified subcontractors, who have the ability to provide bonds for their work, including disadvantaged business enterprises. For the purpose of this Conceptual Proposal, the core elements of the team have been assembled. The Team members are highly qualified and are poised to partner with Prince William County to successfully develop and execute this program. 1-3

6 Prince William County 1-4 Qualifications and Experience 1b. Describe the experience of the firm or consortium of firms making the proposal, the key principals and project managers involved in the proposed project including experience with projects of comparable size and complexity, including prior experience bringing similar projects to completion on budget and in compliance with design, land use, service and other standards. Describe the length of time in business, business experience, public sector experience and other engagements of the firms that will provide design, construction and completion guarantees and warrantees and a description of such guarantees and warrantees. Experience of the Team The project is being developed by Prince William Infrastructure Improvements LLC, which is lead by Shirley Contracting Company, LLC. As the Program Manager, Shirley Contracting Company will serve as the organization's leader. The Program Manager will individually contract with each of the members of the team to complete the project. The experience of each team member is summarized below. Shirley Contracting Company, LLC Shirley Contracting Company (Shirley) with its main office in Northern Virginia has provided high-quality, comprehensive construction services to public transportation and highway authorities and private developers in the Washington, D.C. metropolitan area for over 30 years. Shirley enjoys an excellent reputation with the Virginia Department of Transportation having completed many large-scale highway construction projects. Shirley has earned numerous quality awards for its work and specializes in completing projects on a fast track basis. With over 30 years of experience, Shirley offers its clients complete capabilities from preliminary design studies through construction management, construction and closeout. Shirley has completed construction of the $90 million dollar Phase II/III Springfield Interchange project in Springfield Virginia, at the crossroads of Interstates 95, 395 and 495. Shirley completed the work on the project ahead of schedule earning the company a substantial early completion bonus offered by VDOT. In addition to Phases II/III of the project, Shirley was awarded and has completed Phase IV of the interchange reconstruction, a project with a value in excess of $130 million. Both projects are part of rebuilding of one of the busiest interchanges in the state of Virginia. The estimated construction cost of the entire project is in excess of $650 million. Shirley Contracting Company, along with The Clark Construction Group, was awarded the first Public-Private Transportation project in Northern Virginia, the construction of six grade-separated interchanges in the Route 28 corridor in Fairfax and Loudoun County. The Comprehensive agreement was signed in September of 2002, construction is underway and the project will be completed in late Phase II of the project was added in the fall of 2006 and includes four additional gradeseparated interchanges scheduled for completion in late Shirley brings to this project: Over 30 years of heavy-highway construction experience. Design-Build project experience, including several projects with Dewberry

7 Prince William County Qualifications and Experience Excellent working relationships with the Virginia Department of Transportation (VDOT) and Prince William County. Public-Private Transportation experience on the Route 28 Project and Spotsylvania County. Extensive VDOT construction experience. Experience in delivering fast-track projects ahead of schedule and within budget. Excellent reputation and relationships with local contractors, subcontractors and suppliers. Award-winning safety programs. Dewberry & Davis, LLC (Dewberry) and its affiliated companies are a nationally recognized architecture/engineering organization (A/E) with principal offices in Fairfax, Virginia, and branch offices throughout the Mid-Atlantic and Northeast regions. Since 1956, the firm has offered comprehensive services in architecture, engineering, planning and surveying and currently employs over 1,800 professionals in 21 branch offices. With its combined resources, Dewberry has six offices and more than 400 personnel involved in planning, design, and inspection of transportation facilities. These resources have placed Dewberry among Engineering News-Record s top 25 transportation engineering firms. Dewberry brings to this project: 50 years of engineering and design experience. Experience in planning and designing many large-scale projects for the Virginia Department of Transportation. Experience designing principal arterial and interstate highway corridor improvements with multiple interchanges and bridges. Previous experience working for VDOT in northern Virginia, including the Dulles Greenway and Dulles International Airport. PPTA experience as the Design Engineer for the Route 28 Corridor Improvements. Extensive experience working for Prince William County, including providing the design services for: - Prince William Parkway - I-95/Prince William Parkway Interchange - Route 1/Route 123 Interchange - University Boulevard at the Prince William Institute, Hornbaker Road, Discovery Boulevard, Wellington Station Road, and Innovation Loop at Innovation@Prince William - Spriggs Road Improvements 1-5

8 Prince William County Qualifications and Experience Johnson, Mirmiran & Thompson, Inc. (JMT) was founded in 1971 and is "Celebrating over 35 years of Engineering Excellence". JMT is a full service ENR top 500 transportation engineering firm (No. 162 in 2007). JMT is a full service Planning, Engineering, Environment Design-Build, PPTA and Construction Management company with over 550 employees. Their extensive professionals include engineers, planners, landscape architects, environmental specialists, program and construction managers and surveyors. They are strategically located throughout the Eastern United States with 12 offices located in six states. Their Virginia offices are in Fairfax, Richmond and Virginia Beach. Their experience spans more than 500 Clients and over 4,000 completed projects in Virginia, Maryland, Pennsylvania, Delaware, Florida, West Virginia and Washington, DC. They have the resources and the corporate commitment to meet all of the requirements of this project. JMT brings to this project: 35 years of engineering and design experience. Full service engineering services in the Commonwealth, including R/W acquisition and Underground Utility Designating and Locating. A staff of over 550 professionals VA/DC Design-Build experience includes: - Engineer of Record on the Buffalo Creek Bridge replacement in Town of Farmville - Engineer of Record on the 9 th Street Bridge in Washington, DC - Engineer of Record on the Taylor Street Bridge replacement in Washington, DC PPTA experience in Virginia on the Route 15 project in Prince William County Experience in planning and designing many urban projects for the Virginia Department of Transportation, Prince William County and other localities and municipalities throughout Virginia. Experience working for Prince William County, including providing the design services for: - The USMC Heritage Center roadway improvements - Route 1 improvement, Joplin Road to Brady s Hill Road. JMT currently has a Prince William County On-Call survey contract. 1-6

9 Prince William County Qualifications and Experience Team s Business and Public Sector Experience Shirley Contracting Company, LLC Shirley has been involved in the construction of heavy and highway projects for the Virginia Department of Transportation for the past 30 years. As one of VDOT s premier constructors, Shirley has been the prime contractor for the widening and extensions of the HOV lanes on Interstate 95 as well as numerous other high profile projects in and around Northern Virginia. Shirley Contracting Company has completed multiple phases of the reconstruction of the Mixing Bowl where Interstates 95/395/495 converge. Shirley was the successful bidder on Phases II, III and IV of this project and has completed all Phases of the project ahead of schedule, earning the company substantial early completion bonuses. The Mixing Bowl will entail over $650 million of construction before the entire project is completed. Project Title/Location: I-95/495/395 Reconstruction, Phases II/III/IV Client: Virginia Department of Transportation Services Provided: Prime Contractor Shirley Contracting Company was the prime contractor on three phases of the Springfield Interchange project in the heart of Northern Virginia and one of the Commonwealth s busiest sections of Interstate. The projects encompass the construction of 20 new bridges, over 60 MSE retaining walls, sound barrier walls, excavation and grading, significant changes to the existing traffic management systems and repaving of large portions of the roadway. Project Title/Location: Route 28 Corridor Improvements-Public Private Transportation Act Project Client: Virginia Department of Transportation Services Provided: Developer/Construction Manager Shirley Contracting Company and The Clark Construction Group are co-managers and developers of Northern Virginia s first PPTA project, the Route 28 Corridor Improvements. Phase II of the project entails design-building 6 grade separated interchanges to replace existing at-grade intersection on heavily traveled Route 28. The $250 million project was started in September In addition to design and construction, the team is responsible for acquiring all required right-of-way for the project and all utility relocations necessary for construction. The Team was awarded Phase III of the project in the Fall of 2006 which added the design and construction of four additional grade-separated interchanges, for a total project cost in excess of $350 million. 1-7

10 Prince William County Qualifications and Experience Project Title/Location: Rehabilitation of Turkey Run & Dead Run Bridges George Washington Memorial Parkway Client: Federal Highway Administration Services Provided: Prime Contractor Shirley Contracting Company was the prime contractor on this challenging Bridge rehabilitation project. The project was comprised of the demolition and reconstruction of 3 bridges and deck modifications to a 4 th bridge. All bridgework was restricted to weekends and weekend nights with substantial liquidated damages assessed if the entire roadway was not available to the traveling public each Monday during the course of the project. Project Title/Location: Route 28/29 Interchange Improvements Client: Virginia Department of Transportation Services Provided: Prime Contractor Shirley Contracting Company was the prime contractor on this project which involved constructing 1.52 miles of divided multi-lane highway and maintaining traffic for over 121,000 vehicles each day at this busy interchange on the border of Fairfax and Prince William County. Construction included a detour of Route 29 traffic allowing 271,000 c.y. of excavation to take place and construction of a 214 ft long 160ft. wide bridge to be constructed. The bridge allowed Route 28 traffic to be carried over Route 29, eliminating a notorious traffic bottleneck in the area. The project was completed two months ahead of schedule. Coincidentally, Dewberry was the designer of this project. Project Title/Location: Route 7/15 Interchange Client: Virginia Department of Transportation Services Provided: Prime Contractor As the prime contractor for this project, Shirley Contracting Company constructed new roadways, rehabilitated 2 bridges and constructed a new flyover bridge at this busy interchange just outside of Leesburg, Virginia. This new bridge dominates the skyline in this region and is a signature of the growth and change in this once rural area. Project Title/Location: Fairfax County Parkway Multiple Sections (@ Route 617 Route 7) Client: Virginia Department of Transportation Services Provided: Prime Contractor As the prime contractor, Shirley Contracting Company has completed two sections of the Fairfax County Parkway which involved over $ 25 million dollars in contract work. Both projects entailed the construction of a new 4 lane divided highway with construction of multiple new bridges, MSE retaining walls, and sound barrier walls. Both projects were completed on a fast track basis in which the roadways were delivered to the State well in advance of the project completion date and allowed for the traveling public to benefit from the roadways on an accelerated schedule. 1-8

11 Prince William County Qualifications and Experience Project Title/Location: PenRen Secure Access Lane Client: Pentagon Renovation Group Services Provided: Design/Build secure access lane (SAL) to the Pentagon's Remote Delivery Facility Federal officials identified the project as one of the top rated priority security projects in the United States. The $10 million Design/Build project involved modification of the Route 27/244 Interchange and to create a secure/dedicated access lane and incorporate blast protection. The SAL was created to increase truck queuing capacity, while inhibiting unauthorized or accidental public access. The Pentagon's close proximity to Interstate 395, Route 27, and Route 110 created the need for an alternative design that would not only increase security, but also increase or maintain the level of service for the thousands of commuters that use these routes daily and grant easy and secure access for deliveries to the Pentagon. Project Title/Location: Spotsylvania County Transportation Improvements Client: County of Spotsylvania Services Provided: Design and Construction Management for nine (9) secondary road projects. Shirley with its partners English Construction and Dewberry were initially awarded an interim agreement to provide preliminary design services for secondary road projects in the County. The team, known as Spotsylvania County Infrastructure, LLC (SCI) was seleced as a result of a solicited PPTA proposal by Spotsylvania County. After developing over 40 alternatives on nine projects for consideration, the County approved advancing to the Comprehensive Agreement negotiations with the team to complete the design and construction of the nine projects. The SCI Team will be responsible for all design, right-of-way acquisition, utility relocations. permitting, construction, and, quality assurance/quality control services. Dewberry and Davis, LLC Dewberry has been involved in providing planning and design services for Prince William County since the 1980 s. Dewberry has been instrumental in all aspects of design and development on many County projects from initial design and development, to traffic surveys, traffic analysis, right-ofway and construction plans, environmental planning, and permitting. Dewberry enjoys an excellent working relationship with Prince William County and has public-private sector and design/build experience with the design of the Dulles Greenway, Route 28 Phase II, and the Pentagon Secure Bypass (Route 110 Relocation). Project Title/Location: Prince William Parkway Client: Prince William County Services Provided: Transportation Planning, Design Services and Construction Inspection Dewberry provided preliminary and final design of five miles of a four- and six-lane divided arterial roadway from Old Bridge Lane to I-95, including a full cloverleaf interchange with I-95. Design responsibilities included establishing horizontal and vertical alignments, coordinating utility relocation, preparing construction documents, cost estimating, and project coordination. Project Title/Location: University Boulevard and Wellington Station Road Client: Prince William County Services Provided: Transportation Planning, Design Services and Construction Inspection Dewberry was responsible for designing the half section of University Boulevard, consisting of 5,700 LF of six-lane urban minor arterial, 4,100 LF of 18-inch sanitary sewer, 4,100 LF of 30-inch waterline, and 4,500 LF of 24-inch waterline. The project involved major stream crossings requiring multi-cell box culverts, coordinating utility relocations, and coordinating adjacent site development. 1-9

12 Prince William County Qualifications and Experience Project Title/Location: University Boulevard and Hornbaker Road at Innovation Client: Prince William County Services Provided: Transportation Planning, Design Services and Construction Support Dewberry designed two separate four and six lane roadways totaling 3,600 linear feet for the County at the County s Innovation at Prince William site. Involvement began at preliminary planning and continued through design development and office support during construction. Dewberry s services included highway design, hydraulic design, permitting, preparation of construction documents, signal design, signing and marking, maintenance of traffic design, coordination with reviewing agencies and utility companies including Dominion Virginia Power, Verizon and NOVEC. Water and Sewer facilities were included in the design as well. Project Title/Location: Discovery Blvd. at Innovation Client: Prince William County Services Provided: Transportation Planning, Design Services and Construction Support Dewberry provided fast track design services for 3,800 linear feet of four-lane divided roadway and 1,400 feet of two-lane roadway. Project design was initiated and advertised for construction in less than six months. Dewberry s services included highway design, hydraulic design, permitting, preparation of construction documents, stormwater management design, dam design, signing and marking, maintenance of traffic design, coordination with reviewing agencies and utility companies including Verizon, Washington Gas and NOVEC LF of sanitary sewer and 4,400 LF of water lines were included in the design as well. Project Title/Location: Spriggs Road Improvements Client: Prince William County Services Provided: Transportation Planning, Design, and Construction Administration Services Dewberry provided preliminary through final design and construction for approximately 4.6 miles of four-lane urban minor arterial from Hoadly Road to Route 234. Design included a bridge over Powell s Creek, widening of 1,500 LF of Minnieville Road, waterline design, surveying, construction document preparation and coordination of utility relocations and adjacent site developments. Dewberry also provided Construction Administration and inspection services for Phase I of the construction which began in the Fall of 2003 and was completed in April Project Title/Location: Route 110 Relocation Client: Pentagon Renovation Program Services Provided: Design Build Engineering and Construction Administration Dewberry provided engineering services in a design build arrangement for the relocation of six lanes of Virginia Route 110 at the Pentagon. Three bridges, seven retaining walls, utilities, parking lots and many other elements were included in the design. Construction was completed within the original schedule despite the addition of $10 million in owner added change order work. The original project work was completed below the original budget. Dewberry also provided construction administration QA/QC services. Substantial coordination with VDOT and local utility companies occurred. Project Title/Location: Route 28 PPTA Phase II Design Build Improvements Client: Virginia Department of Transportation Services Provided: Transportation Planning and Design Services Dewberry is providing design and environmental permitting services, and construction inspection for the Route 28 Phase II Project which includes 10 new interchanges along Route 28, the possible widening of the mainline from six to eight lanes, and construction of secondary roadways. Project Title/Location: Dulles Greenway (Fairfax and Loudoun Counties) Client: Toll Road Investors Partnership II, LP Services Provided: Transportation Planning and Design Services The Dulles Greenway is a 14-mile limited access freeway extension of the Dulles Toll Road from Route 28 to the Route 7 / Route 15 Bypass in Leesburg, Virginia. The Greenway Project included nine interchanges, five major stream crossings, acquisition of federal and state permits for 64 acres of wetland impacts, design of a main toll barrier facility including an administration building and ramp 1-10

13 Prince William County Qualifications and Experience toll barriers. The project included the design of 36 bridges, 12 hydraulic structures and 24 grade separations, with eight curved girder bridges and one bridge widening. Project Title/Location: Interstate 66 Improvements Client: Virginia Department of Transportation Services Provided: Transportation Planning and Design Services Dewberry provided comprehensive planning, environmental and engineering design services for widening a 12-mile section of I-66 from a four-lane divided section to an eight-lane section including a concurrent High Occupancy Vehicle (HOV) lane in each direction as part of the regionally planned HOV network. The project extends from US Route 50 in Fairfax County to Route 234 in Prince William County. Dewberry has also provided the design for the extension of this eight-lane section farther west, from Route 234 in Manassas to west of Gainesville, a distance of approximately nine miles, as well as a grade separation of Route 29 over the Norfolk Southern rail line and a single point urban diamond interchange at Route 29/Linton Hall Road. Johnson Mirmiran and Thompson, Inc. JMT s history with the Prince William County goes back to the mid 1980 s when JMT designed a section of Minnieville Road for VDOT. Most recently, JMT has provided engineering design services to Prince William County for the roadway improvements required on Route 1 and Joplin Road for the USMC Heritage Center and for the reconstruction of Route 1 from Joplin Road to Brady s Hill Road. JMT is current on the design team to provide bridge design and right of way acquisition services on the Route 15 James Madison Highway PPTA Improvements. JMT also currently holds one of the On-Call survey contracts with the County. JMT enjoys an excellent working relationship with Prince William County. Project Title/Location: USMC Heritage Center Roadway Improvements, Prince William Co., VA Client: Prince William County Services Provided: Transportation Planning, Design Services and Survey JMT provided the engineering services required for roadway improvements associated with the USMC Heritage Center Museum. This was a fast track project had to be designed and constructed before the opening of the museum scheduled for November These services were for the widening of Joplin Road and U.S. Route 1. Joplin Road was widened from the I-95 northbound / Joplin Road eastbound on-ramp to the right turn lane at U.S. Route 1 southbound to create a continuous right turn lane along Joplin Road. Additionally, U.S. Route 1 was widened from the intersection of Joplin Road to approximately 2600 feet south. This widening accommodated a right turn lane into the USMC Heritage Center as well as an opposing U.S. Route 1 northbound left turn. The project was developed in Microstation using GEOPAK and was designed in accordance with VDOT Standards, Specifications and design practices for the construction of a 100% Federally Funded project. The project required a complete survey, roadway and drainage design, E & S Plans, traffic analysis and traffic engineering (signs, signals and pavement markings), an environmental document (an CE) and all permits necessary for construction. 1-11

14 Prince William County 1-12 Qualifications and Experience Project Title/Location: US Route 1, Prince William County, VA Client: Prince William County Services Provided: Transportation Planning and Design Services The project limits are from the Joplin Road intersection to Bradys Hill Road with transitions at either end to tie back to the existing roadway section. Design consists of widening and reconstruction of the existing four lane urban principle arterial roadway to six lanes with raised median, curb and gutter and multi-use trail on one side of the roadway and a 6-foot sidewalk on the other side. The project corridor is mainly commercial with some residential mixed in. The existing roadway is four lane undivided roadway lacking any dedicated left or right turn lanes which posed safety and capacity concerns. The overall length of the project is 0.7 miles including the transitions. Project Title/Location: PPTA Route 15 James Madison Highway Improvements, Prince William County, VA Client: Prince William County (Subconsultant To RDA) Services Provided: Bridge design services, survey including utility designating and locating and R/W acquisition. JMT is a subconsultant to the lead designer for this PPTA project. Responsibilities include the design of two river crossing structures: On Route 15 over Catharpin Creek north of Gates Mill Drive Old Carolina Road over Little Bull Run north of Heathcote Blvd. JMT performed subsurface utility designating and locating for the Route 15 PPTA North Section Design/Build project. JMT crews performed utility designation to locate the underground utilities horizontally and performed field surveys to generate a Microstation design file. Project Title/Location: Design Build Project Approaches & Bridges over Buffalo Creek, Town of Farmville, VA Client: Virginia Department of Transportation (Sub to Corman Construction) Services Provided: Design Services and Quality Assurance services JMT is the designer for the Town of Farmville, VA Buffalo Creek bridge replacement Design-Build project. The driving force for this project is to design and construct a bridge replacement for 3rd Street over Buffalo Creek in the Town of Farmville. The existing bridge will be removed and the proposed bridge will be constructed while maintaining traffic along this route. In addition to the bridge design there is the need to tie the existing approach roadways into the proposed section of the new bridge. The project is a Design/Build and in addition to the normal design the work includes the survey for construction, the inspection, preparing the permit sketches and the checking of working drawings. Project Title/Location: Design-Build, 9th Street Bridge Replacement, Washington, DC Client: Federal Highway Administration Services Design Services JMT was the lead design firm on the Team selected by The Federal Highway Administration, Eastern Federal Lands Highway Division (EFLHD) as the representative for the owner, the District of Columbia, District Department of Transportation (DDOT), for this challenging design/build project in the northeastern portion of Washington, DC in Ward 5. The project consists of the demolition of and removal of the existing structure and the design and replacement of the 9th Street Bridge over New York Avenue, Amtrak & CSXT Rail Facilities. The existing bridge is a seven-span structure originally constructed in The bridge carries four lanes of traffic, minimal width sidewalks and ramp structures to and from New York Avenue. The new 9th Street Bridge will be a four span 643 foot long steel plate girder structure. The new bridge will also carry four lanes of traffic and provide two 9 foot wide sidewalks. The Aesthetic features include granite faced curbs, new brick medians along New York Avenue, Brentwood Parkway, Mount Olivet Roads and 9th Street, ornamental light poles, fencing and railings and a stone-like finish on bridge wing walls. Additional work includes the reconstruction and widening of New York Avenue from Fairview Avenue to just east of the existing 9th Street Bridge, realignment of the 9th Street Intersection with T Street, newly configured intersection at the 9th Street.

15 Prince William County Qualifications and Experience Project Title/Location: Design-Build, Taylor Street Bridge Replacement, Washington, DC Client: Federal Highway Administration Services Provided: Design Services The Federal Highway Administration, Eastern Federal Lands Highway Division as the representative for the District Department of Transportation (DDOT), selected the team of Cherry Hill Construction, Inc. (CHC) and JMT for this challenging design/build project in southeastern Washington, DC. The structure carries Taylor Street over Brookland Avenue as well as Metro and CSX-T tracks. The existing bridge was a five-span structure originally constructed in 1939 and rehabilitated in 1968 and The bridge carries four lanes of traffic and two sidewalks with an overall width of 61 feet 8 inches. The superstructure was a combination of steel box girders, steel beam girders and concrete T-beam girders with plate steel enclosures along the fascia overhangs. The substructure includes both piling and spread footing foundation conditions and hybrid abutments. Completion, Guarantees and Warranties The Prince William Infrastructure team is prepared to provide development, design, construction and completion guarantees for all work undertaken as part of the project. Terms and conditions of the guarantees to be provided on the project will be negotiated as part of the Comprehensive Agreement between Prince William County and PWI. Our Team is experienced in providing development, design, construction and completion guarantees for our work on Design/Build and Public-Private Transportation Act projects. We are prepared to work with Prince William County regarding the requirements of the warranty of workmanship and materials incorporated into the project. The base warranty provided on Virginia Department of Transportation projects is one year. We can provide a longer warranty for the project and we will be willing to discuss this option with the County at the appropriate time. 1-13

16 Prince William County Qualifications and Experience 1c. Provide the names, prior experience, addresses, telephone numbers and addresses of persons within the firm or consortium of firms who will be directly involved in the project or who may be contacted for further information. Shirley Contracting Company, LLC Michael E. Post President/CEO BS, Accounting, George Mason University, 1985 Young Managers Institute, 1986 The Management Institute, Dynamics of Personal Leadership, 1987 Virginia Polytechnic Institute, Transportation Construction Management, 1988 Fails Management Institute, Management Productivity for Executives, 1989 Christopher A. Bucher Senior Vice President and Construction Manager BS, Civil Engineering, Virginia Polytechnic Institute, 1980 Jon Harman Vice President & Development Manager Bachelor of Science, Building Construction, Virginia Polytechnic Institute and State University Garry A. Palleschi Program Manager MBA, Marymount University, Arlington, VA, 1996 BS, Decision Science, George Mason University, Fairfax, VA, 1990 AAS, Building Construction, State University of New York, 1978 Mr. Post has over 20 years of experience in heavy highway construction projects including the past 12years as President and CEO of Shirley Contracting Corporation. Mr. Post spent 8 years as an Area Manager for Shirley overseeing the construction of multiple public and private projects simultaneously, many of these projects for the Virginia Department of Transportation, the District of Columbia Public Works Department and local municipalities and counties. Mr. Post was a member of the Route 28 Corridor Improvements team that negotiated the Comprehensive Agreement and Design-Build Contract for the Route 28 PPTA Project As Senior Vice President and Construction Manager, Mr. Bucher is responsible for the overall management of public and private contracts, specifically for projects with the Virginia Department of Transportation. Mr. Bucher has over 20 years of construction experience, beginning as a Design Engineer for Dewberry and Davis and Black & Veatch, before joining The Clark Construction Group, Inc. in 1982 as a Project Manager initially overseeing tenant build outs for multiple building projects. Mr. Bucher was then promoted to Project Manager and eventually to Senior Project Manager, supervising the construction of numerous building and water treatment projects in the metropolitan Washington, D.C. area. In 1994, Mr. Bucher joined Shirley Contracting Corporation as Vice President and Contract Manager, where he oversees the Contract and Subcontracts section as well as the overall management of all contracts with the Virginia Department of Transportation. Mr. Harman brings over 17 years of progressively responsible construction experience to the Team. As the program manager for the Route 28 Corridor Improvements PPTA project, Mr. Harman is overseeing the replacement of ten signalized at-grade intersections with high-capacity grade separated interchanges. Procured as a PPTA design/build contract, Jon and his Team are working with our proposed lead design firm Dewberry & Davis to convert Route 28 into a limited access facility. Under this design/build PPTA project, Jon is responsible for environmental compliance, design, right-of-way acquisition, utility relocations, permitting, construction, quality control and public relations. Jon has been the main point of contact between the contractor, the Virginia Department of Transportation, Fairfax and Loudoun counties, and the Route 28 Tax District. To date, Jon and his Team have completed design of all ten interchanges and have completed construction of six of the interchanges. The entire project is scheduled to be completed by the end of Mr. Palleschi has over 17 years of experience in the construction industry and is responsible for the company s business development, PPTA, and design/build programs. He was responsible for developing the successful PPTA Route 28 Corridor Improvements project, from building the team and developing the concept to assisting in the negotiation of the Comprehensive Agreement and Design/Build Contract with VDOT. He was also responsible for managing the acquisition of the Spotsylvania County PPTA project which includes the design and construction of nine key secondary road projects. 1-14

17 Prince William County Qualifications and Experience Dewberry and Davis, LLC David J. Mahoney, PE Senior Vice President Manager of Transportation BS, Civil Engineering, South Dakota State University, 1984 Registration: Professional Engineer: VA, MD Aaron Cheskis, PE Civil Engineer MS, Civil Engineering, Virginia Polytechnic Institute and State University, 2003 BS, Civil Engineering, University of Michigan, 1998 Registration: Professional Engineer: VA, MD, NC Mark G. Unterkofler, PE Associate Senior Structural Engineer Master of Science, Structural Engineering, Virginia Polytechnic Institute & State University, 1989 Bachelor of Science, Virginia Polytechnic Institute & State University, 1987 Registration: Professional Engineer: VA Jeremy J. Beck Civil Engineer BS, Civil Engineering, The Pennsylvania State University, 2002 Mr. Mahoney has comprehensive experience in all areas of civil engineering, with the primary emphasis being on large transportation projects in the Washington Metropolitan Area involving multi-disciplined engineering services. This experience includes performing highway corridor studies, conducting feasibility studies and managing all aspects of the final design and preparation of construction documents for major transportation projects in accordance with the Virginia Department of Transportation, Prince William County and other local criteria and procedures. Mr. Mahoney has been the Project Manager on significant projects completed for Prince William County including the Prince William Parkway, University Boulevard and Wellington Station Road at the Prince William Institute, and Spriggs Road Improvements. Additional responsibilities typically include direct involvement in processing necessary plan reviews and permit applications through local, state and federal agencies. Mr. Cheskis has extensive experience in all areas of highway engineering, with the primary emphasis being on transportation projects in the Washington Metropolitan Area involving multi-disciplined engineering services. This experience includes performing as the project engineer on large scale highway design projects, assisting in the public participation process, extensive experience in coordinating with local utility companies and County personnel and managing all aspects of the final design and preparation of construction documents for major transportation projects in accordance with the Virginia Department of Transportation, Prince William County and other local criteria and procedures. Mr. Cheskis has been involved in the final design and construction document preparation on numerous projects for Prince William County, including University Boulevard, Hornbaker Road, Discovery Blvd. and Spriggs Road Improvements. Mr. Unterkofler is a Senior Structural Engineer with Dewberry and has over 15 years of experience providing engineering design for bridges and other civil structures. He has functioned as the Structural Design Manager on Design/Build projects which have included the fast-track design of bridges, retaining walls, and drainage structures. He has considerable experience in the design and construction of various types of structures including straight and curved steel plate girders and prestressed concrete beams. Mr. Beck has extensive experience in all areas of highway engineering with emphasis on large-scale, privately funded, multi-disciplined transportation projects in the Washington Metropolitan area. This experience includes preparing Interchange Justification Reports, conducting Feasibility Studies, performing duties as the project manager on large scale infrastructure projects, along with designing many aspects associated with work of this nature. Mr. Beck has experience representing private owners along with designing and constructing infrastructure for VDOT, Prince William County, the Town of Dumfries, and other local entities along with coordinating with government officials and local utility companies and is familiar with state and local criteria and procedures. Mr. Beck has been involved in the final design of various projects in Prince William County including Harbor Station Parkway, the Route 1 / Route 234 Interchange and the Phase II portion of the I-95 / Route 234 Park and Ride Facility. Additional responsibilities typically include direct involvement in processing necessary plan reviews and permit applications through local, state and federal agencies. 1-15

18 Johnson, Mirmiran and Thompson, Inc. Robert Bob Gallagher, PE Vice President BS, Civil Engineering, Tri State University, 1987 AAS, Construction Technology, State University of NY, 1984 Registration: Professional Engineer: VA Rodney Hayzlett, PE Senior Associate, Civil Engineer BS, Civil Engineering, Virginia Polytechnic Institute and State University, 1993 Registration: Professional Engineer: VA Donnie Vaughan, PE Senior QA/QC Hydraulics Engineer AAS, Civil Engineering, VA Commonwealth University Registration: Professional Engineer: VA Richard Dick Asbury, PE Vice President Senior Structures Engineer BSCE, Structural Engineering, Virginia Polytechnic Institute and State University, 1969 Registration: Professional Engineer: MD Prince William County Qualifications and Experience Mr. Gallagher has more than 20 years of Virginia experience. He has extensive experience in Virginia transportation projects. He is thoroughly familiar with the complete process of transportation projects including public involvement policy and environmental document preparation, along with roadway, hydraulics and bridge design, construction inspection and right of way acquisition. He has been instrumental in the successful design and administration of many VDOT and municipal VDOT-funded transportation projects. He has also been instrumental in the successful administration of DB projects both Federal and State and PPTA projects. Representative example projects where he has served as the Principal in Charge and or the Project Manager include: Route 1/Monroe Avenue Bridge Design-Build, Alexandria, VA US Route 288 Bypass Public-Private Partnership, Goochland County, VA Pentagon Renovation Program for Roads, Grounds and Security Projects - Secure Access Lane Design-Build, Arlington, VA He is the transportation manager responsible for all four major transportation disciplines of roadway and bridge design, construction inspection and right-of-way acquisition services administered from the Richmond, Virginia office. He is thoroughly familiar with the complete process of transportation projects including public involvement policy and environmental document preparation, along with roadway, hydraulics and bridge design. He has been instrumental in the successful design and administration of many VDOT and municipal VDOT-funded highway projects. Mr. Hayzlett has over 14 years of experience in the design and management advanced technical urban and rural roadway and drainage Projects. His projects incude interstate-type roadways on new locations, reconstruction and widening, and major drainage improvements. Many of these projects were on new location with similar design characteristics to University Boulevard. Mr. Hayzlett was the project manager for the USMC Heritage Center roadway improvements and for the Route 1 project widening project both in Prince William County. Mr. Hayzlett is familiar with Prince William County Standards and the County s processed and procedures. He also has a vast background in Computer Aided Drafting and Design (CADD) software including: Microstation, AASHTO S IGrds, GEOPAK, AutoCad, Softdesk (ADCAD) and CaiCE for roadway design and Q HEC-12, RD DITCH, Peak Discharge, STORM CAD, SCS TR-55, QUICK TR-55, and POND PACK for drainage design. Mr. Vaughan has 42 years of experience working for the Virginia Department of Transportation. He has served as the District Drainage Engineer responsible for the review of site and residential subdivision plans for adequate drainage design relative to VDOT Drainage Criteria and Standards. He designed hydraulic structures (pipes, culverts, open channels, storm sewers) relative to Interstate, Arterial, Primary, and Secondary roads along with the design of water and sanitary sewer lines. Mr. Vaughan provides technical advice and quality assurance assistance for water resources design projects and design for roadway hydraulics. He also designs stormwater management features and erosion and sediment control practices for highways and other projects. Mr. Asbury has more than 36 years of experience planning, designing and managing bridge related projects. These bridges have ranged from simple span structures to multi-span structures with lengths in excess of 2,000 feet. The types of design also varied from rolled steel beams, plate girders, steel box girders, cast-in-place concrete box girders to prestressed girders. In addition for existing structures Mr. Asbury has performed and supervised the inspections, structural ratings, recommendation for repairs and design of the required repairs. Mr. Asbury has designed bridges on design-build contracts in Virginia, Florida and Maryland. He is currently the Project Manager and lead structural engineer for the Buffalo Creek D-B project in the Town of Farmville. 1-16

19 Prince William County Qualifications and Experience Randy Boice, PE Senior Associate BS Civil and Environmental Engineering Clarkson University 1991 Professional Engineer: VA. NY. MD. Randy Boice, PE will be leading the traffic engineering design efforts for the project. A resident of Prince William County, he was appointed by Coles District Supervisor Marty Nohe to the County s Mobility Committee which is charged with updating the Transportation Section of the County s Comprehensive Plan. With his experience on this committee combined with his more than 16 years of traffic engineering design experience, he brings unique knowledge of the Prince William County transportation system to the team. Firm Contact List Firm Name Firm Contact Shirley Contracting Company, LLC 8435 Backlick Road Lorton, Virginia Garry Palleschi Program Manger phone fax Dewberry, LLC 8401 Arlington Boulevard Fairfax, Virginia Mr. Kurt Thompson Executive Vice President phone fax Johnson, Mirmiran & Thompson 9201 Arboretum Parkway Suite 140 Richmond, Virginia Mr. Robert Gallagher Vice President phone fax 1d. Provide a current or most recently audited financial statement of the firm or firms and each partner with an equity interest of twenty percent or greater. Shirley Contracting Company, LLC is a privately held firm. Financial information for Shirley is located in Tab 3, Project Financing, Confidential and Proprietary Information. 1e. Identify any persons known to the proposer who would be obligated to disqualify themselves from participation in any transaction arising from or in connection to the project pursuant to the Virginia State and Local Government Conflict of Interest Act, Chapters 31 (Section et seq.) of Title 2.2 In accordance with the Virginia State and Local Government Conflict of Interest Act, Chapter 31 of Title 2.2, we do not know of anyone that is a part of our team that would be required to disqualify themselves from participation in this project. 1-17

20 Prince William County Qualifications and Experience Team References Team Member References/Contacts Ms. Susan Shaw, P.E. Project Manager-Route 28 PPTA Project Virginia Department of Transportation Avion Parkway Chantilly, Virginia Mr. Tom Blaser Prince William County 4379 Ridgewood Center Drive Prince William, Virginia Mr. Tom Blaser Prince William County 4379 Ridgewood Center Drive Prince William, Virginia

21 Prince William County Infrastructure Project Characteristics 2a. Provide a description of the project, including the conceptual design. Describe the proposed project in sufficient detail so that type and intent of the project, the location, and the communities that may be affected are clearly identified. Project Description University Boulevard Extension from Sudley Manor Drive to Hornbaker Drive. Approximately 5,000 LF The PWI Team proposes to extend University Boulevard from Hornbaker Road to Sudley Manor Drive, as a four-lane divided urban arterial roadway with a sixteen foot (16 ) median in accordance with the Prince William County Comprehensive Plan. The conceptual roadway layout is shown on EXHIBIT 2-1, indicating the general location for this roadway extension. A typical section for University Boulevard is also provided as EXHIBIT 2-2, including a five foot (5 ) sidewalk and ten foot (10 ) asphalt trail. The lead designers for the PWI Team, Dewberry, previously designed the adjacent sections of University Boulevard, from Hornbaker Road to the Route 234 Bypass, and from the Route 234 Bypass to Godwin Drive for Prince William County. University Boulevard will be designed in accordance with VDOT s Road Design Manual and VDOT s current Road and Bridge Standards, since the road will ultimately be accepted into the VDOT roadway system. Signal warrant analysis will be conducted for the intersections of Hornbaker Road and University Boulevard, and University Boulevard and Sudley Manor Drive, with signals installed as warranted. As current designers of the Hornbaker Road widening for Prince William County, Dewberry can also assure this University Boulevard extension matches with the proposed widening of Hornbaker Road. The PWI Team will coordinate with the proposed University Village development to provide entrances as coordinated and approved by Prince William County. Route 28 Capital Improvements from Hornbaker Drive to Vint Hill Road. Approximately 13,200 LF The PWI Team proposes to widen Route 28 from relocated Vint Hill Road to the eastern interchange ramps at the Route 234 Bypass interchange with Route 28, essentially to the Godwin Drive intersection. Route 28, which has recently been widened through this project area to a four-lane rural section, would be widened to a six-lane urban section roadway. The limits of this project are shown on EXHIBIT 2-3, with the proposed typical section on EXHIBIT 2-4. The Route 28 Bridge over Broad Run is currently being widened to accommodate the ultimate six-lane section, and therefore does not require any additional improvement as part of this project. The relocation of Vint Hill Road to an intersection approximately 1,000 LF west of its current location is also shown on EXHIBIT 2-3. The length of this relocation is approximately 3,000 LF. Signal modification will be provided for existing signals, and signal warrants completed for other new/modified intersections. The Route 28 widening and Vint Hill Relocation will be completed in accordance with VDOT s Road Design Manual and VDOT s current Road and Bridge Standards, since Route 28 is part of the VDOT Roadway System. 2-1

22 Exhibit 2-1: University Boulevard Conceptual Layout Prince William County Infrastructure Project Characteristics Exhibit 2-2: University Boulevard Typical Section 2-2

23 Prince William County Infrastructure Project Characteristics Exhibit 2-3: Route 28 Conceptual Layout Exhibit 2-4: Route 28 Typical Section 2-3

24 Prince William County Infrastructure 2-4 Project Characteristics Description of Transportation Services: In close coordination with Prince William County and VDOT, the PWI Team will conduct appropriate planning and then design, obtain applicable permits, and proceed with the construct of the projects. As appropriate, the Project Team will conduct the following activities as applicable to the projects: Overall Project Management - Management and oversight of all project activities Engineering Design - Surveying and mapping. - Geotechnical Investigation - Utility relocation design - Right-of-Way Impacts - Road and Bridge Design - Stormwater Management Analysis - Subsurface Utility Investigation Permitting - Environmental Permitting - Environmental Mitigation - Cultural and Historic Investigations - Hazardous Materials Investigations - Design Coordination - Phase I Archaeological Investigation Right-of-Way Acquisition - Design Coordination - Proffer Assessments - Appraisals - Title Reports - Offers and Negotiations with Landowners - Settlements, Closings and Recordations - Preparation of Condemnation Documentation Utility Relocation - Design Coordination - Determination of Prior Rights - Preparation of Relocation Plans - Completion of Easement Instruments - Management of Relocations - Utility Relocation Construction Construction - Roadway and Bridge Construction - Maintenance of Traffic - Erosion Control Measures - Safety

25 Prince William County Infrastructure Project Characteristics - Construction Management - Emergency Services Coordination Quality Assurance and Control - Testing and Inspection of the Work - Certification of the Completed Project - Coordination of Final Acceptance - Offsite Testing as Required Public Involvement - Citizens Information Meetings - Community Outreach - Public Hearings - Project Website Program Management - Overall Management of the Project - Accounting and Legal Services - Local Project Office - Insurance, Bonds, Taxes The projects will be designed and constructed in accordance with all applicable specifications, standards and manuals, including, but not limited to the following: VDOT Roadway Design Manual VDOT Road and Bridge Standards Prince William County Design and Construction Standards Manual Virginia Erosion and Sediment Control Handbook Virginia Work Area Protection Manual Manual on Uniform Traffic Control Devices Virginia Stormwater Management Handbook VDOT Drainage Manual VDOT Traffic Engineering Design Manual In addition, the projects will be designed and constructed in accordance with the appropriate environmental and permitting documentation and other regulatory documents and plans. The Project Team will design the improvements, while coordinating the public involvement process, as appropriate, in close collaboration with Prince William County. The Project Team will construct the improvements, in accordance with the design and all applicable specifications and standards, coordinating closely with construction administration staff members from both Prince William County and VDOT. We anticipate the planning and design process to require approximately six months of concurrent effort by the Design Manager and subconsultants for the project elements. We anticipate the design will proceed from conceptual design approval, to 65% reviews with public agencies, to a 100% Final Design. 2-5

26 Prince William County Infrastructure Project Characteristics During the design period, in a true design-build fashion, other activities will commence, e.g., ROW acquisition, utility relocation, and initial construction of portions of the project. The construction will be phased to minimize disruption to motorists. The proposed project schedules for all project activities are included as EXHIBITS 3-1 and 3-2. Critical Success Factors Several factors are critical to the success of the University Boulevard Extension and Route 28 Improvements project in its stages from development, design, construction, and turnover. These factors include: Prince William County s agreement to work in partnership during the right-of-way acquisition process for possible condemnation or quick property takings as required. Our Team is prepared to administer all aspects of the right-of-way acquisition process. Close coordination with VDOT, Prince William County, the general public, adjacent developers, and all other stakeholders during all phases of the proposal and project. The PWI Team will coordinate with developers along the projects to insure there are no conflicts with the proposed construction and to incorporate any available developer proffer obligations as part of the project work. A coordinated, collaborative public information effort by the public-private partnership both public and private entities working together with similar goals and objectives. Optimization of design for lowest cost and highest value to meet all requirements. Adherence to proposal schedule. Timely relocations of affected utilities. Timely processing of permits, reviews, and approvals. Strict controls during construction on safety, quality, schedule, and payment. 2b. Identify and fully describe any work to be performed by the County or any other public entity. If required, Prince William County will be asked to use its power of eminent domain to assist with right-of way acquisition to facilitate the design/build process. Our Team has included acquisition of all right-of-way required for the project and would request Prince William County s assistance in the event of a quick-take or condemnation. Prince William County will also assist in coordination of an expedited review process with County staff and the Virginia Department of Transportation as necessary. 2c. Include a list of all federal, state and local permits and approvals required for the project and a schedule for obtaining such permits and approvals. TABLE 2-1 and 2-2 Federal, State, and Local Permits tables on the following pages provides a summary of environmental issues and permit requirements on the projects. Our Team is prepared to obtain all project permits and will consult and coordinate the acquisition of required permits with Prince William County as necessary. 2-6

27 Prince William County Infrastructure Project Characteristics TABLE 2-1: UNIVERSITY BOULEVARD PERMITS Wetlands and Waters Threatened and Endangered Several crossings of waters exist within the proposed roadway alignment. Wetland delineation and perennial flow determinations must be conducted. The boundaries of the wetlands and streams must be surveyed in order to determine project impacts. The recently instituted jurisdictional determination forms will be completed and submitted to the Corps for verification of the wetland and stream boundaries. The new forms will require additional research and significant nexus evaluations for all on-site wetlands and waters. The State Endangered Brook Floater mussel has been documented in Broad Run just downstream of the project area. A mussel survey will likely be required In perennial streams. If found, avoidance, minimization, and mitigation efforts will have to be employed. If determined to be necessary, the mussel survey is not anticipated to cause project delays. Additionally, the State Threatened Upland Sandpiper has been documented nesting just south of the project area and may occur onsite especially in areas with old open fields. The DGIF may require a survey for this species or a time of year restriction for construction. VMRC VMRC does not have jurisdiction because all streams that will be crossed have less than a 5 sq-mi. drainage area. Permits/Clearances DEQ/Corps Chesapeake Bay Act Resource Protection Areas PWC VSMP Floodplain Issues Cultural Resources Hazardous Materials It appears that there will be at least four separate and distinct crossings of jurisdictional waters of the U.S. The crossings are anticipated to meet the requirements for the State Programmatic General Permit (SPGP). Mitigation for wetland and stream impacts may be required depending on impact totals. Stream Assessments will be required by the DEQ and the Corps for determining compensation requirements. The project is proposed to cross a stream that has a county-mapped RPA. Although public roadways are exempt from this regulation, the placement of SWM facilities is not. Avoidance efforts will be made to locate any required SWM facilities outside of the RPA limits. A VSMP permit will be required for Construction. A permit application for VSMP General Permit for construction sites is necessary. A stormwater pollution prevention plan must be completed. A nominal permit fee applies. There are several minor floodplain crossings proposed. Floodplain studies will be required for streams that have a drainage area of greater than 100 acres at the point of the crossing. The tributary to Broad Run that is closest to Sudley Manor Drive will require a floodplain study. The potential to encounter significant archaeological resources exists in the project area especially adjacent to the tributary to Broad Run. Due to the requirement for a Corps of Engineers Permit, a Phase I survey for both archaeological as well as architectural resources will likely be necessary. We conducted a review of EPA s hazardous materials database and the DEQ What s in my Backyard database and found several hazardous waste generators and petroleum releases in the area. We recommend conducting a Phase I ESA to obtain more detailed information and to discern potential liability issues. 2-7

28 Prince William County Infrastructure Project Characteristics TABLE 2-2: ROUTE 28 IMPROVEMENTS Wetlands and Waters Threatened and Endangered Several crossings of waters of the US exist within the proposed roadway widening project. A delineation of the waters of the US including wetlands and perennial flow determinations must be conducted. The boundaries of the wetlands and streams must be surveyed in order to determine project impacts. The recently instituted jurisdictional determination forms will be completed and submitted to the Corps for verification of the wetland and stream boundaries. The new forms will require additional research and significant nexus evaluations for all on-site wetlands and waters. The State Endangered Brook Floater mussel has been documented in Broad Run just downstream of the project area. A mussel survey may be required in perennial streams. If found, avoidance, minimization, and mitigation efforts will have to be employed. If determined to be necessary, the mussel survey is not anticipated to cause project delays. Additionally, the State Threatened Upland Sandpiper and Loggerhead Shrike have been documented nesting within and south of the project area. The Upland Sandpiper may occur onsite especially in areas with old open fields. The DGIF may require a survey for these species or a time of year restriction for construction. VMRC VMRC does not have jurisdiction because all streams that will be crossed have less than a 5 sq-mi. drainage area. This assumes that no work will be done on the Route 28 bridge over Broad Run. Permits/Clearances DEQ/Corps Chesapeake Bay Act Resource Protection Areas PWC VSMP Floodplain Issues Cultural Resources Hazardous Materials It appears that there will be at least four separate and distinct crossings of jurisdictional waters of the U.S. The crossings are anticipated to meet the requirements for the State Programmatic General Permit (SPGP). Mitigation for wetland and stream impacts may be required depending on impact totals. Stream Assessments will be required by the DEQ and the Corps for determining compensation requirements. The project is proposed to cross a stream that has a county-mapped RPA. Although public roadways are exempt from this regulation, the placement of SWM facilities is not. Avoidance efforts will be made to locate any required SWM facilities outside of the RPA limits. A VSMP permit will be required for Construction. A permit application for VSMP General Permit for construction sites is necessary. A stormwater pollution prevention plan must be completed. A nominal permit fee will apply. There are several floodplain crossings proposed. Floodplain studies have been completed to VDOT standards; however, the County may require floodplain studies be completed according to the County standards. Both the Cannon Branch crossing near Godwin Road and the crossing of the tributary to Cannon Branch, which is closest to Route 28 and Route 234 interchange, will each require a floodplain study. One archaeological resource was identified (44PW0969). It is located adjacent to Route 28 within the golf course. There are also several other structures within the area that may be considered to have architectural significance. Due to the requirement for a Corps of Engineers Permit, a Phase I survey for both archaeological as well as architectural resources will likely be necessary. We conducted a review of EPA s hazardous materials database and the DEQ What s in my Backyard database and found several hazardous waste generators and petroleum releases in the area. We recommend conducting a Phase I ESA to obtain more detailed information and to discern potential liability issues. 2-8

29 Prince William County Infrastructure Project Characteristics 2d. Identify any anticipated adverse social, economic, environmental and transportation impacts of the project measured against the County s comprehensive land use plan and applicable ordinances and design standards. Specify the strategies or actions to mitigate known impacts of the project. Environmental Impacts It is anticipated that adverse environmental impacts associated with the University Boulevard Extension and Route 28 Improvements will be primarily limited to impacts to Waters of the U.S. including wetlands. Several crossings of waters exist within the project length. The PWI team will conduct a wetland delineation and have the boundaries surveyed. These boundaries will be verified by the Corps of Engineers during a jurisdictional determination, in order to determine roadway impacts to waters of the U. S. including wetlands. Several cultural resources and state endangered and or threatened species have been identified within or adjacent to the proposed project area. Surveys for these resources may be required as part of the permitting process. We do not anticipate that these issues will cause significant delay to the project, but they will require coordination with the appropriate agencies. The PWI team is well versed in negotiating these types of environmental issues. Environmental Mitigation Impacts to wetlands and streams will require compensatory mitigation. First, the Team will coordinate and negotiate with the permitting agencies to determine the exact amount of impacts requiring compensation. Various options exist for wetland compensation, including the purchase of credits at mitigation banks, wetland creation/restoration, and stream restoration. For purposes of this proposal, it is assumed that impacts to vegetated wetlands will be mitigated through wetland banking. Three options exist for addressing stream impacts. These are on-site mitigation, purchases from an approved wetland bank and payments into the trust fund. Due to the project s proximity to Manassas Regional Airport, creating on-site wetland and/or stream mitigation may not be feasible due to the increased risk of bird strikes with air traffic. Consequently, purchasing from an approved wetland and/or stream bank may prove to be the most feasible mitigation option. Transportation Impacts The proposed University Boulevard Extension consists of a new 4-lane section on a new alignment. We anticipate essentially no traffic impact during the construction of this project due to the fact it is on a new alignment. Minor impacts may occur at the tie-in of the project to existing roadways. The Route 28 Improvements consist of widening existing Route 28 to include 2 new travel lanes that will result in a six-lane divided roadway upon completion. During construction, we do anticipate minor impacts to traffic flow in the area which will be scheduled during off-peak hours. A detailed maintenance of traffic plan will be developed and approved by Prince William County and VDOT, assuring that the disruption of traffic is minimized. Information on any impacts to traffic during construction will be posted on the project s website. Quality Assurance A detailed Quality Assurance Program will be developed and implemented on the University Boulevard and Route 28 projects. The members of the PWI Team have proven experience developing and administering Quality Assurance Programs for design/build construction projects similar to the projects proposed here. A complete Quality Assurance Program will be included with the Detailed Proposal. 2-9

30 Prince William County Infrastructure 2-10 Project Characteristics 2e. Identify the projected positive social, economic, environmental and transportation impacts of the project measured against the County s comprehensive land use plan and applicable ordinances and design standards. The University Boulevard Extension project and the Route 28 Improvements project will provide key upgrades to important corridors that are needed today. Major residential development has occurred along each project accelerating the need for upgraded roadways. The improvements will relieve congestion and provide a safer roadway leading to major residential developments. The projects are key components of the Prince William County 2006 Local Road Bond Program and the County s Comprehensive Plan. All design and construction will be done to Prince William County and VDOT Standards. 2f Identify the proposed schedule for the work on the project, including sufficient time for the County s review and the estimated time for completion. Project Schedule Conceptual Project Schedules for the University Boulevard Extension and Route 28 Improvements are provided as EXHIBITS 3-1, and 3-2. The proposed schedules list general activities required for planning and executing these projects. The concept is intended to be a starting point in discussions with Prince William County with the mutual objective of developing detailed schedules as part of the Detailed Proposal Phase. While the proposed schedules are aggressive, they incorporate the following timesaving methodologies: Partnering among Prince William County, VDOT, and the Project Team In-line coordination, review, and approval of planning studies, environmental permitting, and design plans and specifications with Prince William County, VDOT, and other agencies Acquisition of right-of-way performed by the Team Utility relocations performed in advance of road and bridge construction Design-build techniques Fast-track methods, such as fast tracking permitting Value engineering efforts during design and construction These time-saving methodologies or any fast-track process will not circumvent the public involvement process. Furthermore, safety and quality will remain critical from initial concepts to final construction completion. 2g. Propose allocation of risk and liability, and assurances for timely completion of the project. Design and Construction Liability The liability for the design and construction of the project will rest with the Project Team. All work will either meet or exceed current county, state and local guidelines. Subcontractors will be required to bond their work, and all design work will be submitted to Prince William County for approval. Construction Administration and Inspection will be provided by the Project Team, with Prince William County in an oversight role. The PWI team will provide assurances of timely completion of the projects to prince William County in the form of payment and performance bonds if so desired by the County. In addition, as part of the ultimate Comprehensive Agreement for the projects, a provision for liquidated damages will be negotiated.

31 Prince William County Infrastructure Project Characteristics 2h. State assumptions related to ownership, legal liability, law enforcement and operation of the project and the existence of any restrictions on the County s use of the project. Project Ownership Upon completion of construction, the University Boulevard Extension and the Route 28 Improvements will be turned over to the Virginia Department of Transportation for acceptance into the state s system. Our Team, in conjunction with Prince William County, will be responsible for acceptance by VDOT upon completion of the work. Legal Liability Our Project Team assumes legal liability normally associated with a design/build project. Legal liability associated with ownership rests with Prince William County and/or the Virginia Department of Transportation after the Project Team completes the project and turns the improvements over to VDOT. Law Enforcement The Virginia State Police and Prince William County Police will patrol University Boulevard and Route 28 as appropriate. Details will be addressed in the Comprehensive Agreement. Operation of Facilities Upon completion of construction of the projects, and acceptance by VDOT, the responsibility for operations and maintenance of the improvements will be transferred to VDOT. 2i Provide information relative to phased openings of the proposed project. Phased Openings It is the intent of the Project Team to minimize disruption to the traveling public during the construction of the projects. Minimizing disruption begins with minimizing the duration of the projects. Getting the projects started quickly and finished on time on an aggressive schedule will deliver the greatest convenience to the public. We anticipate constructing the improvements with a minimum of disruption to traffic. As the University Boulevard project is an extension, it will be opened to traffic once it is complete with no planned phased openings. With the Route 28 Improvements, the PWI Team will investigate opportunities to open completed sections of the road as soon as they are completed. Our team understands the importance of keeping traffic flowing freely on Route 28 during the peak morning and evening commutes and will develop an approach to phasing that ensures improvements are open and available as soon as practical. 2-11

32 Prince William County Infrastructure Project Financing The contents of TAB 3 PROJECT FINANCING are proprietary and confidential. They can be found in the CONFIDENTIAL volume of our proposal. PUBLIC 3-1

33 Prince William County Infrastructure Project Benefit and Compatibility 4a. Identify who will benefit from the project, how they will benefit, and how the Project will benefit the County and the overall community. The proposed improvements to Route 28 and the University Boulevard Extension will generate numerous benefits to Prince William County, to the various stakeholders along the projects including the residents of the local communities, to the commuters and businesses in the County, and to the Commonwealth of Virginia. The proposed improvements are consistent with the Prince William Comprehensive Plan and will mesh with Virginia Department of Transportation roadway improvement projects in the area. More importantly, the projects will have an immediate impact to mobility in the County upon completion. Some of the specific benefits of the projects are as follows: Community Benefits The implementation of these projects will result in significant community benefits as listed below: Safer, more reliable roadways. Increased roadway capacity with the construction of additional lanes. Improved commuting and emergency response times due to increased roadway capacity. Additional economic opportunities in Prince William County, especially for Prince William. Congestion relief by providing more throughput. Environmental benefits due to the reduced congestion induced vehicle emissions. Finally, the proposed improvements to both University Boulevard and Route 28 satisfy the County s long-range vision for improvements in the area and delivers on the County s 2006 Bond Referendum where funds were approved by voters in Prince William County to improve important county roadways. Benefits to the Taxpayers of Prince William County Delivery of the projects under the Public Private Transportation Act (PPTA) also provides a number of benefits to the taxpayers of Prince William County. Under conventional construction mechanisms, the proposed construction would take place in the traditional design, bid, and build method of procurement. PWI s proposal accelerates the completion of these important transportation improvements, delivering the projects in less than half the time of a traditional procurement. PWI s proposal provides many other benefits to the residents of the County including: Shifting of Risk One of the most important and direct benefits from the PPTA process is that risks, not only price and schedule, but also oversight and project coordination risks, are shifted from the County to the Project Team. Although the County retains certain responsibilities that cannot be economically addressed by the private sector, others are specifically assumed by the private sector, thus allowing the county to focus its resources on other transportation priorities. Further, the risks of inflation are transferred from the County to the Project Team via a fixed price for the project. Benefits due to Improved Safety and Less Congestion Perhaps the single most important aspect of our Team s proposal is the improvement to driver safety and improved traffic flow resulting from the University Boulevard Extension and the improvements to Route 28. The proposed upgrades and roadway widening will relieve congestion on an already overburdened roadway and provide 4-1

34 Prince William County Infrastructure Project Benefit and Compatibility commuters with improved roadways. The improvements to Route 28 will reduce accidents, lower travel times between destinations and promote safer driving conditions along this heavily traveled roadway. Economic Development Benefits The improved access and mobility resulting from the proposed improvements will create a number of economic development opportunities throughout the affected corridors and increase mobility for those who use them for work and shopping, in addition to providing for the efficient movement of goods throughout the region. The University Boulevard and Route 28 improvements will also have spin-off benefits for the entire region. Not only will the actual construction itself create new local jobs for the entire construction period, it will make the region more attractive to new and expanding businesses, improve access to existing and planned residential developments, while providing additional job opportunities in the future. It is also anticipated that by making the road safer and reducing congestion, commerce along the corridor will be more efficient, thus resulting in significant savings to the everyday commercial motorists. The improved traffic flow will enable carriers to reach their destinations in less time, reducing the costs associated with moving goods. Safer traveling conditions will also result in lowering the costs of doing business. The improvements will have direct positive impacts to the mobility around Prince William, one of the County s premier sites for economic development. Prince William County Transportation Benefits By electing to utilize the PPTA mechanism for project delivery, Prince William County will be meeting the needs of roadway users in rapidly developing residential areas of the county. In addition, Prince William County will be expediting the completion of University Boulevard, one of the county s important regional roadways as identified in the County s Comprehensive Plan. Additional specific benefits that will accrue to Prince William County include: Expedited Delivery - The innovative design and construction processes to be utilized by our Team will allow for the proposed improvements to be completed significantly ahead of the current schedules for upgrading these important transportation improvements. Consistent with Prince William County s Plans - PWI s proposal is consistent with the Prince William County Comprehensive Plan for the proposed improvements to University Boulevard and Route 28. Environmental Benefits - By reducing congestion with these 2 projects and thus reducing the time that people spend idling in their cars due to recurring congestion, accidents and other traffic incidents, environmental benefits will be realized through the reduction of vehicle emissions. This will in turn assist in the improvement of the region s air quality. 4-2

35 Prince William County Infrastructure Project Benefit and Compatibility 4b. Identify any anticipated public support or opposition, as well as any anticipated government support or opposition (including that in any affected jurisdiction), for the project. Community and Government Support Our Team believes that residents, businesses and commuters using Route 28 and who will potentially use University Boulevard, will support the proposed projects. Providing new roadways and upgrading existing roads will increase accessibility and improves travel times. These improvements will have the support of local residents, landowners, commuters, and businesses. Taxpayers of Prince William County support the University Boulevard Extension and the improvements to Route 28 as indicated in the voter approved bond referendum from 2006-the primary purpose of which was to improve important roadways in Prince William County. It is safe to assume that County residents and businesses want to see the improvements as fast as they can be implemented. With any roadway improvement project there will always be opposition. Our Team anticipates minimal opposition to the proposed projects. We anticipate that local residents and commuters will support the proposed projects as the projects will shorten commute times and will enhance mobility in the area. 4c. Explain the strategy and plans, including the anticipated timeline that will be carried out to involve and inform the general public, business community, and governmental agencies in areas affected by the project. As stated earlier, the need for the University Boulevard Extension and the improvements to Route 28 are not new to the residents and commuters of Prince William County. These improvements are part of the County s Comprehensive Plan for addressing congestion and improving safety and mobility. As the projects move forward, our Team will work closely with Prince William County to keep local residents, landowners, businesses and the general public informed of the status of the project and the schedule for delivering these improvements. Our Team will implement a public involvement strategy designed to provide information to all project stakeholders in a timely manner ensuring the general public understands the project process. Our experienced Team will provide a public involvement process that includes: Notification of scheduled public information meetings hosted by the team in conjunction with Prince William County. Our Team will host the meeting and provide the general public with notice of the meetings. Notification and hosting of any public hearings that may be required as part of the project s approval process. Publication and distribution of a project newsletter to all impacted and interested parties designed to keep project stakeholders apprised of important project information and progress. Design, implementation and hosting of a project website for all project information as well as a portal for stakeholder questions about the project. Project presentations. Our Team will respond and meet with all interested community/business groups and provide presentations on the projects upon request. Public Information Meeting Once our Team is selected by Prince William County to implement the proposed projects, we will schedule the first public information meeting. The purpose of this meeting will be to: 4-3

36 Prince William County Infrastructure Project Benefit and Compatibility Inform the public of the status of all project details, i.e., roadway designs, proffers, project schedule, etc. Provide information regarding right-of-way acquisition and address special needs of impacted property owners. Address any specific concerns and solicit input from the general public regarding the project and the proposed process. The public meeting will be open to all interested parties and the Team will coordinate with Prince William County to schedule the meeting to provide adequate advance notice and to select a location that is central to the project, ensuring the maximum opportunity for public involvement. At the meeting, our Team will provide large scale display drawings of the proposed project improvements. In addition, we will provide contact names and phone numbers for project personnel, describe the project process and phases of construction, answer questions from meeting attendees, provide the proposed schedule and ensure the public is thoroughly briefed on the proposed project. Public Hearing If required as part of the project process, our Team will host a public hearing for the projects. Typically at a public hearing, our Team would present the same information that was available at the public meeting and the Team will be in a position to have resolved any unanswered questions from the meeting. We anticipate strong public support for the projects and would expect any public meetings related to the projects to receive significant attendance by the public. Additional Public Information As part of our Team s community outreach program for the projects, the Team will setup and host a project website. Our Team has demonstrated experience in hosting a project website as was done for our Route 28 PPTA project for the Virginia Department of Transportation. That project website remains active and can be viewed at Our Team s experience with setting up a project website will be a key aid in the public information process. We envision including project progress photos, project schedule information, traffic alerts and an area for concerned citizens to ask questions and receive responses via . Also, as mentioned previously, our Team will produce and distribute a project newsletter. Similar to the information provided on our website, the newsletter will be available to the public as another means of disseminating project information. Requests for Information Upon request, our Team will make arrangements to meet with organized community or business groups to provide project information. We recognize that even though a significant community outreach program is available, not everyone is available to attend these informational meetings. If asked, our Team will send representatives from the Project Team to meet with groups requesting informational meetings. 4-4

37 Prince William County Infrastructure Project Benefit and Compatibility 4d. Describe any anticipated significant benefits to the community and the County, including anticipated benefits to the economic, social, environmental, transportation, etc., condition of the County, and weather the project is critical to attracting or maintaining competitive industries and businesses to the County. The project will provide significant benefits to the local community as well as the region and the state. A strong infrastructure system promotes economic growth and the improvements to these two road projects will provide benefits to the region for years to come. Community Benefits-Financial The projects will provide financial benefits to the community by creating operational economies and providing a much needed improvement to these transportation facilities. The projects will result in improved travel times, translating into less time spent in traffic, improved safety, and enhanced emergency response times. Economic Benefits-Community/State/Region The projects will generate a host of economic benefits to the local community. The proposed improvements will enhance existing and future development in the corridor. The public will be provided with improved access to commercial, retail, employment and residential areas and will enjoy a transportation network with enhanced traffic flow, increased capacity and throughput. Improved access to the region will encourage existing businesses to expand and will attract potential new businesses, resulting in an increase in the tax base, benefiting all residents of the Commonwealth. State Transportation Policies-Benefits Accelerating construction of transportation improvements is one of the primary goals of Virginia's Public Private Transportation Act. However, insufficient funding levels for many projects put in jeopardy the ability to keep pace with needed transportation improvements. Our proposed solution for these important improvements accelerates the delivery of the projects ahead of what a traditional funding plan could possibly deliver. The public is the primary beneficiary of this innovative approach to building the transportation improvements. Other County Goals-Benefits The ability to move goods, services, and people in and out of a region is critical to the region s economic vitality. This ability is reliant upon the presence of an efficient transportation infrastructure. By constructing the University Boulevard Extension and the Route 28 Improvements, the projects will provide economic growth opportunities to the region s business base and to its residents. Increased economic opportunities attract investment that in turn provides job creation, ultimately resulting in increased state revenues. As revenues increase, the state can maintain the level of service that residents and businesses have come to expect and enjoy in Prince William County. 4e. Compatibility with the County s and/or affected jurisdiction s local comprehensive plan ( including related environmental, land use and facility standards ordinances, where applicable), infrastructure development plans, transportation plans, the capital improvements plan and the capital budget or other government spending plan. The Proposed University Boulevard Extension and the improvements to Route 28 are consistent with the Prince William County Comprehensive Plan. All design and construction will be performed in accordance with Prince William County and Virginia Department of Transportation Standards. 4-5