AMENDMENT NUMBER 2 TO AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN URS CORPORATION GREAT LAKES AND THE CITY OF ANN ARBOR

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AMENDMENT NUMBER 2 TO AGREEMENT FOR PROFESSIONAL SERVICES BETWEEN URS CORPORATION GREAT LAKES AND THE CITY OF ANN ARBOR The City of Ann Arbor, a Michigan municipal corporation, with offices at 301 E. Huron St. Ann Arbor, Michigan 48107-8647 ( City ) and URS Corporation Great Lakes, a Michigan corporation with its address at 27777 Franklin Road, Suite 2000, Southfield, Michigan 48034 ( Consultant ) agree to amend the professional services agreement for the project Ann Arbor Station Environmental Review executed by the parties dated December 10, 2013 as follows: 1) Article III.A. Services, is amended to read as follows: The Consultant agrees to provide professional engineering services ("Services") in connection with the Project as described in Exhibits A, A-1 and Exhibit A-2. The City retains the right to make changes to the quantities of service within the general scope of the Agreement at any time by a written order. If the changes add to or deduct from the extent of the services, the contract sum shall be adjusted accordingly. All such changes shall be executed under the conditions of the original Agreement. 2) Article IV.A. Compensation of Consultant is amended to read as follows: The Consultant shall be paid in the manner set forth in Exhibit B, B-1 and Exhibit B-2. Payment shall be made monthly, unless another payment term is specified in Exhibit B, following receipt of invoices submitted by the Consultant, and approved by the Contract Administrator. Total compensation payable for all Services performed during the term of this Agreement shall not exceed $1,088,699.86. All terms, conditions, and provisions of the original agreement between the parties executed December 10, 2013, unless specifically amended above, are to apply to this amendment and are made a part of this amendment as though expressly rewritten, incorporated, and included herein. 3) The Agreement Exhibits are amended to add Exhibit A-2 (Additional Work Plan) and Exhibit B-2 (Additional Fee Schedule) attached to this amendment. 1

This amendment to the agreement between the parties shall be binding on the heirs, successors and assigns of the parties. Dated this, 2017. For Contractor For City of Ann Arbor By Its: By Christopher Taylor, Mayor By Jacqueline Beaudry, City Clerk Approved as to form and content Approved as to substance By Stephen K. Postema, City Attorney By Howard Lazurus, City Administrator By Craig Hupy, Public Services Area Administrator 2

AGREEMENT EXHIBITS EXHIBIT A-2 Additional Scope of Work ADDITIONAL WORK PLAN ITEMS The AECOM Team proposes the following work plan for this study, based on project activities since early 2014. The Work Plan has been updated to reflect additional scope items to be performed at the request of the granting party, the Federal Railroad Administration and the City of Ann Arbor. Task 3 Concept Plan & Report The consideration of alternatives through the NEPA process and development of conceptual design plans for future station site s needs. Concept Plan and cost estimate for Depot Street Improvements (at 1:50 scale for larger improvement area) Concept Plan and cost estimate for the Broadway Bridge widening (at 1:50 scale for larger improvement area) Development of 2025 phased construction elements and cost estimates Cost estimate for Alternatives 2B and 3A to accommodate a proposed siding as part of the 2025 phased construction Coordination with the University of Michigan regarding phased implementation Coordination with AAATA regarding phased implementation Revised Transportation Impact Study for 2025 phased implementation Revised Transportation Impact Study to evaluate improvements required for the Depot Street corridor and the Depot Street/Main Street intersection not related to the Station project Revised transportation study to evaluate the impacts of the proposed mid-block pedestrian crossing on Broadway Street Revised transportation study to evaluate the existing and proposed transit routes at the Depot Street and Fuller Road site locations Revised transportation impact study to show the Fuller Road/EMCD/Maiden Lane intersection as a roundabout for the base year and two future year scenarios. The study was updated to reference the roundabout analysis performed by DLZ. Reviewed traffic information provided by the City to evaluate the need to add the 4 th Ward district south of Depot Street to the transportation impact study area AECOM has not included analyzing additional trips projected from the UM Medical Campus AECOM has not included any microsimulation analyses, including the Main Street/Depot Street intersection and the proposed roundabout at Fuller Road/EMCD/Maiden Lane Task 3 Deliverables Build Alternative 2A Concept Drawing including Broadway Bridge Improvements and Depot Street Improvements Build Alternative 2B Concept Drawing including Broadway Bridge Improvements and Depot Street Improvements Build Alternative 2C Concept Drawing including Broadway Bridge Improvements and Depot Street Improvements 3

Phase I (2025)Build Alternative 2A Cost Estimate Phase I (2025)Build Alternative 2B Cost Estimate (including rail siding) Phase I (2025)Build Alternative 2C Cost Estimate Phase I (2025)Build Alternative 3A Cost Estimate (including rail siding) University of Michigan Coordination Minutes AAATA Coordination Minutes Transportation Impact Study (updated to reflect: 2025 phasing and existing Depot Street congestion) Task 4 Environmental Review FRA has requested that the Environmental Assessment must consider the ability of the various designs to support the phased the implementation of the proposed new station. Therefore: Consider the impacts of a full-build (2035) of the parking structures that are proposed under the different design alternatives at the two sites, including parking for the commuter service and mitigating for the loss of park and commuter parking at the Fuller Road site. Cost estimates that include the costs for land acquisition and construction, including fullbuild (2035) and a phased approach (2025). At the Fuller Road site consider in the noise and vibration analysis the hospital helipad directly south of the tracks and the proposed station location. Review of the Allen Creek Flood Reduction project for the Depot Street Alternatives since this project likely would affect the floodplain maps, and the future Allen Creek project should be considered in the EA. Consider the impacts of improvements to the Depot Street corridor and the Depot Street/Main Street intersection to address existing traffic congestion. This should be documented at a desktop level to demonstrate that improvements would have a significant effect on the environment. Task 4 Deliverables Environmental Assessment with updated information related to the previous additions including construction phasing, cost, floodplain, stormwater, noise and vibration, visual impacts, transportation, exhibits and tables, writing and formatting. (Chapters 2 and 3) 4

EXHIBIT B-2 Additional Fee Schedule See Attached Item 2. 5

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