AMENDMENT OF SOLICITATION / MODIFICATION OF CONTRACT …

AMENDMENT OF SOLICITATION / MODIFICATION OF CONTRACT

1. Contract Number Page of Pages

1 99 2. Amendment/Modification Number 3. Effective Date 4. Requisition/Purchase Request No. 5. Solicitation Caption

1 June 1, 2018 RFQ – DOC357802

6. Issued by: Code 7. Administered by (If other than line 6) Office of Contracting and Procurement 441 4th Street, NW Suite 700 South Washington, DC 20001

8. Name and Address of Contractor (No. street, city, county, state and zip code)

9A. Amendment of Solicitation No. RFQ – DOC357802

X

9B. Dated (See Item 11) 4/24/18

10A. Modification of Contract/Order No.

Code

Facility

10B. Dated (See Item 13)

11. THIS ITEM ONLY APPLIES TO AMENDMENTS OF SOLICITATIONS

The above numbered solicitation is amended as set forth in item 14. The hour and date specified for receipt of Offers is extended. is not extended. Offers must acknowledge receipt of this amendment prior to the hour and date specified in the solicitation or as amended, by one of the following methods: (a) By completing Items 8 and 15, and returning 1 copies of the amendment: (b) By acknowledging receipt of this amendment on each copy of the offer submitted; or (c) BY separate letter or fax which includes a reference to the solicitation and amendment number. FAILURE OF YOUR ACKNOWLEDGMENT TO BE RECEIVED AT THE PLACE DESIGNATED FOR THE RECEIPT OF OFFERS PRIOR TO THE HOUR AND DATE SPECIFIED MAY RESULT IN REJECTION OF YOUR OFFER. If by virtue of this amendment you desire to change an offer already submitted, such may be made by letter or fax, provided each letter or telegram makes reference to the solicitation and this amendment, and is received prior to the opening hour and date specified.

12. Accounting and Appropriation Data (If Required)

13. THIS ITEM APPLIES ONLY TO MODIFICATIONS OF CONTRACTS/ORDERS , IT MODIFIES THE CONTRACT/ORDER NO. AS DESCRIBED IN ITEM 14

A. This change order is issued pursuant to (Specify Authority): The changes set forth in Item 14 are made in the contract/order no. in item 10A.

B. The above numbered contract/order is modified to reflect the administrative changes (such as changes in paying office, appropriation data etc.) set forth in item 14, pursuant to the authority of 27 DCMR, Chapter 36, Section 3601.2.

C. This supplemental agreement is entered into pursuant to authority of:

D. Other (Specify type of modification and authority)

E. IMPORTANT: Contractor is not is required to sign this document and return ____ copies to the issuing office. 14. Description of Amendment/Modification: This amendment to RFQ DOC357802 does the following:

1. Provide responses to questions received by the District (Attachment A) 2. Provides revised RFAP-Q (Attachment B) 3. Changes the Contracting Officer from Todd Allen to Anna Shapiro. Point of contact information is provided in

Attachment B. 4. Extend the deadline for submissions until July 9, 2018 at 3PM.

Except as provided herein, all terms and conditions of the document is referenced in Item 9A or 10A remain unchanged and in full force and effect. 15A. Name and Title of Signer (Type or print)

16A. Name of Contracting Officer Todd Allen

15B. Name of Contractor

(Signature of person authorized to sign)

15C. Date Signed 16C. Date Signed

6/1/18

Attachment A

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NO. PAGE # SECTION QUESTION RESPONSE

1 11

1.3.3 Project Scope, Permits/Approvals

How does the District envision assisting the Developer in identifying any additional responsible agencies with permitting or approval authority?

The Request for Alternative Proposals (RFAP) will include a list of agencies that will have approval or permitting authority over the Project.

2 16

2.2 Environmental At what stage of the environmental review process is the Project currently at, and when is the Phase I environmental condition assessment expected to be complete?

A survey of the entire building for asbestos containing building materials and lead paint will begin in May 2018. The survey report for the asbestos and lead survey and a separate report for a Phase I environmental site assessment conducted in accordance with ASTM Standard E 1527-13 will be provided to Qualified Proposers with the draft RFAP.

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3.2 Availability Payment

Please clarify whether the Availability Payments being subject to the provisions of the federal Anti-Deficiency Act means that the Project’s Availability Payments are subject to both federal and local appropriations risk?

Availability payments for District projects are currently subject to both the District and Federal Anti-Deficiency Acts, however, it is important to have context about the District’s budgetary process and how it complies with those laws. Each fiscal year the Mayor is required by the Home Rule Act to submit to the Council of the District of Columbia (“Council”) a budget, prepared on the basis that proposed expenditures do not exceed resources. The annual budget includes, among other things, the budget for the forthcoming fiscal year, a five-year financial plan, and a six-year capital improvement plan. The District’s annual budget has two parts: one funded by the federal government, and one funded by the District, which is often referred to as the local funds budget. The Mayor submits a proposed budget and financial plan for the subsequent fiscal year (beginning on October 1) to the Council in the spring. The Council holds public hearings and

Attachment A

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1 D.C. Law 19-321 was signed into law on February 15, 2013, and ratified by the District voters in an April 2013 referendum. 2 The legal validity of the Budget Autonomy Act has been challenged but was ultimately upheld in the Superior Court of the District of Columbia. On March 18, 2016, the Superior Court ruled that the Budget Autonomy Act is lawful and ordered the District to enforce all provisions. 3 Unique to the District of Columbia, an approved act of the Council must be sent to the United States House of Representatives and the United States Senate for a period of 30 days before becoming effective as law (or 60 days for certain criminal legislation). During this period of congressional review, the Congress may enact into law a joint resolution disapproving the Council’s act. If the President of the United States approves the joint resolution, the Council’s act is prevented from becoming law. If, however, upon the expiration of the congressional review period, no joint resolution disapproving the Council’s act has been approved by the President, the act becomes law. Disapproval of an act of the Council by Congress has occurred infrequently.

accepts the Mayor’s budget or adopts its own version usually in June or July. The Mayor may sign or veto the Council’s budget. If the Mayor vetoes the budget, the Council may override the veto. Once agreement is reached between the Mayor and the Council, the Mayor submits to the President a request to include the federally funded portion of the District’s budget in the federal budget, which is subject to Congressional appropriation. Congress is free to alter the federal portion of the District’s budget as it sees fit. The local funds budget follows a different path. Budget Autonomy Act Pursuant to the Local Budget Autonomy Amendment Act of 2012 (the “Budget Autonomy Act”)1, starting on January 1, 2014, the District may enact and appropriate its local funds budget without the need for affirmative approval by the Congress.2 Legislation approving the local funds budget is only subject to a 30-Day passive congressional review period, which applies to any legislation passed by the Council.3 The District has followed the budget procedures set forth in the Budget Autonomy Act with respect to its Fiscal Year 2017 and 2018

Attachment A

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budgets, enacting legislation in each year that permits the District to appropriate its local funds budget, in the event there is a lapse in federal appropriations authority. The Mayor submitted the Fiscal Year 2018 Budget and Financial Plan, including both the operating and capital budgets, to the Council on April 4, 2017. The submission included a local budget act and a federal portion budget request act. After approval, the local budget act was transmitted to Congress on July 18, 2017, and became effective on August 29, 2017, following the 30-day congressional review period. The local budget act appropriated local funds in the absence of overriding Congressional legislation, such as a federal continuing resolution. The continuing resolutions passed to-date have included an appropriation of the District’s local funds at the levels provided in the District’s local budget act. Therefore, even with a lapse in federal appropriations authority, the District will continue to have full use and appropriation of the local portion of its Fiscal Year 2018 Approved Budget as set forth in the local budget act. It is anticipated that this project will be funded through the District’s “Local Funds” budget.

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3.3 Annual Budget Process

Has the concept of the “paper agency” being responsible for making the Availability Payments been vetted by the rating agencies to gauge any potential credit rating impacts of this approach?

It is anticipated that appropriations for the Availability Payment will come from the “Local Funds” budget of the District. The potential use of a “paper agency” would only be to clarify the District’s budget process by keeping all budgeted funding for the Project separate from other agencies or projects within an agency and is not intended minimize the impact on the District’s debt cap or structure an off-balance sheet transaction. It is therefore not expected to have an impact on the District’s or project’s credit ratings.

Attachment A

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The second paragraph of Part A, Section 3.3 is hereby replaced with the following paragraph: It is currently contemplated that the District will legislatively create a “paper agency” to segregate funds for the exclusive use of this project. The paper agency is expected to be administered by DGS and the funds placed within the paper agency will be continuously available for future payments, once appropriated. The Developer would have no right to have taxes levied or compel appropriations by the Council.

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4.3 Overall Procurement Process

Please clarify the intent regarding the interim technical submission and the interim financial submission. Are the interim submissions intended to be formal document submissions, or less formal conversations occurring during one-on-one meetings at the RFAP stage? Is it the District’s intent to publicize the Qualified Proposers’ interim submissions?

The District anticipates that both the interim technical submission and the interim financial submission are formal document submissions. The intent of the interim technical submission is to allow for a structured opportunity for each Qualified Proposer to provide the District with information needed to evaluate the principal concepts and features that each Qualified Proposer plans to propose for the Project so that the District may advise on the acceptability of the concepts and clarify any misinterpretations or ambiguities before the Proposers’ final submission of their technical proposals. The intent of the interim financial submission is to allow for a structured opportunity for each Qualified Proposer to provide the District with indicative information about the financial structures that are being considered such that the District may advise on any possible issues and provide feedback, as appropriate. Both of these interim submissions will be submitted in addition to the one-on-one meeting(s) at the RFAP stage. The District does not intend to publicize or score the Qualified Proposers’ interim submissions.

6 28 5.3 Format Please confirm whether the Volume 2 and Yes, each side containing text will be considered a page.

Attachment A

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Volume 3 page limits consider a page with both sides printed as one (1) double-sided page.

7 35-36

6.6.3 Preference Points Awarded Pursuant to the Small and Certified Business Enterprise Development and Assistance Act of 2014

Are there any percentage participation thresholds that apply to a CBE participating as either a “developer” and/or “prime contractor” in order for a team to qualify for CBE preference points?

Respondents that qualify (i.e. – joint ventures) and possess applicable CBE certification at the time of submission shall receive the points applicable to that certification per the DSLBD ACT. Generally, the requirements are that the certified entity must perform and/or been allocated at least 50% of the services under the contract or in the submission. See § 2-218.39 for further information on qualifying allocation percentage thresholds.

8 29 & 39

5.6 SOQ Submittal Requirements & 7.2 Requirement for an Electronic Copy of SOQ to Be Made Public

Please clarify whether the electronic copes of the SOQ referenced in sections 5.6 and 7.2 are intended to be one and the same, or two separate electronic copies? Are Respondents allowed to submit only a redacted electronic file?

Respondents are to submit one redacted and one un-redacted copy electronically.

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7.3 Restriction on Disclosure and Use of Data

How does the District make the determination of what information contributed to the award of a contract with respect to the below language, and is the language intended to allow for the disclosure of all confidential information from the winning bidder? If, however, a contract is awarded to the Respondent as a result of, or in connection with, the submission of such data, the District will have the right to duplicate, use or disclose the data to the extent consistent with the District’s needs in the procurement process.

As stated in the RFAP-Q the District must make available, and in some cases make public information relevant to the procurement process. For example, each Respondent to the RFAP-Q will be required to submit a redacted copy of their proposal which may be made public per the procurement process. Of course, the District’s policy relating to the release of such information is subject to applicable Freedom of Information Act (FOIA) exemption under § 2-534(a)(1).

10 49 1.2 Minimum Requirements, Form A

Is the statement “All signatures must be original and signed in ink” intended to only apply to Form A, or to all Forms being submitted?

Respondents should submit all forms requiring signature in ink in the original volume of their SOQ.

Attachment A

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11 28 & 52

5.3 Format & 2.1.1 Respondent

Please clarify whether appendices, i.e. the Teaming Agreement, is intended to be excluded from the page limit for Volume 2?

Per Section 2.1.1 teaming agreements should be included in the appendices of Volume 1, which has no page limit.

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2.1.1 Respondent Please consider revising the last sentence of this section to allow for Equity Members to be jointly and severally liable for all liabilities, but not to require each constituent entity to be jointly and severally liable for all liabilities.

The last sentence of 2.1.1. is hereby revised as follows for clarification: “If the Respondent is Developer will be structured as a consortium, partnership, or other form of joint venture, as applicable, it must be structured such that each constituent entity is jointly and severally liable for all liabilities of the Developer under the Project Agreement.”

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2.1.3 Major Non-Equity Members and Other Identified Non-Equity Members

Please clarify whether the last sentence of the first paragraph of this section was intended to be: Respondents shall not designate more than one Lead Contractor, Lead Architect, and Lead O&M Contractor…

Yes. The Sentence should read: Respondents shall not designate more than one Lead Contractor, Lead Architect, and Lead O&M Contractor (provided that the foregoing does not preclude the Lead Contractor, Lead Engineer, or Lead O&M Contractor from being a consortium, partnership, or any other form of joint venture as otherwise contemplated in the RFAP-Q).

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2.1.9 Availability of Resources

Please elaborate on the level of detail required in the description of the current project pipeline for the various entities. Is the intent to understand the number of projects under procurement or being delivered that Respondent and its constituent entities are working on, or for additional information as well?

The intent of this request is to show that the Respondent Team has the capacity, through project leads and other resources (as listed in the referenced section), to design, construct, and maintain the project without delays or interruptions to such work throughout the life of the agreement. The number of projects in a Respondent’s pipeline or backlog under procurement is relevant information as well as the Respondent’s level of resources to meet the demands of this Project and others listed in their pipeline.

Attachment A

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15 57 & 58

2.3.1 Legal Issues & 2.3.3 Legal Proceedings

Please clarify whether the last paragraph under section 2.3.3, relating to conditional or qualified submissions, applies to section 2.1.1, which seems to require Respondents to anticipate future proceedings, which are inherently unknown?

The RFAP-Q states “ Provide a list and a brief description (including the contract value, amount at issue and resolution) of each arbitration, litigation, dispute review board and other formal dispute resolution proceeding occurring during the last five years (measured from the date of issuance of this RFAP-Q) related to a (1) public-private partnership project ; and (2) government-sponsored or owned social infrastructure project involving a claim or dispute between the project owner and the Respondent, any Equity Member, any Major Non-Equity Member or any Affiliate of the foregoing involving an amount in excess of the smaller of (a) 2% of the original contract value or (b) $500,000 on projects with a contract value in excess of $25 million.” All of the referenced transaction should be known to respondent at the time of submission.

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Part B, Vol. 1, Section 1.2.8 / Form F

Are developers/equity sponsors required to provide the required Form F information for all projects in the portfolio where at least 20% of equity ownership was held, or just the 10 projects referenced in Section 3.2 (Relevant Technical Expertise)? Form F currently requires that Respondents include all applicable projects identified in Part B, Vol. 1, Section 1.2.8 (Project Information), but we are unable to locate this section in the RFAP-Q document.

Form revised to reference RFAP-Q Section 1.3. ( See attached revised RFAPO-Q)

Attachment A

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Part A, Section 1.3.3

The “Security Operations” subheading makes reference to a requirement that the Developer manage Armed Special Officers and other privately contracted entities. What type of a commercial arrangement is envisioned for this work? For example, would the Developer manage a subcontract between the MPD and the private contractor(s) on behalf of the MPD, would the MPD assign the existing subcontracts to the Developer, would the Developer be required to enter into its own subcontracts with the private contractor(s), etc.?

The District expects that the Developer will enter into its own sub-contracts with private security contractors for all security operations that will be provided by private entities (as opposed to MPD officers); such contracts are currently managed by DGS. MPD officers will likely have a limited security role in the Daly Building, which will be coordinated with the Developer.

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Part B – Statement of Qualifications, 2.0 – Volume 2 – General Qualifications, 2.1 – Respondent Structure and Experience, 2.1.6 – Key Personnel

In regards to the Lead Architect Project Manager role: can the District clarify the definition and evaluation criteria for this role? Is this role more closely aligned with an individual with the relevant experience in managing projects of a similar scope, size, and complexity; or the individual who will serve as the visionary for the project, implementing Design Excellence?

“Lead Architect” is defined in Appendix 1. The Lead Architect project manager is the lead and main point of contact for the Lead Architect.

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Section 4.0 Volume 4- Financial Qualifications

Within the Financial Qualifications section, it states to separately package information for each separate entity with a cover sheet identifying the name and role of entity. Confirm that these contents can be submitted in a single binder, properly separated and demarcated with a tab.

Respondents may submit all financial information required in Volume 4 in a single volume properly separated and tabbed in accordance to the instructions in the RFAP-Q

Attachment B

REQUEST FOR ALTERNATIVE PROPOSALS - QUALIFICATIONS

Henry J. Daly Building Renovation District of Columbia Office of Public-Private Partnerships (OP3)

District of Columbia Department of General Services (DGS)

Metropolitan Police Department (MPD)

June 1, 2018

Request for Alternative Proposal Qualifications No.: DOC357802

Contracting Officer and Point of Contact: Anna Shapiro Office of Public-Private Partnerships (OP3) Office of the City Administrator 1350 Pennsylvania Avenue, NW, Suite C-6 Washington, D.C. 20004 [email protected]

Table of Contents PART A – PROJECT INFORMATION ....................................................................................................... 5 1.0 Introduction ............................................................................................................................. 5

1.1 Overview of Opportunity ............................................................................................. 5 1.2 Definitions .................................................................................................................... 6 1.3 Project Description and Scope ..................................................................................... 6

1.3.1 Project Overview .............................................................................................. 6 1.3.2 Project Goals .................................................................................................... 8 1.3.3 Project Scope ................................................................................................... 9 1.3.4 Technical and Performance Specifications ...................................................... 13

1.4 Key Stakeholders ........................................................................................................ 13 2.0 Current Conditions ................................................................................................................. 15

2.1 Site ............................................................................................................................. 15 2.2 Environmental ............................................................................................................ 16 2.3 Historic Preservation .................................................................................................. 16 2.4 Utilities ....................................................................................................................... 18

3.0 Description of Project Agreement ......................................................................................... 20 3.1 Project Agreement ..................................................................................................... 20 3.2 Availability Payment .................................................................................................. 20 3.3 Annual Budget Process .............................................................................................. 21 3.4 Compliance with District and Federal Laws ............................................................... 21 3.5 Overview of Workforce Development Requirements ............................................... 22

3.5.1 Certified Business Enterprises (CBE) Requirements ...................................... 22 3.5.2 First Source Requirements ............................................................................. 22 3.5.3 Davis-Bacon .................................................................................................... 23 3.5.4 Project Labor Agreement ............................................................................... 23

3.6 Insurance .................................................................................................................... 23 3.7 Council Approval of Project Agreement .................................................................... 23

4.0 Description of the Procurement Process ............................................................................... 25 4.1 District Agencies Involved in Procurement ................................................................ 25 4.2 District Point of Contact ............................................................................................. 25 4.3 Overall Procurement Process .................................................................................... 25 4.4 Process for Original Unsolicited Proposer ................................................................. 26 4.5 Procurement Timeline ............................................................................................... 27 4.6 No Reimbursement; Payment for Work Product ...................................................... 27 4.7 Requests for Clarification ........................................................................................... 27

5.0 SOQ Content and Submittal Requirements ........................................................................... 28 5.1 General ....................................................................................................................... 28 5.2 Preliminary Evaluation Review Fee ............................................................................ 28 5.3 Format ........................................................................................................................ 28 5.4 Contents and Organization ........................................................................................ 29 5.5 RFAP-Q Amendments ................................................................................................ 29 5.6 SOQ Submittal Requirements .................................................................................... 29

6.0 Evaluation Process and Criteria ............................................................................................. 30 6.1 Responsiveness .......................................................................................................... 30 6.2 Minimum Requirements Review ............................................................................... 30 6.3 Responsibility Determination .................................................................................... 30 6.4 Qualifications Evaluation Criteria and Weighting ...................................................... 31

6.4.1 General Qualifications.................................................................................... 31 6.4.2 Technical Qualifications ................................................................................. 32

6.4.3 Financial Qualifications .................................................................................. 33 6.4.4 Project Approach ........................................................................................... 33

6.5 SOQ Evaluation Procedure ......................................................................................... 33 6.6 Scoring Methodology ................................................................................................. 34

6.6.1 Rating Scale .................................................................................................... 34 6.6.2 Application of Rating Scale ............................................................................. 34 6.6.3 Preference Points Awarded Pursuant to the Small and Certified Business

Enterprise Development and Assistance Act Of 2014 ................................... 35 6.7 Participation on Other Respondent Teams and Changes in Respondent Organization

....................................................................................................................................36 6.7.1 Participation on Other Respondent Teams .................................................... 37 6.7.2 Changes in Respondent Organization ............................................................ 37

7.0 Communications, Public Information, and Organizational Conflicts of Interest ................... 38 7.1 Improper Communications and Contacts .................................................................. 38 7.2 Requirement for an Electronic Copy of SOQ to Be Made Public ............................... 39 7.3 Restriction on Disclosure and Use of Data................................................................. 39 7.4 D.C. Freedom of Information Act (“FOIA”) ................................................................ 40

7.4.1 Disclosure Waiver .......................................................................................... 40 7.4.2 Disclosure Process for Requests under FOIA ................................................. 41 7.4.3 Executive Summary ........................................................................................ 41

7.5 Conflicts of Interest .................................................................................................... 41 7.5.1 Organizational Conflicts of Interest ............................................................... 41 7.5.2 Other Organizational Conflicts of Interest ..................................................... 42 7.5.3 Certain Advisors ............................................................................................. 42 7.5.4 After Submittal of SOQ ................................................................................... 42

8.0 Protest Procedures ................................................................................................................. 43 9.0 Reserved Rights ...................................................................................................................... 44 10.0 Administrative Requirements ................................................................................................ 46 PART B – STATEMENT OF QUALIFICATIONS ...................................................................................... 47 1.0 VOLUME 1 .............................................................................................................................. 48

1.1 GENERAL CONTENTS .................................................................................................. 48 1.2 MINIMUM REQUIREMENTS ....................................................................................... 49 1.3 PROJECT INFORMATION – FORM E and F .................................................................. 50

2.0 VOLUME 2 – GENERAL QUALIFICATIONS ............................................................................... 52 2.1 Respondent Structure and Experience ...................................................................... 52

2.1.1 Respondent .................................................................................................... 52 2.1.2 Equity Members ............................................................................................. 52 2.1.3 Major Non-Equity Members and Other Identified Non-Equity Members ..... 52 2.1.4 Respondent Structure .................................................................................... 53 2.1.5 Form B and Organizational Charts ................................................................. 53 2.1.6 Key Personnel................................................................................................. 53 2.1.7 Commitment of Key Personnel to Project ..................................................... 54 2.1.8 Conflicts of Interest Disclosures ..................................................................... 55 2.1.9 Availability of Resources ................................................................................ 55 2.1.10 Relevant General Experience ......................................................................... 55

2.2 Project Approach ....................................................................................................... 56 2.3 Legal Information ....................................................................................................... 57

2.3.1 Legal Issues .................................................................................................... 57 2.3.2 Legal Liabilities ............................................................................................... 57 2.3.3 Legal Proceedings .......................................................................................... 58

3.0 VOLUME 3 – TECHNICAL QUALIFICATIONS ............................................................................ 59 3.1 Key Technical Personnel and Other Subject Matter Experts ..................................... 59 3.2 Relevant Technical Experience .................................................................................. 59 3.3 Safety ......................................................................................................................... 60 3.4 Budget/Cost Controls and Document Controls ......................................................... 60 3.5 Schedule Compliance ................................................................................................. 60

4.0 VOLUME 4 – FINANCIAL QUALIFICATIONS ............................................................................ 62 4.1 Relevant Financing and Investment Experience ........................................................ 62 4.2 Section A: Financial Statements ................................................................................. 62

4.2.1 Requirements ................................................................................................. 62 4.2.2 Additional Requirements ............................................................................... 63

4.3 Section B: Additional Financial Information .............................................................. 64 4.3.1 Material Changes in Financial Condition ....................................................... 64 4.3.2 Capital Commitments of Equity Members..................................................... 65 4.3.3 Credit Ratings ................................................................................................. 65 4.3.4 Summary Financial Information – Form G ..................................................... 65

4.4 Section C: Financially Responsible Party Letter of Support ....................................... 65 4.5 Section D: Bid Security, Performance and Payment Bonds, and Surety or

Bank/Financial Institution Letter ................................................................................ 66 4.6 Section E: Equity Funding Letter ................................................................................ 67

APPENDIX 1 ........................................................................................................................................ 69 DEFINITIONS ........................................................................................................................... 69

APPENDIX 2 ........................................................................................................................................ 72 SOQ SUBMITTAL OUTLINE ..................................................................................................... 72

APPENDIX 3 ........................................................................................................................................ 74 FORMS

FORM A - TRANSMITTAL LETTER................................................................................ 75 FORM B - RESPONDENT TEAM SUMMARY ................................................................ 78 FORM C - INFORMATION REGARDING RESPONDENT, EQUITY MEMBERS, MAJOR

NON-EQUITY MEMBERS AND FINANCIALLY RESPONSIBLE PARTIES ............. 80 FORM D - RESPONDENT CERTIFICATION FORM ........................................................ 82 FORM E - PROJECT INFORMATION ............................................................................ 86 FORM F - CONCESSION AND P3 EXPERIENCE ............................................................ 87 FORM G - FINANCIAL INFORMATION SUMMARY ...................................................... 88 FORM H - SAFETY RECORD ......................................................................................... 89

Notice: This record contains confidential and/or proprietary information that is part of the deliberative process for solicitation, evaluation, negotiation, and award of a public‐private partnership agreement in accordance with D.C. Law 20‐228; D.C. Official Code § 2‐271.01 et seq. (P3 Act) and P3 Regulations.

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PART A – PROJECT INFORMATION 1.0 Introduction

1.1 Overview of Opportunity

The District of Columbia (the “District”), through the District’s Office of Public-Private Partnerships (“OP3”), received an unsolicited proposal for the renovation of the Daly Building, submitted by District Infrastructure Group (“Original Unsolicited Proposer”), which it deemed favorable (“Original Unsolicited Proposal”). This Request for Alternative Proposals - Qualifications (“RFAP-Q”) is seeking qualifications from teams interested in submitting alternative proposals for the Daly Building, pursuant to the District of Columbia Public-Private Partnership Act of 2014, approved March 11, 2015 (D.C. Law 20-228, D.C. Official Code §§ 2-271.01 et seq. (2016 Repl.)) (“P3 Act”), and Title 27, chapter 48, of the District of Columbia Municipal Regulations (“P3 Regulations”). See http://op3.dc.gov/page/laws-regs.

The Henry J. Daly Building (“Daly Building”) currently serves as the headquarters of the District’s Metropolitan Police Department (“MPD”). Built in 1941, the Daly Building is located at 300 Indiana Avenue, NW, Washington, DC 20001 in the thriving Chinatown neighborhood, within a block of Judiciary Square Metro Station, Pennsylvania Avenue, the US Department of Labor, and several local and federal courts. The project site is bounded by Indiana Ave NW to the North, C St NW to the South, and plazas on the East and West of the building. The building is approximately 600,000 square foot building inclusive of a 182,000 square feet parking garage in the basement. The age of the building and deferred maintenance have contributed to the deteriorating condition of this historic asset and the District has determined that a full renovation is necessary.

The District is procuring the renovation of the Daly Building through a public-private partnership (“P3”) contracting mechanism pursuant to the P3 Act and P3 Regulations. OP3, in conjunction with the District Department of General Services (“DGS”) and MPD, is seeking a private partner to enter into a performance-based contract with the District to design, renovate and maintain the Daly Building for the continued use of up to 150,000 square feet of the building as MPD headquarters and to create additional office space for other District agencies and other tenants, as identified by DGS (“Project”). It is anticipated that title to the property will at all times be held by the District. The District will provide the Project Company with appropriate rights to use the site for purposes of the Project. As a performance-based contract, compensation will be contingent upon satisfactory availability and performance of the renovated Daly Building.

As requested in this RFAP-Q, Respondents will provide a Statement of Qualifications (“SOQ”) describing their team and providing other requested information. Following the District’s review and evaluation of the SOQs, the District will prequalify a number of teams (each such team will be a “Qualified Proposer”), in accordance with the provisions of this RFAP-Q, the P3 Act, and the P3 Regulations. Only Qualified Proposers who have been selected through the RFAP-Q process and the Original Unsolicited Proposer, if qualified according to Part A, Section 4.4, will be invited to participate in a

http://op3.dc.gov/page/laws-regs


6

subsequent phase of the Request for Alternative Proposals (“RFAP”) process.

Final performance specifications are currently under development and will be made available with the release of the RFAP, but will be generally consistent with typical DGS facility management and maintenance practices and will also incorporate the security operations management for this public facility that is currently privately contracted.

1.2 Definitions

Capitalized terms and acronyms used in this RFAP-Q have the meanings set forth in Appendix 1 (Definitions). Unless otherwise specified in this RFAP-Q, references to Sections, Appendices, and Exhibits are references to Sections, Appendices, and Exhibits of this RFAP-Q.

1.3 Project Description and Scope

1.3.1 Project Overview

OP3 and DGS have determined that the Daly Building is in need of significant renovation in order to continue to operate as a public facility for the benefit of MPD and other agencies. As a public-private partnership, all components of the Project – design, construction and renovation, temporary relocation of District users, financing, and maintenance– will be included in a single contract. The District hopes to capture the full benefit of the P3 model by (1) implementing a pay-for-performance mechanism for all aspects of the Project, (2) transferring project integration and other appropriate risks to a private entity across the appropriate aspects of the Project, and (3) increasing innovation through a competitive process.

The renovation of this historic building will need to maintain the existing façade and elements of the historic structure while completing a full renovation of the building interior and remediating the interior space from any potential hazardous materials. The District’s major goals include (1) improving the circulation and functionality of the interior spaces, (2) identifying opportunities for increased usable space, (3) and updating the building to become energy and water efficient and environmentally sustainable, at minimum by obtaining, a Leadership in Energy and Environmental Design (LEED) Silver accreditation. Site development includes, at minimum, hardscape/landscape improvements.

It is anticipated that the Developer selected through the solicitation for this Project will conduct a redesign of the Daly Building that yields more office space than that required for MPD operations, which office space can be made available for use by District, federal and other select tenants, as identified by the District. Certain existing tenants are expected to return to the Daly Building after renovation. Additionally, space will need to be allocated for a new Police Museum (3,000 SF) and other uses, as will be further described in the RFAP.

The Daly Building houses the Joint Strategic and Tactical Analysis Command Center (JSTACC), a multifaceted MPD unit that is comprised of various law enforcement disciplines focused on providing timely, accurate, and actionable information from


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multiple sources in order to support robust analysis and deploy personnel and resources in real-time. The unit also serves as the communication center for the daily operations of MPD. As the communication center for MPD, the JSTACC receives crime information, analyzes and reviews that information, and then disseminates it to assist MPD members in responding to, solving, and preventing crimes. Almost all components of the JSTACC operate on a twenty-four hours basis. This area within the Daly building will be outfitted with the most cutting edge technology, A/V displays, and robust communication devices within the building. Developers should expect to provide full redundancy and telecommunication band width to the equipment in the area. The current capacity of the JSTACC is not sufficient for the future needs of MPD. After renovation, this space will need to accommodate, at minimum, 100-120 individuals.

Parking for the Daly Building is primarily provided in the existing parking structure located under the building, which is accessible from an entrance on C St NW. The parking structure is currently configured for approximately 275 parking spaces and a loading dock area. The Project includes renovation of the existing parking structure with the goal of maximizing the number of usable parking spaces for the District government tenants. No public parking will be allowed directly below the Daly Building.

The District Department of Corrections (DOC) currently operates the Central Cell Block (CCB) in the basement of the Daly building twenty-four hours a day, seven days a week throughout the year. The CCB is the central detention facility that processes arrestees in advance of their court appearances. The two-story facility has fifty-seven (57) holding cells and contains separate areas for adult male and female arrestees. In addition to the holding cells, the facility contains the following functional spaces within the CCB: command center, commander’s office, processing/live scan area, clinic, and locker rooms. In addition, DOC staff is assigned 12 parking spaces and requires access to the facilities twenty-four hours a day, seven days a week.

As part of the project, the District is exploring two options for the swing out of DOC from their current space in the basement of the Daly Building; (a) relocating DOC within the Daly building and prioritizing the renovation of their space in order to allow them to operate with the Daly Building during construction, and (b) relocating DOC to an off-site swing space during construction. In either case, the swing space will be designed and constructed according to American Correctional Association (ACA) standards for temporary holding facilities.

The District is currently evaluating its portfolio of District-owned sites to identify potential swing space locations for MPD. This process will be completed prior to the issuance of the draft RFAP to Qualified Proposers. Additionally, the District anticipates requesting that the Qualified Proposers provide a swing space location option in a privately-owned property as an alternative to the District-owned space option. The RFAP will detail the exact swing space needs of the District and the expected responsibilities of the Developer in regards to design, build-out and maintenance of swing space.


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1.3.2 Project Goals

The District has identified the below key goals for this Project, developed jointly by OP3, DGS, and MPD. These goals include:

• The renovated Daly Building will meet the administrative, operational,

tactical, and security needs of MPD and will elevate the quality of the agency’s work environment.

• The renovated Daly Building will include new office space for other District and related offices.

• The renovated facility will yield an annual reduction in operation, maintenance and repair costs through design and construction excellence, increased energy efficiency, and a facility management program executed to quality performance standards.

• The renovation will respect the character-defining historic elements of the Daly building and preserve those elements to the extent required by the DC State Historic Preservation Office (“DC SHPO”), the Historic Preservation Review Board (“HPRB”), the Commission of Fine Arts (“CFA”), and the National Capital Planning Commission (“NCPC”).

• The renovated Daly building is envisioned to be one of the most secure District government buildings, meeting a minimum ISC1 Facility Security Level (FSL) IV facility.

• The renovation will be completed in a manner that facilitates continuity of service with minimal disruption of MPD operations.

• The renovated Daly Building is intended to be a model of energy efficiency and sustainability and must be certified, at minimum, as a LEED (v4) Silver facility (Enhanced Commissioning).

• The renovation of the Daly Building should meet or exceed the District’s goals of hiring and engaging local businesses, as detailed in Part A, Section 3.4 of this RFAP-Q;

• Time is of the essence with respect to the renovation of the Daly Building, with the goal of substantial completion of the Project within 24 months from commencement of construction. As such, the Developer must dedicate such personnel and other resources as are necessary to ensure that the Project is completed on-time and in a diligent, skilled, and professional manner;

• As a key component of the District's public safety infrastructure, it is important that the Daly Building showcase advanced building-level resilience strategies; specifically, the building should be resilient to expected threats and hazards consistent with Climate Ready DC and the District Preparedness System.

1 The Risk Management Process of Federal Facilities: An Interagency Security Committee Standard”, November 2016, by Interagency Security Committee (ISC).


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1.3.3 Project Scope

The general scope of the Developer’s responsibility under the Project Agreement is anticipated to include the following elements:

Design: The Developer will be responsible for all aspects of the design of the renovation of the Daly Building. The most critical design goals are described below:

• Historic Preservation: Design must be sensitive of and preserve the character-defining

features in and around the Daly Building to the extent required by historic preservation review agencies with jurisdiction and guidance contained in the Secretary of the Interior’s Standards for the Treatment of Historic Properties.

• Security Infrastructure: Based on the mission critical operations of MPD, developers

submitting proposals to rehabilitate the Daly Building will be directed to meet the minimum ISC FSL IV designated security requirements, including, but not limited to design and installation of CCTV, electronic access control, intrusion detection, alarm/monitoring system, physical security barriers, and various “hardening” techniques/devices that would contribute to the physical security and safety of a ISC FSL IV facility. The Developer will work in coordination with MPD, the Protective Services Division of DGS (“PSD”), and other relevant District and federal government agencies having input and oversight of the security design for the renovated building to ensure that the proposed procedures and requirements are sufficient for the needs of this sensitive building during construction and upon completion.

• Efficiency: Planning and design of the facility should find as much efficiency as

possible within the current footprint of the Daly Building in order to allow for more usable square footage than that which is currently available, while respecting its historic nature.

• Sustainability: Building must achieve, at minimum, LEED Silver Certification (under

LEED v4) and Enhanced Commissioning is a project requirement. The redevelopment project and shall be developed in compliance with the District of Columbia’s Green Building Act of 2006, codified in D.C. Official Code § 6-1451.01 et seq. (2012) and the District’s storm water management regulations published in Chapter 5 of Title 21 of the DCMR and Chapter 31 of Title 20 of the DCMR. Specific design criteria are stated in the Storm Water Guidebook which is available online at http://doee.dc.gov/publication/stormwater-guidebook. Additionally, the Sustainable DC Plan has been established to ensure that the District develops as one of the healthiest, greenest, and most livable cities in the nation and Respondents are encouraged to review this Plan and incorporate its goals into the Project. To that end,

http://doee.dc.gov/publication/stormwater-guidebook


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Respondents are encouraged to go beyond the minimum sustainability requirements.

• Swing Space: If the swing space(s) will be within District-owned property, then the District will provide initial drawings to show how MPD will fit into the selected swing space. If the swing space is leased in a privately–owned property (identified by the Developer), the Developer will be responsible for the drawings and specifications (with input from the District) required to obtain permits for the build-out of the privately-owned, District-leased space.

• DOC: The District has determined the DOC space on the basement level requires

renovation. The Developer will be responsible for the design of the renovated space for this District user.

Project Implementation: The Developer will be required to provide all professional services necessary to implement the Project, as described below, and which will be more fully detailed in the RFAP.

• Renovation: The Developer will be responsible for implementing the design and

completing the renovation and fundamental commissioning of the Daly Building, including the underground parking. This will likely involve replacement and/or upgrade of building elements and services such as interior components, building envelope (including roofing), mechanical, electrical, plumbing, fire protection, specific security, vehicle parking, electronic and communication elements as outlined in the technical requirements (to be included with the RFAP). The Developer will also be responsible for providing the required FFE (Furniture, Fixtures, and Equipment) for all District government tenants as part of the renovation. The Project must be constructed in compliance with applicable District laws, building codes and local and federal and regulations and meet a minimum LEED Silver v4 designation.

• MPD Swing Space: As the primary law enforcement agency for the District of

Columbia, the MPD functions 24 hours a day, 365 days a year. As such, it is paramount MPD service delivery be maintained without interruption during the construction phase of Project. The District anticipates the need to temporary relocate MPD during the renovation of the Daly Building. The District is currently evaluating its portfolio of District-owned sites to identify potential swing space locations. A final determination on whether an acceptable space is available within the District’s portfolio for MPD will be made prior to issuance of the draft RFAP to Qualified Proposers.

MPD will require up to approximately 150,000 square feet of swing space during the renovation and prefers to be located within or in close proximity to DC’s central business district. The District prefers to move all MPD functions from the Daly Building into one facility, but the uses may be separated into the administrative


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functions (approximately 100,000SF) and the executive team (approximately 50,000SF) in order to allow for identification of more favorable locations. The District may consider Developer-provided space if utilization of such privately-owned space would most effectively meet the District’s goals. Regardless of the location of the swing space, the Developer will be responsible for any renovation required to make the swing space meet the temporary needs of MPD, but not the operations or maintenance of that temporary facility.

• DOC Swing Space: The District is exploring two options for the swing out of DOC from

their current space in the basement of the Daly Building; (a) relocating DOC within the Daly building and prioritizing the renovation of their space in order to allow them to operate with the Daly Building during construction, and (b) relocating DOC to an off-site swing space during construction. In either case, the swing space will be designed and constructed according to ACA standards for temporary holding facilities.

• Permits/Approvals: The Developer will be responsible for identifying, preparing

applications for, obtaining and maintaining all the regulatory approvals, certifications, and permits required for the design, construction, operation, and maintenance of the Project, and paying all related fees. The District anticipates that the agencies listed below will have permitting or approval authority. The Developer will be responsible for identifying any additional responsible agencies with permitting or approval authority:

o DC Department of Consumer and Regulatory Affairs (“DCRA”);

o DC Department of Energy & Environment (“DOEE”);

o DC Department of Transportation (“DDOT”);

o DC SHPO;

o HPRB;

o CFA - for exterior and site plan alternations, if applicable;

o NCPC – for exterior and site plan alternations, if applicable;

• Utility Relocations: The Developer shall be responsible for (a) coordinating with the District and utility owners whose facilities may be impacted by the Project, (b) obtaining utility relocation agreements, and (c) complying with such utility relocation agreements. The Developer shall be responsible for performing, or causing to be performed, all utility relocations or adjustments required to accommodate the Project, in accordance with all applicable standards and laws. The Developer shall be


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responsible for the costs associated with utility relocations and adjustments, except to the extent the utilities are legally or contractually responsible for such costs, or the District expressly retains such responsibilities in accordance with the Project Agreement. The RFAP will provide further details regarding utility relocations and adjustments, and the responsibilities of all associated parties.

• Finance: The Developer will provide the financing necessary to pay for the Project,

including any required equity. Financing requirements will be set forth in the RFAP. In their submittals, Respondents shall indicate the financing structure that is expected to be the most beneficial to and cost-effective for the District. The Availability Payments will be subject to deductions if performance requirements are not met.

• Lifecycle Maintenance: The Developer will be responsible during the term of the

Project Agreement for lifecycle maintenance, repairs and capital replacement necessary to meet the performance standards for the Project as will be set forth in the Project Agreement, including all necessary preventive, predictive, and unexpected maintenance.

• Facility Management Services: The Developer will be responsible, at minimum, for

management of the facility related to janitorial services, landscaping, trash removal, window washing, snow removal, insurance, security vendor management and support services, security systems management in coordination with DGS and other occupants, parking, and other necessary maintenance services for the Facility as defined in the facility management specifications during the facilities management period of the Project Agreement.

• Security Operations: The Developer will be responsible for security operations that

are currently privately contracted, in accordance with an MPD and DGS approved security plan and performance specifications following occupancy of the Daly Building by MPD and other end users. The Developer will manage all Armed Special Police Officers (SPO) providing physical security services at the access points of the facility. SPO responsibilities include physical inspection of bags, scanning of personnel for prohibited objects/material, and general safety and security of the facility, as directed by MPD.

• Public Communications: The Developer will conduct stakeholder outreach in

collaboration with the District and coordinate on all aspects of public communications and outreach to ensure consistent and correct project messaging throughout the Project.

By submitting an SOQ, Respondent acknowledges that the District is continuing its efforts to develop optimal approaches for the Project. Consequently, it is likely that the approaches to elements of the scope of work are subject to change


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1.3.4 Technical and Performance Specifications

The District is in the process of creating the technical specifications for this Project. Final technical specifications, performance specifications, and the detailed requirements of technical proposals will be provided to Qualified Proposers with the draft RFAP, and will be consistent with the scope and goals for the Project set forth in Part A, Section 1.3.3 and Part A, Section 1.3.2, respectively. In addition to the technical specifications, performance specifications and the current property conditions documentation, listed in Part A, Section 2, the District will provide any Project background materials and other documents it deems relevant to Qualified Proposers during the RFAP phase of the procurement to improve the quality of technical proposals and the accuracy of cost estimates.

Subsequent to providing the technical and performance specifications to the Qualified Proposers, the District anticipates holding one on one early design review meetings to provide initial feedback on the respective design proposals. In addition, representatives from DC SHPO, CFA and NCPC will be invited to these meetings to provide guidance from a historical preservation perspective.

1.4 Key Stakeholders

All communications between Respondents or Qualified Proposers and District government and external stakeholders regarding the Project shall be coordinated by and through Contracting Officer, and any such communication that is not coordinated through Contracting Officer is prohibited during this procurement. Any questions regarding the Project should be directed to the Contracting Officer throughout the procurement process.

The following is a list of approving entities who will be engaged throughout the development process by OP3 or, after conclusion of this procurement, the Developer:

Approving Entities:

• The Council - approves the final Project Agreement between the District and the Developer;

• HPRB in coordination with DC SHPO – approved all proposed interior and exterior work for locally designated historic properties;

• CFA – due to the location of the Project, CFA will approve any exterior project scope;

• NCPC - due to the location of the Project, NCPC will review any proposed exterior project scope and will make the determination as to the level of NEPA or 106 required. NCPC is also able to make categorical exclusions for items that do not require a full NEPA process;

• District Office of Planning (DCOP) is the authority on planning for neighborhoods, corridors, districts, historic preservation, public facilities, parks and open spaces, and individual sites and conducts urban design,


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land use, and historic preservation review. DC SHPO is housed within DCOP;

• DCRA is the main permitting agency in the District of Columbia and processes all building permit applications;

• District Office of the Chief Technology Office (OCTO) establishes and oversees technology policies and standards for the District and provides technology services and support for District agencies;

• DC Department of Energy and the Environment (DOEE) is the leading authority on energy and environmental issues affecting the District of Columbia. DDOE responsibilities include issuing permits, monitoring environmental conditions, assessing environmental risks, inspecting facilities, and enforcing environmental regulations. DDOE reviews and approves storm water management plans and all hazardous material abatement plans to include UST/LUST, lead based paint, asbestos, and mold remediation plans; and

• DC Department of Transportation (DDOT) is the authority on planning, designing, construction, and maintenance for the District's streets, alleys, sidewalks, bridges, traffic signals, and street lights. DDOT reviews building permit applications submitted through DCRA, including Public Space Plans.

Local ANCs provide citizens an opportunity to advise the District government on issues affecting their communities through elected representatives, ANC members. ANC’s and other community stakeholders are invited to participate in forums and hearings on this Project as it advances through to implementation. The ANC that represents the community surrounding the Daly Building is ANC 2C, SMD 2C03. Other ANC’s may also need to be engaged, depending on the selected location of swing space(s). Additional information regarding ANC’s is available at https://anc.dc.gov.


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2.0 Current Conditions 2.1 Site

The project site is bounded by Indiana Ave NW to the North, C St NW to the South, and plazas on the East and West of the building. The building extends below part of the plaza on the west side. Figure 1 below shows the project site – the red line reflects the project ground level limits and the yellow dashed line reflects the basement level, which extends below the plaza at ground level.

Qualified Proposers who submit a proposal in response to the RFAP must include the renovation and maintenance of the full site. Certain parts of the sidewalk and plaza may need to be kept open during the renovation.

Figure 1 – Ariel view of Daly Building

The Developer will have the right to enter, access, and occupy the Project Site sufficient to enable it to fulfill its obligations under the Project Agreement. Any restrictions or limitations on such access shall be set forth in the Project Agreement along with all applicable insurance requirements.

The District will provide Qualified Proposers with all available data it is reasonably able to obtain with respect to the Project Site, including, but not limited to:

• Building Condition Assessment

• Phase I and, if required, Phase II Environmental Site Assessments

• Property Survey and legal description

• Copies of available plans and due diligence information.


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All information regarding building conditions, layout, and any other data provided to the Developer by the District shall be used for informational purposes only and shall not constitute a representation of the District as to the condition of the property.

2.2 Environmental

Prior to issuance of the RFAP, the District will conduct Phase I and, if required, Phase II environmental conditions assessments. The results of these studies will be provided to Qualified Proposers for informational purposes only and the District does not make any representations or warranties as to the actual conditions inside or around the Daly Building.

Environmental approvals and permits required to carry out construction of the Project have not yet been secured. Once obtained, the Project scope may need to be modified to comply with the environmental review processes. Nothing contained in this RFAP-Q, including any description of the Project, is intended to modify, limit, or otherwise constrain required review processes or commit the District or any other entity to undertake any action with respect to the Project, including any procurement for the final design and construction of the Project.

NCPC is the federal agency with both NEPA and Section 106 responsibilities. NCPC will make the determination as to the level of NEPA or Section 106 required and may make categorical exclusions for items that do not require a full NEPA process.

2.3 Historic Preservation

The Daly Building is in the process of being listed in the DC Inventory of Historic Sites and the National Register of Historic Places as a contributing element of the Pennsylvania Avenue National Historic Site. The pending historic landmark application is available on the Office of Planning website at https://planning.dc.gov/node/924692. Alterations to the Daly Building will be subject to NCPC review pursuant to the national Capital Planning Act of 1952, as amended, and DC SHPO review pursuant to Section 106 of the National Historic Preservation Act of 1966. The DC SHPO will also review such changes in accordance with the DC Historic Landmark and Historic District Protection Act of 1978. Both laws recommend rehabilitation in accordance with The Secretary of the Interior’s Standards for the Treatment of Historic Properties to avoid “adverse effects” on historic properties. Review by HPRB may also be required depending upon the scope and nature of the work. Exterior alterations to the Daly Building will be subject to CFA review as part of its jurisdiction with the District.

The character-defining features, as provided by the DC Historic Preservation Office, are listed below:

Exterior Features

• The location, siting, symmetrical plan, massing, height, scale, and ziggurat

(stepped) design of the building, its monumental, central north and south entrances, projecting bays, classically-inspired western portico, and the original retaining walls, stairs and related landscape features – all of which were heavily influenced by a late 1920s/early 1930s plan for a much larger “Municipal Center”


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of judicial and administrative buildings intended for the site and the immediately surrounding area;

• The plaza located between the Daly Building and the Moultrie Courthouse to the

west, including the two bas relief sculptures flanking either side of the plaza’s central stairs, and the vista along 4th Street, NW which runs through the plaza and is reinforced by the juxtaposition of the two buildings and their porticos;

• The Art Modern/Stripped Classical character-defining materials and detailing of the

building, including the granite and limestone cladding, rusticated base, decorative carved stone panels, ornamentation and inscriptions, projecting cornice lines, abstracted aluminum spandrels, grills and moldings, the fenestration pattern and configurations, aluminum window and door framing, aluminum windows and doors, and related features; and

• The ornamental concrete Police Memorial Fountain designed by John J. Earley on

the north side of the building

• Note that in initial conversations, the DC SHPO has expressly stated that no additional stories should be added to the historic building as a means of enlarging the building.

Interior Features

• The C Street and Indiana Avenue Lobbies, their architectural detailing, ornamental

plaster ceilings, aluminum fixtures and polished terrazzo floors, including the mosaic map of the District of Columbia on the floor of the C Street Lobby;

• The two, interior, open-air courtyards that feature ceramic tile, bas relief murals

on decoratively banded brickwork walls with limestone detailing; and

• Original, double-loaded corridors on most of the building’s floors which feature terrazzo floors and original wainscoting; there is a possibility only a subset of the double-loaded corridors will need to be retained in their current configuration.

While all of the above features will likely be designated as historically significant, potential adjustments or enhancements to these features may be considered if they preserve the historic intention of the building and must be approved by HPRB. The Contracting Officer will facilitate consultations for Qualified Proposers with the DC SHPO; CFA; and NCPC regarding potential flexibility on proposed changes of character-defining exterior features and with the DC SHPO on character-defining interior features, as part of the interim technical submission process, further described in Part A, Section 4.3.


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2.4 Utilities

While the electrical, plumbing and fire protection systems in the building are currently operational, these systems are out of date and not optimal for effective operation of the building. For the five years ending in 2016, utility costs for the Daly Building averaged $1.7 million. In addition to utility expenditures, for the first 11 months of 2017, Building Services1

costs totaled $1.7 million. The following utilities and building infrastructure are currently existing and operational:

DCNet: DCNet (a program managed by the Office of the Chief Technology Officer (OCTO)) provides managed voice, data and video wire-based and wireless services to all government constituents city-wide over a secure, capacity fiber optic telecommunications platform. This standards-based platform lays the foundation for all next-generation government and public safety communications throughout the District. There is a dedicated DCNet duct bank connecting the building for those utilities. The Developer will be required to coordinate and comply with DCNet and Verizon to ensure proper fiber connections into the buildings MDF. DCNET will provide the standards for internal wiring of all V/D ports and IDF’s that will be located throughout the facility.

Domestic/Fire Protection Cold Water: The cold-water system includes the water service (water main) and the hydro/pneumatic pressure booster system. There are three water mains, two for domestic water and one dedicated for the sprinkler system. The two were inspected in September 2017 and appear to be in fair condition. The hydro/pneumatic system is abandoned and should be removed.

Domestic Hot Water: The hot water system that is comprised of two electric hot water heaters, both in good condition, a domestic water heat exchanger in good condition, and a hot water storage tank that is in fair condition. Domestic water distribution piping that includes domestic hot and cold water piping, two domestic water circulating pumps that are in good condition. The distribution piping is in fair condition.

Steam (Heating Hot Water): Heating for the building is provided by hydronic hot water generated by steam heat exchangers. Hydronic hot water is generated by hydronic hot water heat exchanger utilizing steam supplied by the GSA operated external central heating plant. Steam condensate is returned to steam condensate return pumping system that circulates the condensate to a domestic hot water heat exchanger to help generate domestic hot water. The condensate is piped to drain. The steam condensate return pumping system is in good condition; the other systems are in fair condition.

Fuel Oil Storage and Distribution: There are three above ground fuel oil tanks with associated distribution piping that supply diesel fuel to the Emergency Generators in the building. Leak detection monitoring and control systems were not observed and it is assumed that they are not present.

Electrical Service: The building has five separate incoming power services that are in fair condition with no noticeable deficiencies. One service with 3000 Amp provides power for the

1 Building Services includes building and grounds maintenance, engineering, operations and housekeeping, life safety, and program support services.


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chiller room. Four services with 4000 Amp each provides power to the entire building. 4 main switchboards exist in the basement area to distribute the power to the entire building through riser buses, in addition to 2 switchboards for emergency generators. A redundancy option is provided for the incoming power service. So, if one power source fails, the other sources will provide power services to the entire building.

The main switchboards and distribution panels were reported to have been upgraded in 1972 with many of the panel boards are missing cover and/or directories. The service tags on the switchboards for the chillers indicate that they were installed in 1986.

Power is delivered to the building at 2400V. 2400V-480/277V transformers are located in the basement in a room adjacent to the main electric room.


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3.0 Description of Project Agreement

3.1 Project Agreement

It is anticipated that the selected Developer will enter into an agreement with the District (the “Project Agreement”) that sets forth, among other things, the obligations of the District and the Developer with respect to the design, building, financing, and maintenance of the Project. The provisions of the Project Agreement will include, at minimum, the elements required by Section 4808.2 of the P3 Regulations.

Under the Project Agreement, the District will evaluate and monitor the performance of all elements of the Project in order to administer performance related deductions and non- compliance charges contemplated by the Project Agreement. The Project Agreement and technical specifications will set forth responsibilities of the Developer related to performance monitoring.

3.2 Availability Payment

As consideration for the Developer’s performance of its obligations under the Project Agreement, the District will make periodic payments to the Developer (“Availability Payments”) upon completion of the construction phase of the Project. All payment obligations of the District under the Project Agreement are subject to appropriations by the Council. The District’s financial obligations to the Developer are also subject to the provisions of (a) the federal Anti-Deficiency Act, 31 U.S.C. §§ 1341, 1342, 1349-1351 1511-1519 (2004) (the “Federal ADA”), and D.C. Official Code §§ 1-206.03(e) and 47-105 (2001); (ii) the District of Columbia Anti-Deficiency Act, D.C. Official Code §§ 47-355.01 – 355.08 (2006 Supp.) (the “D.C. ADA” and (i) and (ii) collectively, as amended from time to time, the “Anti-Deficiency Acts”); and (iii) Section 446 of the District of Columbia Home Rule Act, D.C. Official Code § 1- 204.46 (2001). Pursuant to the Anti-Deficiency Acts, nothing in the Project Agreement shall create an obligation of the District in anticipation of an appropriation by Congress for such purpose, and the District’s legal liability for the payment of any Service Payment and other charges under this Agreement shall not arise or obtain in advance of the lawful availability of appropriated funds for the applicable fiscal year as approved by Congress.

The District’s funding for the Availability Payment will be provided through a budgetary appropriation and other sources as required. No federal funds are expected to be used in connection with this procurement or the Project Agreement. The District is currently considering making a milestone payment(s) upon occupancy of the new Daly Building in addition to Availability Payments during the operations and management period. The Availability Payments will be subject to reduction according to criteria set forth in the Project Agreement for the Developer’s failure to meet specific service and performance requirements, standards and targets.

The District is contemplating appropriating funds in its capital budget towards a milestone payment. Further details regarding the District’s anticipated budgeting structure to pay the Availability Payments and the relevant funding appropriation processes will be provided in the RFAP.


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3.3 Annual Budget Process

Each fiscal year the Mayor is required by the Home Rule Act to submit to the Council of the District of Columbia, at such time as the Council directs, a local budget, prepared on the basis that proposed expenditures do not exceed resources. Pursuant to the Budget Autonomy Act, upon approval by the Council, the budget is transmitted to Congress as a regular piece of legislation for the statutory 30-Congressional day passive review applicable to all District acts. If Congress takes no action within the 30-day passive review period the local budget becomes effective. The District anticipates that the Project Agreement will obligate the Mayor or other appropriate official, for each fiscal year period, to include in the local budget submitted to the Council the amount necessary to fund the District’s known potential financial obligations under the Project Agreement for such fiscal period. In the event that a request for such appropriations is excluded from the budget approved by the Council and submitted to Congress or if no appropriation is made by Congress to pay Availability Payments or any other amount under the Project Agreement, and in the event appropriated funds for such purposes are not otherwise lawfully available, the District will not be liable to make any payment under the Project Agreement upon the expiration of any then-existing appropriation. The District agrees to exercise all lawful authority available to it to satisfy the financial obligations of the District that may arise under the Project Agreement.

It is currently contemplated that the District will legislatively create a “paper agency” to segregate funds for the exclusive use of this project. The paper agency is expected to be administered by DGS and the funds placed within the paper agency will be continuously available for future payments, once appropriated. The Developer would have no right to have taxes levied or compel appropriations by the Council.

3.4 Compliance with District and Federal Laws

The Developer will be required to comply with all applicable federal and District laws governing similar projects. These laws include, but are not limited to:

• §§ 202 (Council contract review), 415 (anti-collusion), title VII (bonding) and title X

(appeals) of the Procurement Practices Reform Act of 2010, effective April 8, 2011, (D.C. Law 18-371; D.C. Official Code § 2-351.01 et seq.);

• The First Source Employment Agreement Act of 1984, effective June 29, 1984 (D.C. Law 5-93; D.C. Official Code § 2-219.01 et seq.);

• The Living Wage Act of 2006, effective June 8, 2006 (D.C. Law 16-118; D.C. Official Code § 2-220.01 et seq.), or the rate established by the use of a project labor agreement, notice of which will be provided by the District in the RFAP;

• The Small, Local, and Disadvantaged Business Enterprise Development and Assistance Act of 2005, effective October 20, 2005 (D.C. Law 16-33; D.C. Official Code § 2-218.01 et seq.);

• Subchapter II of Chapter 28 of Title 47 of the D.C. Official Code (Clean Hands Before Receiving a License or Permit);


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• The Green Building Act of 2006, effective March 8, 2007 (D.C. Law 16-234; D.C. Official Code § 6-1451.01 et seq.);

• The Anacostia Waterfront Environmental Standards Act of 2008, effective March 26, 2008 (D.C. Law 17-138; D.C. Official Code § 2-1226.31 et seq.);

• The Davis-Bacon Act of 1931, approved March 3, 1931 (46 Stat. 494; 40 U.S.C. § 3141 et seq.);

• The Hotel Development Projects Labor Peace Agreement Act of 2002, effective April 2, 2003 (D.C. Law 14-266; D.C. Official Code § 32-851);

• The District Anti-Deficiency Act of 2002, effective April 4, 2003 (D.C. Law 14-285; D.C. Official Code § 47-355.01 et seq.).

3.5 Overview of Workforce Development Requirements

3.5.1 Certified Business Enterprises (CBE) Requirements

The selected Developer shall comply with the requirements of The Small, Local, and Disadvantaged Business Enterprise Development and Assistance Act of 2005, effective October 20, 2005 (D.C. Law 16-33; D.C. Official Code § 2-218.01 et seq.)(“CBE Act”). Pursuant to the CBE Act, the Developer shall subcontract to Small Business Enterprises (“SBEs”) at least 35% of the total development budget. If there are insufficient qualified SBEs to fulfill the 35% requirement, the requirement may be satisfied by subcontracting 35% to qualified Certified Business Enterprises (“CBEs”). The District’s Department of Small and Local Business Development (“DSLBD”) determines which entities qualify as SBEs and CBEs pursuant to the CBE Act. At the RFAP stage, Qualified Proposers will be encouraged to exceed the District’s SBE/CBE subcontracting and participation requirements.

The CBE Act requirements will be included in the Project Agreement. At Closing, compliance documents will be executed by the District and the Developer. Developers are required to report to DSLBD and to the Office of the District of Columbia Auditor on a quarterly basis beginning the quarter following the execution of the Project Agreement.

3.5.2 First Source Requirements

The Developer shall comply with subchapter III of Chapter II of Title 1, and subchapter II of Chapter II of Title 1 of the D.C. Code, D.C. Official Code § 2-219.01 et seq., and all successor acts thereto and the rules and regulations promulgated thereunder. The Developer and all member firms, subcontractors, tier subcontractors, sub-consultants, and suppliers with District government-assisted projects or contracts between $300,000 and $5,000,000 shall be required to comply with the following First Source requirements:

• Enter into a First Source Employment Agreement with the D.C. Department of

Employment Services (“DOES”) upon execution of the Agreement;


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• Submit an executed First Source Agreement to DOES prior to beginning work on the Project;

• Make best efforts to hire at least (51%) District residents for all new jobs created by the Project;

• List all employment vacancies with DOES; • Submit monthly compliance reports to DOES by the 10th of each month; • At least (51%) apprentices and trainees employed must be residents of the District

registered in program approved by the D.C. Apprenticeship Council; and (vii) trade contractors and subcontractors with contracts in the amount of ($500,000) or more must register an apprenticeship program with the D.C. Apprenticeship Council.

The Developer shall comply with subchapter X of Chapter II of Title 2, and all successor acts thereto, including by not limited to the Workforce Intermediary Establishment and Reform of First Source Amendment Act of 2011, and the rules and regulations promulgated thereunder, including, but not limited to the following requirements:

• At least twenty percent (20%) of journey worker hours by trade shall be performed by

District residents; • At least sixty percent (60%) of apprentice hours by trade shall be performed by

District residents; • At least fifty one percent (51%) of the skilled laborer hours by trade shall be

performed by District residents; and • At least seventy percent (70%) of common laborer hours shall be performed by

District residents.

3.5.3 Davis-Bacon

The Davis-Bacon Act (“D-B Act”) is applicable to construction, alteration or repair of public buildings. As such, the Developer and its trade subcontractors shall comply with the wage and reporting requirements imposed by the D-B Act per 40 U.S.C. § 3141 et seq.

3.5.4 Project Labor Agreement

A project labor agreement may be required for the demolition phase of the Project. This will be determined prior to the issuance of the RFAP.

3.6 Insurance

The RFAP and Project Agreement will include the insurance requirements for the Project.

3.7 Council Approval of Project Agreement

After negotiations with the Preferred Bidder, the Project Agreement will be submitted to the Council for approval through the multi-year contract review process, as required under D.C.


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Official Code § 2-352.02 and 27 DCMR § 4809. After Council approves the Project Agreement, it may be executed by the District and the Developer.

OP3 is conducting outreach to the Council throughout the procurement process to ensure transparency and engagement with the appropriate stakeholders.


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4.0 Description of the Procurement Process

4.1 District Agencies Involved in Procurement

The primary District agencies involved in the procurement and eventual contract management for this project include OP3, DGS, MPD, DOC, OCP, Office of the Attorney General (OAG), and the Office of the Chief Financial Officer (OCFO). OP3 will be the procuring authority for the Project, working in coordination with OCP. DGS is the “Owner Agency,” and with input from MPD, DOC, and the future tenants (if known), is involved in the procurement process through the development of technical specifications for the Project. Additionally, DGS is the long term manager of District owned and leased real estate, and will monitor the construction and operations phases of the project, including compliance with the provisions of the Project Agreement. OAG will provide legal support during the procurement and implementation of the Project. Additionally, OAG issues the Certification required by 27 DCMR 4807.17. OCFO will assist with the assessment of the financial impacts of Proposers’ solutions on District finances and issues the Certification required by Section 4807.16 of the P3 Regulations. All agencies listed above will support the evaluation of the SOQs and RFAP responses.

4.2 District Point of Contact

All questions and communications regarding this procurement should ONLY be sent to the Contracting Officer:

Anna Shapiro Office of Public-Private Partnerships 1350 Pennsylvania Avenue, NW, Suite C-6 Washington, DC 20004 [email protected]

4.3 Overall Procurement Process

The District will utilize a procurement process consistent with the OP3 Guidelines and Procedures (http://op3.dc.gov/page/laws-regs), and in compliance with the P3 Act, and P3 Regulations to select a Developer to deliver this Project. The District will utilize this RFAP-Q to select Qualified Proposers from the Respondents to participate in the second, or RFAP, phase of this procurement.

In the RFAP-Q phase, Respondents will provide SOQs for evaluation in accordance with the requirements set forth in this RFAP-Q. By evaluating the SOQs, the District will identify the Respondents that it determines to be most highly qualified to deliver the Project successfully. The District will select the most highly qualified Respondents, (“Qualified Proposers”) and only they will be permitted to submit proposals in response to the RFAP. The RFAP will provide Qualified Proposers additional documents that further explain the Project, such as instructions to Proposers, the Project Agreement, technical requirements and specifications for the Project, and other key project and asset information.

Following the selection of Qualified Proposers, OP3 anticipates releasing a draft RFAP,

mailto:[email protected]

http://op3.dc.gov/page/laws-regs


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including detailed scope of work and draft Project Agreement, for review and comment by the Qualified Proposers. OP3 will schedule meetings to address comments and questions submitted by the Qualified Proposers. Specific details concerning the draft RFAP process will be made available to the Qualified Proposers. The District anticipates that the draft RFAP process may include the opportunity for Qualified Proposers to submit questions for clarification, an interim technical proposal and an interim financial submission for review and response by the District. The interim technical submission will be brief, and intended only to provide the District with information such that the District can advise on the general acceptability of an approach. It is anticipated that the District will engage the relevant historic preservation review entities (see Part A, Section 2.3) to provide feedback on the treatment of historically significant elements in the building, as provided in the Qualified Proposers’ interim technical concepts. The District may also allow for an interim financial submission, that includes a draft financial model. Feedback on District-requested interim submissions and answers to clarifying questions will be provided prior to the due date of the full RFAP submission. The draft RFAP process will include disclosure of materials and communications with OP3, DGS, MPD and other agencies of the District that are confidential in nature, and each Qualified Proposers will be required to execute a confidentiality agreement, the form of which will be provided following selection of the Qualified Proposers.

The District will establish a Selection Committee, which will be responsible for evaluating SOQ’s, selecting Qualified Respondents, evaluating responses to the RFAP, and selecting the Preferred Bidder. Proposals may be reviewed by District officials and staff, the District’s advisory consultants and other individuals as deemed appropriate by the District.

4.4 Process for Original Unsolicited Proposer

The Original Unsolicited Proposer must provide a response to this RFAP-Q in accordance with Part B, Volume 1, Section 1.1.D in order for its unsolicited proposal to continue in this procurement process. Regardless of the other evaluation criteria set forth in the RFAP-Q, the Original Unsolicited Proposer shall be deemed qualified and continue to the RFAP stage of the process if it meets the minimum requirements criteria set forth in the RFAP-Q, and there are no materially adverse changes to the key personnel, team members, financial condition, or other qualifications elements of its Original Unsolicited Proposal.

If any qualifications elements of the Original Unsolicited Proposal change prior to the issuance of the RFAP-Q, the Original Unsolicited Proposer must provide notice of such change(s) as promptly as possible and in writing to the District according to the procedures described in Part B, Volume 1, Section 1.1.D. The District will determine whether (a) the change(s) to the Original Unsolicited Proposer’s qualifications are material and (b) the proposed change(s) results in qualifications that are equal to or better than the qualifications of the Original Unsolicited Proposal. If the District determines that the change(s) is materially adverse, the Original Unsolicited Proposer must submit an SOQ, which shall be evaluated according to the criteria of the RFAP-Q. The Original Unsolicited Proposer will not be required to pay an additional preliminary evaluation fee with its response to the RFAP-Q, even if it makes a material change to a qualification element of its unsolicited proposal.


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4.5 Procurement Timeline

The following schedule is preliminary; the activities and timetable represented below are guidelines only and are subject to change at the District’s sole discretion.

Key Milestone Date

RFAP-Q Issued April 24, 2018 Deadline for submitting Requests for Clarification May 8, 2018 SOQ Due Date July 9, 2018, 3:00 pm (Eastern) Anticipated Notification of Qualified Proposers Fall 2018 Provide Draft RFAP to Qualified Proposers 2 Weeks following Notification Final RFAP Released to Qualified Proposers Winter 2018-19 RFAP Responses Due Spring 2019 Selection of Preferred Bidder Summer 2019 Project Agreement Submitted to DC Council Fall 2019

4.6 No Reimbursement; Payment for Work Product

The District assumes no obligations, responsibilities, or liabilities, financial or otherwise, to reimburse any of the costs incurred or alleged to have been incurred by those parties responding, or considering a response, to this RFAP-Q. However, the District is evaluating whether to offer a stipend to unsuccessful Qualified Proposers that submit a proposal in response to the RFAP that is responsive and meets all the requirements contained in the RFAP. If the District elects to offer such a stipend, further terms regarding payment of the stipend, including its amount, would be included in the RFP.

4.7 Requests for Clarification

If a prospective respondent has any questions related to this RFAP-Q, the prospective respondent shall submit the question by e-mail to the Contracting Officer at [email protected]. Questions must be submitted no later than 3:00 p.m. (Eastern) on May 8, 2018. The District will not consider any questions received after this time. The District will promptly respond to all inquiries.

Respondent questions should include the following in the subject line of their e-mail: “DOC357802 – Daly P3 Request for Clarification.” Additionally, each question must include reference to the relevant section of the RFAP-Q within the body of the e-mail.

An amendment to the RFAP-Q will be issued if, in the District’s sole discretion, that information is necessary to submit for teams to produce a responsive SOQ, or if the lack of the information would be prejudicial to any other prospective Respondents. Oral explanations or instructions given before pre-qualification of Respondents will not be binding on the District.

mailto:[email protected]


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5.0 SOQ Content and Submittal Requirements 5.1 General

This section describes specific information that must be included in the SOQ. SOQs must follow the outline provided in this Section. Respondents shall provide brief, concise information that addresses the requirements of the Project consistent with the evaluation criteria described in this RFAP-Q. Respondents may submit only one SOQ describing the qualifications for a given team, regardless of the number of entities on the team. Respondents may not submit additional SOQs for each team member.

5.2 Preliminary Evaluation Review Fee

Each Respondent to this RFAP-Q who is not the Original Unsolicited Proposer is required to include a check or money order payable to the “DC Treasurer” with their SOQ package in the amount of five thousand dollars ($5,000) for the preliminary review of their SOQ (“Preliminary Evaluation Review Fee”).

5.3 Format

All SOQs must comply with the following:

A. Volume 1 – No page limit Volume 2 – No more than 30 double-sided pages Excluded from the page count are the following:

• Conflict of Interest Disclosures (Part A, Section 7.5) • Project Approach (5 double-sided pages maximum) • Required Legal Information (Part B, Volume 2, Section 2.3) • Organizational Charts (Respondent and Key Personnel, Part

B, Volume 2, Section 2.1.5) Volume 3 – No more than 30 double-sided pages Volume 4 - No page limit

B. All pages shall be 8½” x 11” except for organizational charts, which may be 11” x 17”, and formatted with standard 1 inch margins.

C. Forms E, F, G and H may be submitted in 11” x 17” format

D. All text must be in at least 12-point font.

E. All pages of each volume must be numbered continuously throughout and in the format of “Volume X, Page 1 of XX”, including resumes, forms and legal information.

F. PDF files should contain bookmarks for the major SOQ sections.

G. SOQs may include graphics within established page limits or in a separate


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appendix, as appropriate. 5.4 Contents and Organization

Respondents must organize their SOQ in the order set forth in Part B – Volumes 1 through 4 and Appendix 2 (SOQ Submittal Outline). If a Respondent elects to include materials in addition to the information specifically requested, Respondent shall append that material to the end of the most appropriate defined section of the outline. Additional material is subject to any applicable page limitation. Each volume may be subdivided as needed, so long as Respondents “tab” the contents of their SOQ to correspond to the volume, section, and subsection order and numbering system shown in Appendix 2 (SOQ Submittal Outline). Tabs do not count toward the total page count and will not be reviewed. Pages exceeding permitted limits or additional information otherwise not in compliance with requirements will not be reviewed.

5.5 RFAP-Q Amendments

Amendments to this solicitation will be posted on the D.C. Office of Contracting and Procurement’s website: https://ocp.dc.gov/service/ocp-solicitations. Respondents shall acknowledge receipt of any amendment to this solicitation on Form A.

5.6 SOQ Submittal Requirements

SOQs are due by 3:00 p.m. (Eastern) on July 9, 2018. The District will reject any SOQ that fails to meet the deadline or delivery requirement without consideration or evaluation. Respondents shall submit (1) one original hardcopy and (7) seven additional copies of each volume (as outlined in Part B), along with two digital copies of the full SOQ, one of which should be redacted to the District in a single package, separated by volumes. The District will confirm receipt of the SOQ via email response.

The original SOQ and the additional hardcopies shall be delivered to:

The District of Columbia Office of Contracting and Procurement c/o Todd Allen 441 4th Street, NW, Suite 700S Washington, DC 20001

Email, telephonic, telegraphic, and facsimile submissions will not be accepted. The original version shall be submitted in a sealed envelope conspicuously marked:

“Statement of Qualifications in Response to Request for Alternative Proposal Qualifications No. DOC357802, [Respondent Name].”

The digital copy must be submitted on one USB flash drive marked with the Respondent’s name containing a digital copy of the SOQ in PDF (searchable) format and MS Excel (editable).

https://ocp.dc.gov/service/ocp-solicitations


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6.0 Evaluation Process and Criteria

6.1 Responsiveness

Each SOQ will be reviewed for the responsiveness of the Respondent to (a) the minimum requirements set forth in this RFAP-Q, (b) conformance to the RFAP-Q instructions regarding organization and format, and (c) excessive minor nonconformities, irregularities and apparent clerical mistakes which are unrelated to the substantive content of the SOQ. SOQs not responsive to this RFAP-Q may be excluded from further consideration and the Respondent will be notified. The District may also exclude from consideration any Respondent whose SOQ contains a material misrepresentation.

6.2 Minimum Requirements Review

Following, or in conjunction with, evaluation of each SOQ for responsiveness, the District will review each SOQ based upon the minimum requirements stated in Part B, Section 1.2. A Respondent must fully meet the requirements of each minimum requirements item in order for its SOQ to be evaluated qualitatively under Part A, Section 6.5 (SOQ Evaluation Procedure).`

6.3 Responsibility Determination

The Contracting Officer will issue a determination of Respondent responsibility based on convincing evidence which demonstrates to the satisfaction of the District that the information disclosed in Form D (Certification) and/or in response to Part B – Volume 2, Section 2.3 – Legal Information does not materially adversely affect the Respondent’s ability to carry out the Project responsibilities potentially allocated to the Respondent, as described in Part A, Section 1.3.


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6.4 Qualifications Evaluation Criteria and Weighting

Each responsive SOQ that passes the minimum requirements review and responsibility determination described above will be evaluated and scored according to the criteria set forth below.

Evaluation Total Points

1. General Qualifications 15

2. Technical Qualifications 60

A. Team Design Experience 20

B. Team Construction Experience 25

C. Team Facilities Management and Maintenance Experience

15

3. Financial Qualifications 15

4. Project Approach 10

Maximum Qualifications Points Available 100

Potential Additional CBE Preference Points 12

Total Possible Points 112

6.4.1 General Qualifications (15 Points Total)

• Strength and relevance of Respondent, its Equity Members and Major

Non-Equity Members’ demonstrated experience individually and successfully partnering with other Respondent team members to deliver projects of similar size and scope that involved workforce development goals and/or local hiring goals and requirements (i.e. CBE and First Source), particularly those utilizing alternative delivery methods, or Public-Private Partnership (P3) structures (i.e. DBFM or DBFOM) (10 points)

• The extent to which the experience and structure of the Respondent team and Key Personnel illustrates their ability to address all elements of project scope, and implement interrelated processes and project controls that manage project interface risks. Specifically, experience with and understanding of the interrelationships between design, construction, finance, operations and maintenance for projects of similar size and scope, including performance-based payment mechanisms, long-term


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partnership agreements, and identification of opportunities for innovation (5 points)

6.4.2 Technical Qualifications (60 Points Total)

A. Team Design Experience (20 Points)

• Strength and relevance of demonstrated experience in architectural and engineering, design and project permitting, along with the successful completion of projects of similar size, scope and complexity in which Respondent team members and Key Individuals have been involved, particularly those utilizing alternative delivery methods or P3 structures (10 points)

• Strength and relevance of experience on historic rehabilitation projects requiring preservation of historic architectural features, identifying character-defining features of the building, preparing building preservation plans, and providing treatment recommendations for historic elements (5 Points)

• Strength and relevance of experience with the design of “secure” facilities (including, but not limited to, police, public safety, buildings utilizing ACA standards for temporary holding facilities, and other secure government buildings); including, experience with the design and construction/implementation of electronic access controls, closed circuit television (CCTV), intrusion detection systems, sensitive compartmented information facilities (SCIF’s), and fusion centers (5 points)

B. Team Construction Experience (25 Points)

• Strength and relevance of Respondent Team’s demonstrated experience

with renovation, systems integration, cost estimation, and overall project coordination prior to and during the construction phase, and successful delivery of projects of similar size and scope to the requirements stated in this RFAP-Q on time or early and within budget, particularly those delivered through an P3 or alternative delivery method (10 points)

• Strength and relevance of Respondent Team’s experience with rehabilitation of historic properties and those requiring preservation of historic architectural features (5 Points)

• Strength and relevance of experience with the construction and delivery of “secure” facilities (including, but not limited to, police, public safety, buildings utilizing ACA standards for temporary holding facilities, and other secure Government buildings) (5 points)


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• Demonstrated experience with preparation and implementation of quality management plans, addressing both quality control and quality assurance (including methods utilized to maintain quality systems and materials) throughout the construction phase of projects; as well as strength and relevance of experience with preparation and implementation of safety plans to minimize health and safety incidents for past projects (5 points)

C. Team Facilities Management and Maintenance Experience (15 Points)

• Strength and relevance of demonstrated facilities management and

maintenance experience on projects of similar size and scope to that described in this RFAP-Q, particularly utilizing P3 or alternative delivery methods (15 points)

6.4.3 Financial Qualifications (15 Points Total)

• Strength and relevance of Respondent Team’s experience reaching

financial close on projects of similar size and scope using a wide- assortment of financial products and overcoming challenges that may cause delays in achieving financial close and project delivery (10 points)

• Equity Members’, Major Non-Equity Members’, and the Financially

Responsible Parties’ demonstrated capacity to execute a financial plan, including investing equity into the Project; as well as their financial capability to deliver a project with the requirements stated in this RFAP- Q, as demonstrated by the materials provided in response to Part B (5 points)

6.4.4 Project Approach (10 points)

• The extent to which the Respondent’s approach to the design,

construction, finance and maintenance of the Project exhibits an understanding of the full requirements stated in this RFAP-Q, opportunities for innovation, and the intended scope of the project, as requested in Part B (10 points)

6.5 SOQ Evaluation Procedure

Throughout the procurement process, the District may request, in writing, clarification from the Respondent or may request that the Respondent verify or certify certain aspects of its SOQ. The scope, length, and topics to be addressed in any such clarification response shall be prescribed by, and subject to, the discretion of the District. The District may require Respondents who pass the minimum requirements review and responsibility determination to give one or more oral presentations to clarify their responses and answer questions that will aid in the understanding and evaluation of their SOQ. The District may contact firm and personnel references supplied by the


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Respondent as well as other potential references not listed, including internal personnel of the District.

Evaluations of SOQs are subject to the sole discretion of the District and its staff, with assistance from such professional and other advisors as the District may designate. The District will make the final determinations of the Qualified Proposers, as it deems appropriate, in its sole discretion, and in the best interests of the Project and the District. Respondents should be aware and accept that by submitting SOQs, the determination of the Qualified Proposers and contract award may require subjective judgments by the District.

Each Respondent will be notified in writing via e-mail and a hard copy letter whether or not it has been selected as a Qualified Proposer.

6.6 Scoring Methodology

The Evaluation Committee(s) will review the submittals with reference to the evaluation factors specified in Part A, Section 6.5 (SOQ Evaluation Procedure) in accordance with the rating scale provided in this Section and will assign a quantitative rating for each of the evaluation factors.

6.6.1 Rating Scale

Numeric Rating Adjective Description

0

Unacceptable

Fails to meet minimum requirements; e.g., no demonstrated capacity, major deficiencies which are not correctable; Respondent did not address the factor.

1 Poor Marginally meets the minimum requirements; major deficiencies, which may be correctable.

2 Minimally Acceptable

Marginally meets minimum requirements; minor deficiencies, which may be correctable.

3 Acceptable Meets requirements; no deficiencies.

4 Good Meets requirements and exceeds some requirements; no deficiencies.

5 Excellent Exceeds most, if not all requirements; no deficiencies.

6.6.2 Application of Rating Scale

The above rating scale will be utilized in the evaluation of each of the criteria listed in Section 6.4. The scale is a weighting mechanism that will be applied to the point value for each evaluation factor to determine the Respondent’s score for each factor. The Respondent’s total score will be determined by adding the Respondent’s score in each evaluation factor. For example, if an evaluation factor has a point value range of zero to 50 points, using the Rating Scale above, if the District evaluates the Respondent’s response as “Good,” then the score for that evaluation factor is 4/5 of 50, or 40 points.


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If sub-factors are applied, the Respondent’s total score will be determined by adding the Respondent’s score for each sub-factor. For example, if an evaluation factor has a point value range of zero to 40 points, with two sub-factors of 20 points each, using the Rating Scale above, if the District evaluates the Respondent’s response as “Good” for the first sub- factor and “Poor” for the second sub-factor, then the total score for that evaluation factor is 4/5 of 20 or 16 for the first sub-factor plus 1/5 of 20 or 4 for the second sub-factor, for a total of 20 for the entire factor.

6.6.3 Preference Points Awarded Pursuant to the Small and Certified Business Enterprise Development and Assistance Act Of 2014

Under the provisions of the “Small and Certified Business Enterprise Development and Assistance Act of 2014”, D.C. Official Code § 2-218.01 et seq., as amended (“SBE/CBE Act”, as used in this section), the District shall apply preferences in evaluating proposals from businesses that are certified by the Department of Small and Local Business Development (“DSLBD”) pursuant to Part D of the SBE/CBE Act.

A. Application of Preferences

For evaluation purposes, the allowable preferences under the SBE/CBE Act shall be applicable to developers/prime contractors as follows:

• Any developers/prime contractor that is a small business enterprise (SBE) certified by the DSLBD will receive the addition of 3 points on a 100-point scale added to the overall score.

• Any developers/prime contractor that is a resident-owned business (ROB)

certified by DSLBD will receive the addition of 5 points on a 100-point scale added to the overall score.

• Any developers/prime contractor that is a longtime resident business (LRB)


• Any developers/prime contractor that is a local business enterprise (LBE)


• Any developers/prime contractor that is a local business enterprise with its

principal offices located in an enterprise zone (DZE) certified by DSLBD will receive the addition of 2 points on a 100-point scale added to the overall score.

• Any developers/prime contractor that is a disadvantaged business enterprise

(DBE) certified by DSLBD will receive the addition of 2 points on a 100-point scale added to the overall score.


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• Any developers/prime contractor that is a veteran-owned business (VOB) certified by DSLBD will receive the addition of 2 points on a 100-point scale added to the overall score.

• Any developers/prime contractor that is a local manufacturing business

enterprise (LMBE) certified by DSLBD will receive the addition of 2 points on a 100-point scale added to the overall score.

B. Maximum Preference Awarded

Notwithstanding the availability of the preceding preferences, the maximum total preference points to which a certified business enterprise is entitled under the SBE/CBE Act is the equivalent of twelve (12) points on a 100-point scale for proposals submitted in response to this RFAP-Q. There will be no preference points awarded for subcontracting by the developers/prime contractor with certified business enterprises.

C. Preferences for Certified Joint Ventures

A certified joint venture will receive preferences as determined by DSLBD in accordance with D.C. Official Code § 2-218.39a(h).

D. Verification of Offeror’s Certification as a Certified Business Enterprise

Any Respondent seeking to receive preferences on this RFAP-Q must be certified at the time of submission of its proposal. The Contracting Officer will verify the offeror’s certification with DSLBD, and the offeror should not submit with its proposal any additional documentation regarding its certification as a certified business enterprise.

Any Respondent seeking certification in order to receive preferences under this solicitation should contact the:

Department of Small and Local Business Development ATTN: CBE Certification Program 441 Fourth Street, NW, Suite 850N Washington DC 20001

All Respondents are encouraged to contact DSLBD at (202) 727-3900 if additional information is required on certification procedures and requirements.

6.7 Participation on Other Respondent Teams and Changes in Respondent Organization


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6.7.1 Participation on Other Respondent Teams

No Key Personnel, Equity Members, Major Non-Equity Members, Financially Responsible Party of one Respondent team, or Respondent component firms shall participate, in any capacity, on another Respondent team during the course of the procurement process; provided, if a Respondent is not prequalified pursuant to the RFAP-Q evaluation process, the members of the unsuccessful Respondent team are thereafter free to participate on Qualified Proposer teams, subject to the requirements of Part A, Section 6.7.2 (Changes in Respondent Organization), Section 7.3 (Restrictions on Disclosure and Use of Data) and Section 7.5 (Conflicts of Interest).

6.7.2 Changes in Respondent Organization

After submission of the SOQ, no removal, replacement, or addition of any Key Personnel, Equity Member, Major Non-Equity Member, or Financially Responsible Party named in the SOQ is permitted without the prior written consent of the District. If a Respondent wishes to make any such changes, then the Respondent shall submit a written request for approval of the change to the Contracting Officer as soon as the Respondent is aware of a need to do so. The District reserves the right to withhold its consent to any requested change in the District’s sole discretion. To qualify for the District’s approval, a written request must document that the proposed removal, replacement, or addition will be equal to or better than the Key Personnel, Equity Member, Major Non-Equity Member, or Financially Responsible Party provided in the SOQ. The District will use the criteria specified in this RFAP-Q to evaluate all such requests. Failure to request approval for changes in Key Personnel, Equity Members, Major Non- Equity Members, or Financially Responsible Party may result in disqualification of the Respondent.


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7.0 Communications, Public Information, and Organizational Conflicts of Interest

7.1 Improper Communications and Contacts

The following rules of contact shall apply during the procurement for the Project, effective as of the date of issuance of this RFAP-Q through the award of the Project Agreement. These rules are designed to promote a fair, competitive and unbiased procurement process. Additional rules or modifications to these rules may be issued by the District in connection with the draft RFAP process and in the RFAP.

Contact includes, but is not limited to, face-to-face, telephone, text/SMS, facsimile, e-mail, any form of electronic messaging, formal written communication, or any other means of communication, either directly or indirectly by an agent, representative, promoter or advocate.

The Point of Contact listed in the procurement documents will serve as the sole official coordinator of communication with the party making the inquiry. To be relied upon by all parties, all official communication must be written.

(a) The Point of Contact shall be the sole contact for all phases of this

procurement. Respondents shall correspond with the District regarding the procurement only through designated representatives.

(b) Respondents, including any employee, member, agent, advisor, or consultant of a Respondent, shall not directly contact the following parties regarding the Project or procurement process, including employees, representatives, members, agents, consultants and advisors of the parties listed below, except as expressly permitted by this RFAP-Q:

(i) Any member or staff of the Council of the District of Columbia;

(ii) The Mayor of the District of Columbia;

(iii) Any employee of DGS;

(iv) Any employee of MPD;

(v) Any employee of OP3;

(vi) Any employee of DOC;

(vii) Any employee of any other District agencies;

(viii) Goldblatt Martin Pozen LLP/Arnold & Porter Kaye Scholer and Mayer Brown LLP/Miles Stockbridge (Legal Advisor to OP3);

(ix) IMG Rebel (Financial Advisor to OP3); (x) WSP (Technical advisor to DGS);


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(xi) Others advisors to the District hired during the procurement.

The District will provide any necessary coordination during the RFAP-Q stage with such parties in order to ensure that, among other things, the procurement shall be implemented in a fair, competitive and transparent manner and with uniform information.

Any communications determined to be prohibited or improper, at the sole discretion of the Contracting Officer, may result in disqualification of the Respondent or the relevant member of the Respondent team.

7.2 Requirement for an Electronic Copy of SOQ to Be Made Public

In addition to the SOQ submission requirements in Part A, Section 5.0 (SOQ Content and Submittal Requirements), Respondents must submit an additional electronic copy of its SOQ, redacted in accordance with any applicable exemptions from disclosure under D.C. Official Code § 2-534, including a statement of the grounds for the claimed exemption. A redacted digital copy of the Respondent’s SOQ must be submitted on a USB flash drive (marked with the Respondent’s name) to the Contracting Officer. Official Code § 2- 536(b) requires the District to make available electronic copies of records that must be made public. The District’s policy is to release documents relating to District proposals following award of the contract, and the conclusion of any protest, appeal, or other challenge to the award, subject to applicable exemptions under the District of Columbia Freedom of Information Act (“FOIA”) (D.C. Official Code §§ 2-531-539) and the P3 Act.

7.3 Restriction on Disclosure and Use of Data

For trade secrets and confidential and proprietary information to be exempt from disclosure, the proposer must do all of the following:

(a) Invoke exclusion on submission of the information or other materials for

which protection is sought;

(b) Identify with conspicuous labeling the data or other materials for which protection is sought;

(c) State the reasons why protection is necessary; and

(d) Fully comply with any applicable District law with respect to information that the proposer contends should be exempt from disclosure.

In order for a Respondent to limit the elements of their proposal subject to public disclosure, each Respondent must include an appendix with their SOQ that identifies those portions of its SOQ that the Respondent considers to be a trade secret or confidential commercial, financial, or proprietary information (by section, page number, and opening and closing phrases) and that states the reason why the protection is necessary of each identified element. This appendix shall not count toward the page


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number limitations outlined in this RFAP-Q.

The District will conduct a review of the proposed trade secret or confidential commercial, financial, or proprietary information and determine which elements of the proposal will be deemed confidential commercial, financial, or proprietary information.

Respondents who include in their SOQ data that they do not want disclosed to the public or used by the District except for use in the procurement process shall mark the title page with the following legend:

“This SOQ includes data that shall not be disclosed outside the District and shall not be duplicated, used or disclosed in whole or in part for any purpose except for use in the procurement process.”

The data subject to any such restriction must be contained on sheets marked with the following legend:

“Use or disclosure of data contained on this sheet is subject to the restriction on the title page of this SOQ.”

If, however, a contract is awarded to the Respondent as a result of, or in connection with, the submission of such data, the District will have the right to duplicate, use, or disclose the data to the extent consistent with the District’s needs in the procurement process. This restriction does not limit the District’s rights to use, without restriction, information contained in a SOQ if such information is obtained from another source.

7.4 D.C. Freedom of Information Act (“FOIA”)

FOIA provides that any person has the right to request access to records. All public bodies of the District government are required to disclose public records, except for those records, or portions of records, that are protected from disclosure by the exemptions set forth in DC Official Code § 2-534.

Subject to the exceptions specified in FOIA and this Section 7.4, all written and electronic correspondence, exhibits, photographs, reports, printed material, tapes, disks, designs, and other graphic and visual aids submitted to the District during the procurement process, regardless of whether included in a SOQ or otherwise submitted will not be returned to the submitting Respondent. Respondents should familiarize themselves with the provisions of FOIA requiring disclosure of public information and exceptions thereto. In no event shall the District, OP3, DGS, MPD, or any of their agents, representatives, consultants, directors, officers, or employees be liable to a Respondent or a Respondent team member for the disclosure of any materials or information submitted in response to this RFAP-Q.

7.4.1 Disclosure Waiver

Each Respondent, by submitting a SOQ, consents to the disclosures described in this RFAP-Q, including the disclosures in this Section 7.4, and all other disclosures required by law, and expressly waives any right to contest, impede, prevent, or


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delay such disclosure, or to initiate any proceeding that may have the effect of impeding, preventing, or delaying such disclosure, under FOIA or any other law relating to the confidentiality or disclosure of information. Under no circumstances will the District be responsible for or liable to a Respondent or any other party as a result of the disclosure of any such materials. The Respondent further agrees to assist the District in complying with the disclosure requirements if the Respondent is selected as the Developer.

7.4.2 Disclosure Process for Requests under FOIA

All requests under FOIA for disclosure of the SOQs or information contained therein shall be processed in accordance with FOIA.

7.4.3 Executive Summary

The executive summary required pursuant to Part B, Volume 1 Section 1.1 is subject to release and disclosure at the District’s discretion and shall not contain a Respondent’s confidential or proprietary information or trade secrets that the Respondent intends to be exempt from disclosure.

7.5 Conflicts of Interest

7.5.1 Organizational Conflicts of Interest

Respondents must identify all relevant facts relating to past, present or planned interest(s) of the Respondent’s team (including the Equity Members, Major Non- Equity Members, consultants, and subcontractors, and their respective chief executives, directors and key project personnel) which may result, or could be viewed as, an organizational conflict of interest in connection with this RFAP-Q and any subsequent phases of the procurement for this project. This disclosure must be consistent with 27 DCMR § 2220 - 2222 and 27 DCMR § 4812.

The Respondent will disclose:

(a) Any current contractual relationships with the District (by identifying the

District contract number and project manager);

(b) Any past contractual relationships with the District that involved any work or service described in 27 DCMR §§ 2221. - 2221.5;

(c) Present or planned contractual or employment relationships with any current District employee; and

(d) Any other circumstances that might be considered to create a financial interest in the contract for the Project by any current District employee if the Respondent is awarded the contract.


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The foregoing are provided as examples only, and do not constitute a limitation on the disclosure obligations. In addition, the Respondent will:

(a) Identify steps that have been or will be taken to avoid, neutralize or

mitigate any organizational conflicts of interest for any fact, relationship or circumstance disclosed in response to this Section.

(b) In cases where component entities on different Respondent teams belong to the same parent company, each Respondent team must describe how the participants would avoid conflicts of interest throughout the entirety of the procurement process.

7.5.2 Other Organizational Conflicts of Interest

Consultants and sub-consultants who assisted or will assist the District in the preparation of this RFAP-Q, the RFAP or supporting procurement and technical documents (including environmental reviews or similar documents) are prohibited from participating on or as an Equity Member, Major Non-Equity Member, Financially Responsible Party, contractor, subcontractor, consultant or sub-consultant for any Respondents or the Original Unsolicited Proposer. Respondents must provide information regarding all potential organizational conflicts of interest in its SOQ, including all relevant facts concerning any past, present, or currently planned interests that may present an organizational conflict of interest. The Contracting Officer will determine whether an organizational conflict of interest exists and what actions are necessary to avoid, neutralize, or mitigate such conflict.

7.5.3 Certain Advisors

Without limitation of this Section 7.5, the persons and entities set forth in Part A, 7.1(b)(viii) through (xii) (inclusive) are prohibited from participating on or as an Equity Member, Major Non-Equity Member, Financially Responsible Party, contractor, subcontractor, consultant or sub-consultant for any Respondents or the Original Unsolicited Proposer for this Project.

7.5.4 After Submittal of SOQ

By submitting its SOQ, each Respondent agrees that, if an organizational conflict of interest is thereafter discovered, the Respondent will make an immediate and full written disclosure to OP3 that includes a description of the action that the Respondent has taken or proposes to take to avoid or mitigate such conflicts. If avoidance or mitigation of an organizational conflict results in a change to Key Personnel, then the Respondent must follow the procedures for approval of new personnel outlined in Part A, Section 6.7.2.


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8.0 Protest Procedures

Any actual or prospective Respondent or contractor who is aggrieved in connection with the procurement must file with the D.C. Contract Appeals Board (“Board”) a protest prior to receipt of initial proposals for alleged improprieties in a solicitation or no later than ten (10) business days after the basis of protest is known or should have been known, whichever is earlier. A protest based on alleged improprieties in a procurement that are apparent at the time set for receipt of initial Respondent submission shall be filed with the Board prior to the time set for receipt of initial submission. In procurements in which Respondent submissions are requested, alleged improprieties which do not exist in the initial solicitation/RFAP-Q, but which are subsequently incorporated into the solicitation/RFAP-Q, must be protested no later than the next closing time for receipt of Respondent submissions following the incorporation. The protest shall be filed in writing, with the Board, 441 4th Street, N.W., Suite 350N, Washington, D.C. 20001. The aggrieved Respondent shall also mail a copy of the protest to the Contracting Officer for the procurement.


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9.0 Reserved Rights

The District may evaluate proposals based on the anticipated completion of all or any portion of the Project. The District reserves the right to divide the Project into multiple parts, to reject any and all SOQs, and to re-solicit for new SOQs, or to reject any and all submissions and temporarily or permanently abandon the Project or any portion thereof. The District makes no representations, written or oral, that it will enter into any form of agreement with any Respondent for the Project and no such representation is intended to be, or should be, construed by the issuance of this RFAP-Q. The District reserves the right to waive any formalities or technical inconsistencies, or delete any item/requirements from this RFAP-Q, the RFAP, or the draft Project Agreement, when deemed to be in the District’s best interest.

The District, through its Contracting Officer, reserves the following rights to the fullest extent permitted by law:

9.1 To reject any and all proposals, at any stage of the procurement process and

under either the solicited or unsolicited procurement processes for any reason at any time;

9.2 Not to prequalify any Respondents;

9.3 To disqualify any Respondent that changes its SOQ without the District’s

approval;

9.4 To disqualify any Respondent or Qualified Proposer from the procurement for violating any rules or requirements of the procurement specified in this RFAP- Q or the RFAP;

9.5 To withdraw or cancel this RFAP-Q or the RFAP in whole or in part, or

terminate the review of any SOQs or Proposals, at any stage of the procurement process;

9.6 To negotiate with a Respondent at any time during the procurement process,

without being bound to any provision in the proposal;

9.7 To request additional information or clarification regarding any SOQ or proposal at any time;

9.8 To waive non-material errors, omissions, or irregularities in a response to any

requests and the sole right to determine if such occurrence is non-material in nature;

9.9 To issue amendments to and/or cancel any procurement;

9.10 To revise the evaluation factors or methodology prior to the SOQ submission

deadline;

9.11 Not to issue an RFAP;


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9.12 To develop some or all of the Project itself or through another entity; and

9.13 To disclose information submitted to the District as permitted by this RFAP-Q or applicable law.

In no event shall the District be bound by, or liable for, any obligations with respect to the Project until such time (if at all) as the Project Agreement, in form and substance satisfactory to the District, has been authorized and signed by the District and, then, only to the extent set forth therein. In submitting an SOQ in response to the RFAP-Q, the Respondent is specifically acknowledging these disclaimers.


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10.0 Administrative Requirements

In addition to the specific submittal requirements set forth in Part A, Section 5.0 (SOQ Content and Submittal Requirements), the following terms and conditions will apply:

10.1 Respondents and their SOQs must, at the time of submission, comply with the law and nothing herein is intended to contradict or supersede any applicable District or federal laws and regulations.

10.2 Should the District wish to select a Respondent as a Qualified Proposer

pursuant to the SOQ evaluation process described in this RFAP-Q, prior to such selection the Respondent will be required to provide documentation to OP3 demonstrating that the Respondent’s Equity Members, Major Non-Equity Members, and Financially Responsible Parties are qualified to lawfully conduct business in the District.

10.3 The Developer will be required to follow all applicable District and federal

Equal Employment Opportunity (“EEO”) and human rights laws and policies.

10.4 The District does not discriminate against a Respondent because of race, religion, color, sex, national origin, age, disability, income, or any other basis prohibited by District or federal law relating to discrimination in employment.

10.5 The Project Agreement will be subject to all applicable District and federal

laws and regulations, including Title VI of the Civil Rights Act of 1964, as amended (and its applicable implementing regulations).

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PART B – STATEMENT OF QUALIFICATIONS

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1.0 VOLUME 1

1.1 GENERAL CONTENTS

Respondents are required to assemble their SOQ in the order prescribed and to follow the sections outlined in this Part B. Italics indicate explanations or instructions to Respondent as opposed to a request for information. For the convenience of Respondents, an outline of the submittal requirements is set forth in Appendix 2 (SOQ Submittal Outline).

A. Table of Contents: The SOQ must include a Table of Contents that lists the contents of the package, by tab, and any appendices.

B. Confidential Contents Index: If a Respondent deems that any information provided as part

of their SOQ should be exempt from public disclosure under FOIA, that Respondent must include a Confidential Contents Index as an appendix to the SOQ. This Index shall be executed by the Respondent and should list the specific items (and the section and page numbers within the SOQ at which such items are located) that the Respondent deems confidential information, in accordance with the requirements set forth in Part A, Section 7.3. Blanket designations that do not identify the specific information shall not be acceptable and may be cause for the District to treat the entire SOQ as public information. Notwithstanding the foregoing, the list required under this Subsection (c) is intended to provide input to the District as to the confidential nature of a Respondent’s SOQ, but in no event shall such list be binding on the District, determinative of any issue relating to confidentiality or a request under FOIA, or override or modify the provisions of FOIA, the P3 Act, or the District’s responsibilities thereunder.

C. Executive Summary: An Executive Summary, not exceeding five double-sided pages. The

Executive Summary shall be written in a non-technical style and shall contain sufficient information for reviewers with both technical and non-technical backgrounds to become familiar with the Respondent’s SOQ, including its qualifications and ability to satisfy the financial and technical requirements of the Project. The Executive Summary shall identify each Equity Member, each Major Non-Equity Member and each Financially Responsible Party and briefly describe the role, headquarter office location and qualifications of each Equity Member, and its experience in performing comparable projects. The Executive Summary shall address why the Respondent wants to become the Developer.

D. Original Unsolicited Proposer Submission Requirements: As provided in Part A, Section

4.4, the Original Unsolicited Proposer must submit a response to this RFAP-Q. The response shall be submitted according to the submission requirements in Part A, Section 5.6, except that the Original Unsolicited Proposer’s response should be conspicuously marked:

“Original Unsolicited Proposer’s Response to Request for Alternative Proposal Qualifications No. DOC357802, [Respondent Name].”

The Original Unsolicited Proposer’s response shall include:

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(a) A transmittal letter stating whether the Original Unsolicited Proposer would like to continue with the procurement process for the Project;

(b) A list of any changes to the Key Personnel, team members, Original Unsolicited Proposer’s financial condition, or other qualifications elements of its original unsolicited proposal;

(c) If any changes to Key Personnel or team members are proposed, the Original Unsolicited Proposer shall provide (i) the name of the personnel or team member that will no longer be involved with the project, (ii) the reason for such change, (iii) the name and resume of any personnel who will replace the original Key Personnel or team member who will replace the original team member, and (iv) justification that this change does not constitute a materially adverse change to the original unsolicited proposal;

(d) A complete Financial Qualifications volume in accordance with the requirements stated in Part B, Section 4.0;

(e) If the original unsolicited proposal does not address one or more of the Minimum Requirements listed in Part B, Volume 1, Section 1.2, then the Original Unsolicited Proposer shall submit any Minimum Requirements not provided with their original unsolicited proposal. and

(f) Any supplemental information that the Original Unsolicited Proposer deems necessary, in accordance with the instructions and requirements stated in Part B of this RFAP-Q.

1.2 MINIMUM REQUIREMENTS

The following submissions are required to be included in the SOQ in order for the Respondent to meet the minimum requirements of this RFAP-Q:

A. Form A (transmittal letter): A duly authorized official of Respondent or lead firm must

execute the transmittal letter. For Respondents that are joint ventures, partnerships, limited liability companies, or other associations, the transmittal shall be appended with letters on the letterhead stationery of each Equity Member, executed by authorized officials of each Equity Member, stating that representations, statements and commitments made in the SOQ on behalf of the Equity Member’s firm have been authorized by, are correct, and accurately represent the role of the Equity Member in the Respondent team. All signatures must be original and signed in ink.

B. Contact Sheet: A single page that states the primary POC and the secondary POC for the

Respondent, including each person’s title, office address, all phone numbers that may be utilized to contact the POC, fax number, and e-mail address.

C. Form D - Respondent Certification Form: Respondent and each Key Member, Equity

Member, Major Non-Equity Members, Financially Responsible Party and Other Identified Non-Equity Members must complete Form D. Each Respondent must acknowledge receipt of all amendments to this solicitation through their completed Form D.

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D. Statement of Eligibility: A statement that neither Respondent nor any other entity that has submitted Form D (Certification) as required by this RFAP-Q is currently debarred, voluntarily excluded, suspended, or otherwise ineligible to perform work for the District, the federal government, any state government, or any municipal government.

E. Certification of No Corruption or Fraud: A certification that no director, officer, partner,

owner, or other individual with direct and significant control over the policy or finances of the Respondent’s Equity Members, Major Non-Equity Members, or Financially Responsible Parties has been convicted of corruption or fraud in any jurisdiction of the United States.

F. Statement of Capability: A statement that the Respondent team has the requisite

development, design, construction, and maintenance capabilities to carry out the Project responsibilities potentially allocated to it in the Project agreement.

1.3 PROJECT INFORMATION – FORM E and F

Each project that the Respondent will reference to show their team’s General, Technical, and Financial qualifications and experience must be listed on Form E (Project Information). Include in Form E up to ten projects in the aggregate for the entire Respondent team, in which one or more team members played a significant role during the past eight years (measured from the date of issuance of this RFAP-Q). Respondent should include at minimum two projects each for the Lead Architect, Lead Contractor and Lead O&M Contractor team members. With respect to each listed project, Respondents are requested to include:

(a) Project name and contract number;

(b) Owner’s name, address, contact name and current e-mail address, and telephone

phone number (may be contacted as a reference);

(c) Dates of work performed (if applicable);

(d) Project description and role of each entity involved;

(e) Project construction value (or financing value if entity’s role involved financing);

(f) Annual operations and maintenance value (if the entity’s role involved operations and maintenance);

(g) Description of work and percentage actually performed by such entity;

(h) Project outcome or current status (including identification, and a description, of

an increase in the original contract amount by the greater of $500,000 or five percent of the original contract amount, and any time extensions for completion or for any other deadlines or milestones, and the reasons for such increases or time extensions, as applicable); and

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(i) How is the project is comparable to the Project described in this RFAP-Q and how will the experience of the previous project provide value to the District.

For design firms, projects, or contracts listed that were traditional design-bid-build consultant/engineering services contracts (rather than, for example, design-build contracts), the information provided shall be limited only to the consultant/engineering services contract, rather than any ensuing construction or operations and maintenance contract where such entity had limited or no involvement. For construction firms, for projects or contracts listed using the traditional design-bid-build delivery method, the information provided shall be limited only to the construction contract, rather than any design or operations and maintenance contract where such entity had limited or no involvement.

Respondent should complete Form F (Concession and PPP Experience) to describe each concession contract and public-private partnership project for which the Equity Member, or component firms, acted in a role as a concessionaire/private partner/Equity Member. Information requested on Form F includes the company name, project name and location, project size, debt amount and gearing, date of financial close, start dates, percent of works completed by December 31, 2017, level of company’s participation and type of concession or payment mechanism.

Respondents are requested to verify that all contact information for Respondent team members and references are correct, and are advised that if any contact information provided is not current, the District may elect to exclude the experience represented by that project in determining the Respondent’s qualifications.

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2.0 VOLUME 2 – GENERAL QUALIFICATIONS

Respondent shall provide the information detailed in this Volume 2 to respond to Qualifications Evaluation Criteria in Part A, Section 6.4.1.

2.1 Respondent Structure and Experience

Respondents shall provide the following information relevant to qualifications of Respondent, its Equity Members, the lead or managing entity member of the Respondent team, all Major Non- Equity Members and any other team members that the Respondent wishes to identify in its SOQ. Respondent must identify all Major Non- Equity Members.

2.1.1 Respondent

Identify the legal name of Respondent. If the name is a single purpose entity, identify underlying names of component firms. Identify a single point of contact (a real person) and include the following information: name, title, address, telephone number and e-mail address. Identify the legal name and nature of the Respondent and the state of its organization. If Respondent is a consortium, partnership or any other form of a joint venture, the SOQ shall name each entity that comprises the consortium, partnership or joint venture; and contain an executed teaming agreement. If an executed teaming agreement does not yet exist, the SOQ shall contain the summary of the key terms of the anticipated agreement, including the percentages of ownership, roles of the various parties and anticipated execution date. Executed teaming agreements or summaries of teaming agreement key terms shall be included in an appendix to Volume 1. If the Developer is structured as a consortium, partnership, or other form of joint venture, as applicable, it must be structured such that each constituent entity is jointly and severally liable for all liabilities of the Developer under the Project Agreement.

2.1.2 Equity Members

For each Equity Member of the Respondent, identify the entity’s role, planned equity ownership percentage, and the entity’s legal nature and state of organization. Identify, additionally, each Equity Member’s Financially Responsible Party and its address, if applicable, and indicate whether an Equity Member is also the Lead Contractor, a Lead Contractor Member, the Lead Architect, Lead Architect Member or the Lead O&M Contractor. If an Equity Member is a joint venture, consortium, partnership or limited liability company, the SOQ shall name each entity that comprises the consortium, partnership or joint venture; and contain an executed teaming agreement. If an executed teaming agreement does not yet exist, the SOQ shall contain the summary of the key terms of the anticipated agreement, including the percentages of ownership, roles of the various parties and anticipated execution date. Executed teaming agreements or summaries of teaming agreement key terms shall be included in an appendix to Volume 1. If any Equity Member(s) is structured as a consortium, partnership, or other form of joint venture, as applicable, it must be structured such that each constituent entity is jointly and severally liable for all liabilities.

2.1.3 Major Non-Equity Members and Other Identified Non-Equity Members

Identify all Major Non-Equity Members and any other team members that the Respondent wishes to identify (e.g., financial and legal advisors) in its SOQ at this time (“Other Identified Non-Equity Member”). For each Major Non-Equity Member and Other Identified Non-Equity

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Member of the Respondent, identify the entity’s role and the entity’s legal nature and state of organization. Respondents shall not designate more than one Lead Contractor, Lead Architect, and Lead O&M Contractor (provided that the foregoing does not preclude the Lead Contractor, Lead Engineer, or Lead O&M Contractor from being a consortium, partnership, or any other form of joint venture as otherwise contemplated in the RFAP-Q).

For any entity identified in the SOQ for which experience and qualifications have not been provided pursuant to Part B, Volume 2, Section 2.1, the Respondent may, but is not required to, briefly describe their qualifications and experience in performing the role that the Respondent proposes to allocate to them. The description need not be lengthy or go into the level of detail sought in Part B, Volume 2, Section 2.1.

2.1.4 Respondent Structure

Outline the Respondent’s structure, including its teaming arrangements and allocation of roles and responsibilities within the Respondent team. Describe how the Respondent will institutionally operate as one entity and why this structure was chosen. Explain how the Respondent’s structure will facilitate successful coordination, management and deliver of the Project. Describe the Respondent’s approach and philosophy towards achieving a cooperative, partnership environment among the Respondent team members and the Respondent’s approach to interfacing successfully with the District and the District’s consultants. Describe how similar structures and approaches have resulted in successful delivery of projects comparable to the Project outlined in this RFAP-Q.

2.1.5 Form B and Organizational Charts

Provide Form B (Team Summary) along with an organizational chart which sets forth the Respondent structure, teaming arrangements, and reporting requirements. The organizational charts must show the flow of the “chain of command” with lines identifying participants who are responsible for major functions to be performed and their reporting relationships in managing, designing, building, financing, operating and maintaining the Project.

A separate organizational chart covering Respondent team members along with Key Personnel identified in Part B, Volume 2, Section 2.1.7 that must show the functional structure of the organization down to the design discipline leader and construction superintendent level. Identify the critical support elements and relationships of project management, project administration, construction management, operation and maintenance management, quality control, safety, environmental compliance and subcontractor administration.

2.1.6 Key Personnel

List the Respondent’s Key Personnel for the Project, as defined below. Respondent must describe the relevance of each individual’s experience to the Project and why that experience will provide value to the District should Respondent become Developer.

Section A – Forms C

Provide an executed original Form C (Information Regarding Equity Members, Major Non‐ Equity Members, and Financially Responsible Parties) for the Respondent, each Equity Member of the Respondent, each Major Non-Equity Member, and each Financially Responsible Party.

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Section B – Personnel Qualifications

List the Respondent’s Key Personnel for the Project, as defined below, and include a resume not to exceed two pages for each individual. Respondent must describe, in narrative form, the relevance of each individual’s experience to the Project and why that experience will provide value to the District should Respondent become Developer. Key Personnel shall have, or be able to obtain within two months of NTP, the appropriate professional licenses and credentials registered in the District:

• Proposed project executive of Respondent;

• Proposed project manager and any deputy project managers (if different from project executive);

• Any other key members of Respondent’s management team (including any individual who is listed in an organizational chart at a level equal or higher than the individuals described above);

• Lead Architect project manager;

• Lead Contractor project manager; and

• Lead O&M Contractor project manager.

The narrative for each Key Personnel provided shall state the specific role(s) above that the proposed “Key Personnel” would be fulfilling for the Project. Three references for each of the project manager and the deputy project manager(s) and one reference for each other individual identified above must be supplied. If the project manager and deputy project manager(s) have worked on fewer than three projects during the past five years (measured from the date of issuance of this RFAP-Q), then Respondent shall (i) affirmatively state that such individual has worked on fewer than three projects of similar scope, scale, and complexity as the Project during the past five years; (ii) include references for each of such projects; and (iii) include references for projects worked beyond the past five years so that the number of references equals three or more in total. References for each individual shall be placed on that individual’s respective resume.

References shall be previous owners or clients with which the identified personnel have worked within the past five years (measured from the date of issuance of this RFAP-Q) and shall include the name, position, company or agency, project name, performance time period, current postal and e-mail addresses, and telephone number. Respondents are requested to verify that contact information is correct, and are advised that if the contact information provided is not current, then the District may elect to exclude the experience represented in determining the Key Personnel’s qualifications.

2.1.7 Commitment of Key Personnel to Project

Include an express, written statement from each entity employing each Key Personnel committing that the Key Personnel designated in the SOQ for their respective positions or roles, shall be available to serve the role so identified in connection with the Project to the extent required to meet the District’s schedule and quality expectations. Indicate the location from which the individual will be based. Although the District recognizes personnel availability is subject to

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change, Respondents are urged to only identify and designate personnel that they reasonably believe will be available for and primarily dedicated to the Project for the full Project term.

2.1.8 Conflicts of Interest Disclosures

Respondent must disclose any potential conflicts of interest according to the requirements of See Part A, Section 7.5.

2.1.9 Availability of Resources

Describe the current project pipeline of the Respondent, each Equity Member, and each Major Non-Equity Member, and their capacities to perform the work necessary for the Project. Explain Respondent’s approach to ensuring that sufficient levels of qualified labor and personnel, and required materials and equipment, will be available to the Respondent for commitment to the Project so as to provide for the development, design, and construction of the Project in a timely manner without delays or interruptions to such work.

Note that in order for a Respondent to remain qualified to submit a Proposal after it has been prequalified, the Respondent’s Key Personnel as identified in the SOQ must remain intact for the duration of the procurement process (i.e., until execution of the Project agreement Documents), unless otherwise approved in writing by the District. If a Respondent wishes to make changes in Key Personnel identified in its SOQ, the Respondent shall submit to the District a written request for the District’s approval of the change as soon as possible but in no event later than the date and time to be set forth in the RFAP. The Respondent may not make any changes in any Key Personnel identified in its SOQ after this deadline, except for unusual circumstances beyond its control, in which case the District, in its sole discretion, will consider such requests.

Requests to change Key Personnel identified in this SOQ shall be transmitted to the Contracting Officer according to Part A, Section 6.7.2 of this RFAP-Q. Failure to request the District’s approval for changes in Key Personnel during the procurement process may result in disqualification of the Respondent.

2.1.10 Relevant General Experience

Describe relevant experience held by the Respondent, Equity Members of the Respondent (for entities that invest equity through one or more funds or vehicles under common or similar management or ownership, the experience of all such funds and vehicles may be included), and Major Non-Equity Members, as applicable, with:

(a) Successful delivery of projects with similar size, scope and complexity to the

Project described in this RFAP-Q on time and within budget;

(b) Successful delivery of projects over $100 million through an alternative delivery, public-private partnership, such as a DBFM/DBFOM model;

(c) Public-private partnership, comprehensive development, and exclusive development agreements for government-sponsored or owned infrastructure projects to which such entity has been party with a construction value of $100 million or more;

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(d) Track record of complying with local labor laws. Note any labor challenges to the project and how these challenges were resolved.

(e) Track record of meeting or exceeding applicable workforce development and local

hiring goals and requirements for Projects of a similar size and scope. Provide a description of whether projects listed on Form E and F featured local workforce development, hiring requirements and/or CBE participation goals and, if so, the size of the goals and whether the Respondent met or exceeded these goals. If the local workforce goals were not met, explain how the developer demonstrated good faith efforts in pursuit of such goals to the project owner and reasons for not meeting the goals;

Respondents should reference the relevant projects listed on Form E and Form F when appropriate to show that they have the experience being requested in this section and explain how each referenced project contributes to the Respondent’s ability to deliver the Project.

For this section and any project information provided under Volume 4 of the Respondent’s SOQ, the Respondent may list the experience of any Equity Member who will directly or indirectly be an equity owner of the Developer. Project experience from affiliates of Equity Members is acceptable, if a direct or indirect common parent entity is a Financially Responsible Party of the Equity Member.

2.2 Project Approach

The Respondent shall describe its plan to design, construct, finance and maintain the Project, including a discussion of life-cycle cost analysis for alternatives, commitment of resources, and the use of subcontractors and suppliers. Respondents approach shall include:

(a) A description of the Respondent’s general approach to advancing Project

development using performance based DBFM model while incorporating the District’s goals and objectives, including how the building design methodology will result in improved building management;

(b) An overview of the Respondent’s general approach to the management of design,

construction, permitting, utility relocation, project oversight, and quality control/quality assurance, including methods utilized to maintain quality systems and materials, as well as procedures and implementation of such plans through oversight of the construction phase of projects;

(c) A description of the Respondent’s general approach to developing and carrying

out local workforce development and subcontracting plans according to the requirements set forth in this RFAP-Q;

(d) A description of the Respondent’s general approach to managing the interface

between team members and coordination of all stages of the Project;

(e) A description of risks impacting the design, construction, and maintenance of the

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Project and the Respondent’s approach to mitigating such risks (without regard to which party may bear responsibility for a risk in the Project Agreement);

(f) A description of the Respondent’s general approach to securing non-recourse

project financing (which takes into account current market conditions);

(g) A description of the Respondent’s understanding of the roles and responsibilities of the District, the Respondent, and third parties in connection with the development, design, construction, financing, and maintenance of the Project;

(h) A description of the Respondent’s experience in applying innovative measures to

maximize value on public infrastructure projects;

(i) A description of the Respondent’s approach to ensuring continuity of MPD operations with minimum disruption during construction, particularly regarding the swing out plan, and the timely commencement of construction following closing and swing out;

(j) A description of a general plan for engagement of Key Stakeholders and other

interested parties; and

(k) A brief and approximate timeline for the various phases of the Project, exhibiting the Respondent’s understanding of the redevelopment process, including the challenges stated in this RFAP-Q.

2.3 Legal Information

The following information shall be submitted with the Respondent’s SOQ:

2.3.1 Legal Issues

Identify and explain any significant anticipated federal, District, or state legal issues relating to the Respondent, any Equity Members, and any Major Non-Equity Members that must be resolved in order to deliver the Project and to perform the Developer’s obligations under a Project Agreement.

2.3.2 Legal Liabilities

Provide a list and a brief description (including the contract value and amount at issue) of all instances during the last five years (measured from the date of issuance of this RFAP-Q) involving (1) public-private partnership projects; (2) government- sponsored or owned infrastructure projects and (3) those projects listed pursuant to Part B, Volume 1, Section 1.3 in which the Respondent, any Equity Member, any Major Non-Equity Member, or any Affiliate of the foregoing was (i) determined, pursuant to a determination in a court of law, arbitration proceeding, or other binding dispute resolution proceeding, to be liable for a material breach of contract, including all such determinations that, as of the date of the SOQ, may be appealable, (ii) terminated for cause, or (iii) was found not to have exercised good faith efforts in the pursuit of an applicable local workforce hiring goal or requirement, such as a CBE participation. For each instance, identify an owner’s representative with a current telephone number (and e-mail

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address if available).

For purposes of this Section and Section (c), “Affiliate” means and includes parent companies at any tier, subsidiary companies at any tier, entities under common ownership, joint ventures and partnerships involving such entities (but only as to activities of joint ventures and partnerships involving the Respondent, any Equity Member or any Major Non-Equity Member as a joint venture or partner and not to activities of other joint ventures or partners not involving the Respondent, any Equity Member or any Major Non-Equity Member), and any Financially Responsible Party, that, (a) within the past five years (measured from the date of issuance of this RFAP-Q) have engaged in business or investment in North America or (b) have been involved, directly or indirectly, in the debt or equity financing, credit assistance, design, construction, management, operation or maintenance for any project listed by an entity pursuant to Part B, Volume 1, Section 1.3.

2.3.3 Legal Proceedings

Provide a list and a brief description (including the contract value, amount at issue and resolution) of each arbitration, litigation, dispute review board and other formal dispute resolution proceeding occurring during the last five years (measured from the date of issuance of this RFAP-Q) related to a (1) public-private partnership project ; and (2) government-sponsored or owned social infrastructure project involving a claim or dispute between the project owner and the Respondent, any Equity Member, any Major Non-Equity Member or any Affiliate of the foregoing involving an amount in excess of the smaller of (a) 2% of the original contract value or (b) $500,000 on projects with a contract value in excess of $25 million. Include items that were subject to arbitration, litigation, dispute review board, or other formal dispute resolution proceedings even if settled without completion of the proceeding. For each instance, identify an owner’s representative with a current telephone number (and e- mail address if available).

Include a similar list and description of all claims or disputes, if any, in connection with the projects included in the response to Part B, Volume 1, Section 1.3 involving an amount in excess of $100,000, regardless of the contract value. For each instance, identify an owner’s representative with a current telephone number (and e-mail address if available).

With respect to the information solicited in this Section 2.3, failure to fully disclose this information, conditional or qualified submissions (i.e., “to our knowledge”, “to the extent of available information”, “such information is not readily available”, “such information is not maintained in the manner requested”, etc.) to requests or questions posed, incomplete or inaccurate submissions, non-responsive submissions, or failure to provide information enabling the District to contact owner representatives may, in the sole discretion of the District, lead to a lower evaluation score or a “fail” rating for the team or disqualification from the procurement process.

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3.0 VOLUME 3 – TECHNICAL QUALIFICATIONS

3.1 Key Technical Personnel and Other Subject Matter Experts

The Respondent’s design, construction, and facilities management Key Personnel for the Project should be listed in Part B, Volume 2, Section 2.1.6. In addition to the information provided for Key Personnel pursuant to Part B, Volume 2, Section 2.1.6, Respondent should reference relevant Key Personnel if their prior experience will help explain the Respondent’s relevant experience, as described in Section 3.2. Additionally, Respondent’s may provide information for additional Subject Matter Experts (examples of which are below), if such personnel have been selected. Subject Matter Experts will not be considered “Key Personnel” for the purposes of this RFPA-Q, and may include, but will not be limited to:

• Lead Structural Engineer;

• Environmental Mitigation Lead;

• Historic Preservation Lead;

• Security Expert;

• Sustainability Lead (LEED Accredited Professional); and

• Lead MEP/FP Engineer.

3.2 Relevant Technical Experience

Describe relevant experience held by the Respondent team, team members and Key Personnel, as applicable, with:

A. Design development, permitting, construction coordination, and commissioning of projects of similar size and scope;

B. Integration of facilities management and system life-cycle costs into project design development;

C. Identification of character-defining features and materials of historic buildings, preparing a building preservation plan, and providing treatment recommendations for historic elements;

D. Construction and successful delivery of projects of similar size and scope;

E. Renovation of historic buildings with sensitivity to character-defining features and materials, implementation of historic preservation plans, a track record of adherence to approved treatment recommendations for historic elements, and appropriate handling of potentially hazardous materials.

F. Design and construction of “secure” facilities (including, but not limited to, police, public safety, buildings utilizing ACA standards for temporary holding facilities, and other secure government buildings); in particular, experience with the design, coordination, and implementation of electronic access control, closed circuit television (CCTV), intrusion detection systems, the design/construction of sensitive compartmented information facilities (SCIF’s) and fusion centers;

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G. Design and construction of projects utilizing LEED v4 with an enhanced commissioning delivery method;

H. Management and maintenance of secure government buildings and other similar projects delivered under a DBFM model public-private partnership;

I. Management and maintenance of projects constructed with LEED, particularly LEED v4, requirements, enhanced commissioning aspects, and building preventative maintenance plans;

J. Success in delivering projects similar in scope, scale, and complexity to the Project on schedule and within budget, while successfully integrating design, construction, historic preservation, and enhanced site security measures and security infrastructure that would be typical of a sensitive law enforcement facility; and

K. Acquisition of swing space for public sector users and relocation of users to/from swing space, or, if a public user elected to stay in the building during renovation, the maintenance of a safe environment for ongoing operations during renovation.

3.3 Safety

The Respondent will submit for the Lead Contractor (or other joint venture partners if applicable) and other subcontractors identified in the SOQ, a completed Form H (Safety Record). For projects listed in Forms E and/or F, Respondent shall explain whether safety plans were prepared and implemented; and if these plans were successful in minimizing health and safety incidents for those projects.

3.4 Budget/Cost Controls and Document Controls

The Respondent shall submit:

A. A narrative description of the processes and software used for construction management reporting/document controls, and any other information management systems, used in the management of past projects;

B. A description of how these systems were used for any combination of three projects listed on Form E.

3.5 Schedule Compliance

The Respondent will submit: A. A description of the approach the Respondent will use to develop, maintain and

update Project schedules during Project design and implementation phases; B. Examples of how these techniques were used for any combination of three projects

listed on Form E; C. A list of projects with a contract price of $100 million or more that were completed

within the past five years, or that remain under construction, in either case, by the Lead Contractor or a Lead Contractor Member for which there was, or is, a delay in completion of six months or more. For each such project, identify:

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• The applicable Lead Contractor or Lead Contractor Member;

• The name and location of the project;

• A description of the project including contract price;

• The contact information (owner project manager name, phone number, and e- mail address;

• Construction start date;

• The original scheduled date for completion;

• The actual date of completion (or if completion has not yet been achieved, the anticipated date of completion); and

• An explanation of the cause of the delay and steps taken to mitigate the delay.

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4.0 VOLUME 4 – FINANCIAL QUALIFICATIONS

Respondents shall package the information separately for each separate entity with a cover sheet identifying the name of the entity and its role in the Respondent’s team (i.e., Equity Member, Financially Responsible Party, Lead Contractor, Lead Engineer, Lead O&M Contractor, subcontractor, etc.).

The completed Form F (Concession and PPP Experience) in addition to the information provided regarding the projects in Form E (Project Information) should be used to demonstrate the Respondent’s ability to structure, negotiate and successfully obtain financing for comparable projects and Respondent’s familiarity with the types of financing structures and instruments potentially available in this section and should be referenced as necessary.

Volume 4 of the SOQ shall contain the following items:

4.1 Relevant Financing and Investment Experience

Describe relevant experience held by the Respondent and Equity Members of the Respondent (for entities that invest equity through one or more funds or vehicles under common or similar management or ownership, the experience of all such funds and vehicles may be included), as applicable, with:

(a) Success in financing projects, particularly public-private partnership projects (both equity and debt) with specific focus on government- sponsored or owned infrastructure project;

(b) Demonstrated success in reaching financial close for projects of similar scope, size, and complexity to the Project; and

(c) As to the Respondent and its Equity Members only, participation as an Equity Member in availability payment concession agreement.

For projects referenced in response to the above items, also provide information on the equity investors (including percentage interests), lenders, equity raised, finance raised, and finance structure.

4.2 Section A: Financial Statements

4.2.1 Requirements

Provide financial statements for the Respondent, each Equity Member, Lead Contractor, Lead O&M Contractor, and each Financially Responsible Party for the three most recently completed fiscal years. In each case, if the entity is a consortium, partnership or any other form of a joint venture, provide financial statements for all such members. As referred to in this RFAP-Q, “Financial Statements” include the following:

(a) Opinion Letter (Auditor’s Report) for audited financial statements (if audited

financials are available);

(b) Balance Sheet;

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(c) Income Statement;

(d) Statement of Changes in Cash Flow; and

(e) Footnotes audited by a certified public accountant in accordance with generally accepted accounting principles (“GAAP”) or International Financial Reporting Standards (“IFRS”) for audited financial statement.

4.2.2 Additional Requirements

In addition, Financial Statements must meet the following requirements:

(a) GAAP/IFRS: Financial Statements must be prepared in accordance with U.S. Generally Accepted Accounting Principles (“U.S. GAAP”) or International Financial Reporting Standards (“IFRS”). If financial statements are prepared in accordance with principles other than U.S. GAAP or IFRS, a letter must be provided from a certified public accountant discussing the areas of the financial statements that would be affected by a conversion to U.S. GAAP or IFRS. A restatement of the financial information in accordance with U.S. GAAP or IFRS is not required. The District reserves the right to request clarification or additional Information, as needed, in order to facilitate its review of those financial statements.

(b) U.S. Dollars: Financial statements should be provided in U.S. dollars if available. If

financial statements are not available in U.S. dollars, the Respondent must include summaries of the Income Statements, Statement of Changes in Cash Flow, and Balance Sheets for the applicable time periods (the three most recently completed fiscal years) converted to U.S. dollars by a certified public accountant based on prevailing exchange rates as of the date of release of this RFAP-Q. If the financial statements are converted from a foreign currency into U.S. dollars, the conversion method(s) must be explained in an attachment and must be reasonable.

(c) Audited: Financial Statements must be audited by an independent party qualified to

render audit opinions (e.g. a Certified Public Accountant). If audited financials are not available for an entity, the SOQ shall include unaudited financial statements for such entity, certified as true, correct and accurate by the chief executive, chief financial officer, or treasurer (or equivalent position or role) of the entity.

(d) English: Financial Statement information must be prepared in English. If audited financial

statements are prepared in a language other than English, then translations of all financial statement information must be accompanied with the original financial statement information. Translation at the average period rate for income statements and cash flow statements and period end rate for balance sheet statements shall be appropriate.

(e) Newly Formed Entity: If the Respondent, Equity Member of Respondent, Lead

Contractor, Lead O&M Contractor, or Financially Responsible Party is a newly formed

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entity and does not have independent financial statements, financial statements for the equity owners of such entity shall be provided (and the entity shall expressly state that the entity is a newly formed entity and does not have independent financial statements).

(f) SEC Filings: If any entity for which financial information is submitted files reports with

the Securities and Exchange Commission, then such financial statements shall be provided through a copy of their annual report on Form 10K. For all subsequent quarters, provide a copy of any report filed on Form 10Q or Form 8-K which has been filed since the latest filed 10K.

(g) Confidentiality: Respondent shall identify any information which it believes is entitled to

confidentiality by placing the word “confidential” on each page as described in Part A, Section 7.3 (Restrictions on Disclosure and Use of Data).

(h) Format: Respondent must also submit standard unlocked and unprotected Microsoft Excel workbooks containing the balance sheet, income statement and statement of cash flows as disclosed in each set of the audited financial statements. For each entity providing financial statements, one worksheet should be used for each of the balance sheet, income statement and statement of cash flows, with figures for each of the three most recent years in separate columns, in chronological order, from left to right.

4.3 Section B: Additional Financial Information

4.3.1 Material Changes in Financial Condition

Provide information regarding any material changes in financial condition for the Respondent, each Equity Member, the Lead Contractor, Lead O&M Contractor, and each Financially Responsible Party (if any of the foregoing are a consortium, partnership or any other form of a joint venture, for all such members) for the past three years and/or anticipated for the next reporting period.

If no material change has occurred and none is pending, each of these entities shall provide a letter from their respective chief executive officer, chief financial officer or treasurer (or equivalent position or role) so certifying.

Set forth below is a representative list of events intended to provide examples of what the District considers a material change in financial condition. This list is intended to be indicative only. At the discretion of the District, any failure to disclose a prior or pending material change may result in disqualification from further participation in the selection process.

List of Representative Material Changes:

An event of default (or a declaration of default by any lender even if disputed by Respondent) or bankruptcy involving the affected entity, or the parent corporation of the affected entity;

A change in tangible net worth of 10% or more of shareholder equity;

A sale, merger, or acquisition exceeding 10% of the value of shareholder equity prior to

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the sale, merger, or acquisition which in any way involves the affected entity or parent corporation of the affected entity;

A downgrade in credit rating by any credit rating agency for the affected entity or parent

corporation of the affected entity;

Non-payment of any debt service;

Inability to meet material conditions of loan or debt covenants by the affected entity or parent corporation of the affected entity which has required or will require a waiver or modification of agreed financial ratios, coverage factors, or other loan stipulations, or additional credit support from shareholders or other third parties;

In the current and three most recent completed fiscal years, the affected entity or the

parent corporation of the affected entity either: (i) incurs a net operating loss; (ii) sustains charges exceeding five percent of the then shareholder equity due to claims, changes in accounting, write-offs, or business restructuring; or (iii) implements a restructuring or reduction in labor force exceeding 200 positions or involves the disposition of assets exceeding 10% of the then shareholder equity;

Other events known to the affected entity which represent a material change in financial

condition over the past three years, or may be pending for the next reporting period.

4.3.2 Capital Commitments of Equity Members

Describe the existing contingent capital commitments of each Equity Member, and the Equity Members’ capacities and plan to fund their currently outstanding commitments in addition to the Project.

4.3.3 Credit Ratings

The Respondent shall provide a list identifying (1) each entity for which financial statements are provided, (2) a statement indicating whether each entity has a credit rating, (3) and, if so, providing a copy of its most recent credit rating report(s).

4.3.4 Summary Financial Information – Form G

Provide a completed Form G (Financial Qualifications) summarizing the financial information for the Respondent, Equity Members of the Respondent, Lead Contractor, and any Financially Responsible Party. For entities that are fund managers of an investment fund, Form G (Financial Qualifications) must be provided for the fund manager, the limited partnership(s) constituting the investment fund, and the general partner(s) of the investment fund. Form G (Financial Qualifications) shall be certified by the chief executive officer, chief financial officer, or treasurer (or equivalent position or role) of the entity providing the information.

4.4 Section C: Financially Responsible Party Letter of Support

If Financial Statements of Financially Responsible Party are provided to demonstrate financial capability of the Respondent, Equity Members of the Respondent, Lead Contractor, or Lead O&M Contractor, an appropriate letter from the applicable Financially Responsible Party must be provided confirming that it will financially support all the obligations of the Respondent,

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Equity Member of the Respondent, Lead Contractor, or Lead O&M Contractor, as applicable, with respect to the Project. This letter must be signed by the chief executive, chief financial officer, or treasurer (or equivalent position or role) of the Financially Responsible Party.

If a Financially Responsible Party is identified for the Lead Contractor, then such Financially Responsible Party may, in the District’s sole discretion, be required to guarantee the performance of the Lead Contractor on terms satisfactory to the District.

Respondents shall note that the District may, in its discretion based upon the review of the information provided, or Respondent’s form of organization, specify that an acceptable Financially Responsible Party is required as a condition precedent prior to prequalification. If the Respondent’s Lead Contractor is a limited liability entity or a newly formed entity, a Financially Responsible Party must be identified and included with respect to the Lead Contractor’s obligations relating to the Project (and all information required of Financially Responsible Parties must be provided).

For purposes of this Section, (i) “parent company” means parent companies at any tier and (ii) “affiliate company” means (A) subsidiary companies at any tier, (B) entities under common ownership, (C) joint ventures and partnerships involving such entities (but only as to activities of joint ventures and partnerships involving the Respondent, any Equity Member, or any Major Non-Equity Member as a joint venturer or partner and not to activities of other joint venturers or partners not involving the Respondent, any Equity Member, or any Major Non-Equity Member), and other Financially Responsible Parties for the entity.

4.5 Section D: Bid Security, Performance and Payment Bonds, and Surety or Bank/Financial

Institution Letter

As required by D.C. Official Code § 2-357.01 et seq., provide a letter from an Eligible Surety indicating that the Respondent team is submitting bid security as well as obtaining both a payment bond (or bonds) and a performance bond (or bonds), each in an aggregate stated amount of 100% of the construction costs of the Project, which is currently estimated to be $300 million,† as evidence of the Respondent’s or Lead Contractor’s bonding capacity. Letters indicating “unlimited” bonding capability are not acceptable. The letter must specifically state that the surety has read this RFQ and any addenda and evaluated the Respondent’s (and, if applicable, Lead Contractor’s) backlog and work-in-progress in determining its bonding capacity.

For purposes of this Section D, an “Eligible Surety” is a surety with an A.M. Best rating of at least A-, class XI, and that is included in the U.S. Treasury Circular 570. Evidence of the surety’s rating shall be attached to the letter.

As an alternative to including the performance bond in the bonding surety letter required by this section, the Respondent may submit a letter from an Eligible Financial Institution indicating a willingness to issue a letter or letters of credit for the Respondent or Lead Contractor as account

† NOTE TO RESPONDENTS: Please note that the amount of payment and performance security actually required for the Project may be less than 100% of applicable construction costs, if so determined by the Contracting Officer, in accordance with Section 702 of the District’s Procurement Practices Reform Act of 2010 (PPRA), effective April 8, 2011 (D.C. Law 18-371; D.C. Official Code § 2-357.02), as amended and incorporated by reference in the P3 Act.

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party in an aggregate stated amount of $100 million‡ at the time of the SOQ submission. If a bank or financial institution letter is provided, the Respondent must also provide a bonding surety letter for the payment bond(s) identified above. Any subsequent letter of credit shall be on terms satisfactory to the District.

In instances where the response to Part B, Volume 4, Section 4.3.1 contains descriptions of proposed or anticipated material changes in the financial condition, as applicable, of the Respondent, Lead Contractor or any other entity for which financial information is submitted as required hereby for the next reporting period, letters should include a certification that the Eligible Surety’s or Eligible Financial Institution’s analysis specifically incorporates a review of the factors surrounding the proposed or anticipated material changes in the financial condition of the Respondent, the Lead Contractor, or such other entity for which financial information is submitted, as applicable, and identify any special conditions which may be imposed before issuance of surety bonds or a letter of credit for the Project.

If a Respondent, Lead Contractor, or other entity to obtain the bonds or letters of credit is a joint venture, partnership, limited liability company, or other association, separate letters for one or more of the individual Equity Members are acceptable, as is a single letter covering all Equity Members of such entity. Each separate letter provided, however, must reference the approximate portion of the $300 million amount that the Eligible Surety or Eligible Financial Institution is indicating it is willing to provide. Statements such as “[the entity’s] share of the work/bond amount” or the like are not acceptable.

The District has not yet determined the specific amount or form of payment and performance bonds or letters of credit that it will require for the Project. The requirement to provide the letters and the bond or letter of credit amounts referenced above are solely for the purposes of evaluating the Respondent’s financial qualifications and should not be construed as an indication of the ultimate security requirements for the Project. Respondents are advised that the RFAP may, to the extent commercially available, and determined appropriate by the District for the Project, require payment and performance bonds or letter of credit amounts in excess of the $300 million amount referenced above. The District shall delineate such requirements, which will be consistent with applicable law, in the RFAP.

4.6 Section E: Equity Funding Letter

For each Equity Member, provide an equity funding letter. Equity Funding Letters will be used as supporting evidence of each Equity Member’s capacity to fund its portion of the equity capital that may be required for the Project. Each Equity Funding Letter must comply with the following:

A. If the Equity Member is an investment fund or intends to source its equity commitment

through an investment fund, then the letter must be signed by the fund’s general partner(s). The letter should demonstrate the existence of existing and/or committed capital capacity for the Project, consistent with the likely total equity investment and the Equity Member’s responsibility to provide the equity share percentage in the Respondent indicated pursuant to Part B, Volume 1, Section 2.1. Relevant information

‡ NOTE TO RESPONDENTS: Please note that the amount of payment and performance security actually required for the Project may be less than 100% of such costs pursuant to Section 702 of the District’s Procurement Practices Reform Act of 2010, as amended and incorporated by reference in the P3 Act.

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may include capital amounts already committed or subscribed, remaining commitments yet to be called and an anticipated call schedule, an allocation process for uncommitted funds, fundraising, etc., as well as whether a reserved allocation for the Project has been established; and

B. If the Equity Member intends to fund its equity commitment through use of internal

resources (e.g., a corporate entity supplying its own capital), the letter must be signed by the chief investment officer, the chief financial officer or the chief executive officer. The letter shall identify where and how the equity commitment will be sourced and provide a narrative description of how competing allocation and capacity issues are considered among several project opportunities the Equity Member pursues simultaneously.

To the extent that any Equity Member cannot positively demonstrate the existence of existing or committed capital capacity for the Project, then the District, in its sole discretion, reserves the right, but not the obligation, to request a guarantor, a Financially Responsible Party or additional Equity Members, or any combination of the foregoing, before or after the completion of the District’s evaluation of the SOQ.

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APPENDIX 1

DEFINITIONS

“Affiliate” has the meaning set forth in Part B, Volume 1, Section 2.3.2.

“ANC” has the meaning set forth in Part A, Section 1.4 (Key Stakeholders).

“Availability Payments” means the recurring payments to be made by the District to the Developer subject to the terms specified in the Project Agreement.

“Board” means the D.C. Contract Appeals Board.

“Business Day” means any day on which the District is officially open for business. “Certified Business Enterprise” or “CBE” means has the meaning set forth in Part A, Section 3.4.1 (Certified Business Enterprises).

“CFA” means the U.S. Commission of Fine Arts. “Council” means the Council of the District of Columbia.

“Contracting Officer” means the representative of the District identified in Part A, Section 4.2 (District Points of Contact).

“DBFM” has the meaning set forth in Part A, Section 1.3 (Project Description and Scope).

“Developer” means the entity identified, or otherwise established, by the successful Respondent to enter into the Project Agreement. The Developer shall develop, design, finance, construct, operate, and maintain the Project for the term of the Project Agreement.

“DC SHPO” means the District of Columbia State Historic Preservation Office.

“DGS” has the meaning set forth in Part A, Section 1.1 (Overview of Opportunity).

“District” means the District of Columbia

“Eligible Financial Institution” means bank or financial institution having long-term, unsecured debt ratings of not less than “A-/A3” from one of the major national rating agencies.

“Equity Member” means each part of a Respondent’s team that will contribute equity to the Developer as part of such Respondent’s financing plan for the Project.

“Experience Modification Rate” or “EMR” has the meaning set forth in Part B, Volume 2, Section 3.3.

“Financially Responsible Party” means each parent company or other entity (in either case, if any) that is proposed by the Respondent to support and guarantee the obligations of an Equity Member or Major Non-Equity Member.

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“FOIA” means the District of Columbia Freedom of Information Act (D.C. Code §§ 2-532-539).

“Key Personnel” means all personnel listed in Part B, Volume 2, Section 2.1.7.

“HPRB” mean the Historic Preservation Review Board.

“Lead Architect” means the entity (whether a single incorporated entity or an incorporated or unincorporated joint venture) with primary responsibility for preparation of the detailed plans and specifications for construction of the Project.

“Lead Architect Member” means, if the Lead Architect is a limited liability company, partnership, or joint venture, each member or partner (as applicable) of the Lead Architect.

“Lead Contractor” means the entity (whether a single incorporated entity or an incorporated or unincorporated joint venture) with primary responsibility for the performance of construction work for the Project.

“Lead Contractor Member” means, if the Lead Contractor is a limited liability company, partnership, or joint venture, each member or partner (as applicable) of the Lead Contractor.

“Lead O&M Contractor” means the entity (whether a single incorporated entity or an incorporated or unincorporated joint venture) with primary responsibility for the performance of operations and maintenance work for the Project.

“MPD” means the Metropolitan Police Department of the District of Columbia.

“Major Non-Equity Member” means, with respect to a Respondent, each of the following team members, but only if such team member is not also an Equity Member or Financially Responsible Party in respect of an Equity Member:

(a) each Lead Contractor;

(b) each Lead Architect; and

(c) each Lead O&M Contractor.

“NCPC” means the National Capital Planning Commission.

“OP3” has the meaning set forth in Part A, Section 1.1 (Overview of Opportunity).

“Original Unsolicited Proposer” has the meaning set forth in Part A, Section 1.1 (Overview of Opportunity).

“Other Identified Non-Equity Member” means, with respect to a Respondent, any team member that is neither a Major Non-Equity Member, an Equity Member nor a Financially Responsible Party.

“P3” has the meaning set forth in Part A, Section 1.1 (Overview of Opportunity).

“P3 Act” has the meaning set forth in Part A, Section 1.1 (Overview of Opportunity).

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“Project” has the meaning set forth in Part A, Section 1.1 (Project Description and Scope).

“Project Agreement” means the contract to design, build, finance, and maintain the Project that the District will enter into with the Developer at closing.

“Proposal” means a proposal submitted by any Respondent in response to the RFAP.

“Public Space” means all the publicly owned property between the property lines on a street, as further defined by 24 DCMR 399.

“Qualified Proposer” means the Original Unsolicited Proposer, if qualified according to Section 4.3, as well as any Respondent selected by the District pursuant to this RFAP-Q, each of whom will be invited to submit a Proposal in response to the RFAP.

“Request for Alternative Proposals” or “RFAP” means the solicitation that may be issued by OP3 to Qualified Proposers, and all applicable addenda.

“Request for Alternative Proposals - Qualifications” or “RFAP-Q” means this Request for Alternative Proposal Qualifications and all applicable addenda.

“Respondent” means any company, team, or joint venture which submits an SOQ in accordance with this RFAP-Q.

“Social Infrastructure” means a subset of the infrastructure sector that typically includes assets that accommodate social services, such as education, healthcare, public safety, corrections, government office, and recreation facilities.

“Statement of Qualifications” or “SOQ” means a qualifications package submitted to OP3 by a Respondent in response to this RFAP-Q.

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APPENDIX 2 SOQ SUBMITTAL OUTLINE

SOQ Component Form (if any) RFAP-Q Section Cross-

VOLUME 1 – GENERAL CONTENTS

1. General Contents (A) Table of Contents -- Part B, Volume 1, Section 1.1 (B) Confidential Contents Index -- Part B, Volume 1, Section 1.1 (C) Executive Summary -- Part B, Volume 1, Section 1.1

1.2 Minimum Requirements (A) Transmittal Letter Form A Part B, Volume 1, Section 1.2 (B) Contact Sheet -- Part B, Volume 1, Section 1.2 (C) Respondent Certification Form Form D Part B, Volume 1, Section 1.2 (D) Statement of Eligibility -- Part B, Volume 1, Section 1.2 (E) Certification of No Corruption or Fraud -- Part B, Volume 1, Section 1.2 (F) Statement of Capability -- Part B, Volume 1, Section 1.2

1.3 Project Information Form E and F (may be attached as an appendix)

Part B, Volume 1, Section 1.3

VOLUME 2 – GENERAL QUALIFICATIONS

2.1 Respondent Structure and Experience (a) Respondent -- Part B, Volume 2, Section 2.1.1 (b) Equity Members -- Part B, Volume 2, Section 2.1.2 (c) Major Non-Equity Members and Other

Identified Non-Equity Members -- Part B, Volume 2, Section 2.1.3

(d) Respondent Structure -- Part B, Volume 2, Section 2.1.4

(e) Organization Chart Form B (may be attached as an appendix)

Part B, Volume 2, Section 2.1.5

(f) Key Personnel Form C Part B, Volume 2, Section 2.1.6 (g) Commitment of Key Personnel to Project -- Part B, Volume 2, Section 2.1.7 (h) Conflicts of Interest Disclosures Part B, Volume 2, Section 2.1.8 (i) Availability of Resources -- Part B, Volume 2, Section 2.1.9 (j) Relevant General Experience -- Part B, Volume 2, Section 2.1.10

2.2 Approach to Project (a) General Approach and Responsibilities -- Part B, Volume 2, Section 2.2 (b) Approach to Management of Project Phases -- Part B, Volume 2, Section 2.2 (c) Approach to Developing and Implementing Workforce Development plans

-- Part B, Volume 2, Section 2.2

(d) Approach to Coordination of Team -- Part B, Volume 2, Section 2.2 (e) Description of Risks -- Part B, Volume 2, Section 2.2 (f) Approach to Securing Financing -- Part B, Volume 2, Section 2.2 (g) Understanding of Roles and Responsibilities -- Part B, Volume 2, Section 2.2 (h) Experience with Innovation -- Part B, Volume 2, Section 2.2 (i) Approach to Swing Space -- Part B, Volume 2, Section 2.2 (j) Stakeholder Engagement Plan -- Part B, Volume 2, Section 2.2 (k) Project Timeline -- Part B, Volume 2, Section 2.2

2.2 Legal Information -- (a) Legal Issues -- Part B, Volume 2, Section 2.3.1

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(b) Legal Liabilities -- Part B, Volume 2, Section 2.3.2 (c) Legal Proceedings -- Part B, Volume 2, Section 2.3.3

VOLUME 3 – TECHINICAL QUALIFICATION S

3.1 Key Technical Personnel and Other Subject -- Part B, Volume 3, Section 3.1 3.2 Relevant Technical Experience

(a) Design and Construction of Secure Building -- Part B, Volume 3, Section 3.2 (b) Management & Maintenance of Secure Building -- Part B, Volume 3, Section 3.2 (c) Success Delivering Similar Projects -- Part B, Volume 3, Section 3.2 (d) Integration of Facility Management into Design -- Part B, Volume 3, Section 3.2 (e) Meeting Workforce Development Goals -- Part B, Volume 3, Section 3.2 (f) Compliance with Local Labor Laws -- Part B, Volume 3, Section 3.2 (g) Swing Space – Acquisition and Relocation -- Part B, Volume 3, Section 3.2

3.3 Safety Form H Part B, Volume 3, Section 3.3 3.4 Budget/Cost Controls and Document Controls -- Part B, Volume 3, Section 3.4 3.5 Schedule Compliance -- Part B, Volume 3, Section 3.5

VOLUME 4 – FINANCIAL QUALIFICATION S

4.1 Relevant Financing and Investment Experience -- Part B, Volume 4, Section 4.1 4.2 Section A: Financial Statements -- Part B, Volume 4, Section 4.2

(a) Requirements -- Part B, Volume 4, Section 4.2.1 (b) Additional Requirements -- Part B, Volume 4, Section 4.2.2

4.3 Section B: Additional Financial Information -- Part B, Volume 4, Section 4.3 (a) Material Changes in Financial Condition -- Part B, Volume 4, Section 4.3.1 (b) Capital Commitments of Equity Members -- Part B, Volume 4, Section 4.3.2 (c) Credit Ratings -- Part B, Volume 4, Section 4.3.3 (d) Summary Financial Information Form G Part B, Volume 4, Section 4.3.4

4.4 Section C: Financially Responsible Party Letter of -- Part B, Volume 4, Section 4.4 4.5 Section D: Surety or Bank/Financial Institution Letter -- Part B, Volume 4, Section 4.5 4.6 Section E: Equity Funding Letter -- Part B, Volume 4, Section 4.6

APPENDIX 3 FORMS

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FORM A - TRANSMITTAL LETTER

RESPONDENT:

SOQ Date:

[entity/address]

The undersigned (Respondent) submits this statement of qualifications (this “SOQ”) in response to the Request for Alternative Proposal Qualifications dated (“RFAP-Q”), issued by the District of Columbia (The District) to develop, design, construct, finance, and maintain the Project. Initially capitalized terms not otherwise defined herein shall have the meanings set forth in the RFAP-Q.

Enclosed, and by this reference incorporated herein and made a part of this SOQ, are the following:

Volume 1: Transmittal Letter (this Form A), Executive Summary, Confidential

Contents Index, Respondent Structure and Experience (including Forms B, E and F) and Approach to Project;

Volume 2: Financial Statements, Additional Financial Information (including Form

G), Financially Responsible Party Letter of Support, Surety or Bank/Financial Institution Letter[, and Form H]; and

Volume 3: Forms C and D and Personnel Qualifications

Respondent acknowledges access to all materials posted on the following website with respect to the Project:

https://ocp.dc.gov/service/ocp-solicitations [Respondent to list any amendments to this RFAP-Q and sets of questions and answers by dates and numbers prior to executing Form A]

Respondent represents and warrants that it has read the RFAP-Q and agrees to abide by the contents and terms of the RFAP-Q and the SOQ.

Respondent understands that the District is not bound to prequalify any Respondent and may reject each SOQ that the District may receive.

Respondent further understands that all costs and expenses incurred by it in preparing this SOQ and participating in the Project procurement process will be borne solely by Respondent, except, to the extent of any payment offered by the District for work product, as described in Part A, Section 4.2.2 (Payment for Work Product) of the RFAP-Q.

Respondent agrees that the District will not be responsible for any errors, omissions, inaccuracies, or incomplete statements in the RFAP-Q.

Respondent acknowledges and agrees to the protest provisions and understands that it limits Respondent’s rights and remedies to protest or challenge the RFAP-Q or any determination or prequalification thereunder.

https://ocp.dc.gov/service/ocp-solicitations

This SOQ and the Project shall be governed by and construed in all respects according to the laws of the District of Columbia, and Respondent will comply with all applicable federal and D.C. laws and regulations.

Respondent's business address:

(No.) (Street) (Floor or Suite)

(State) (District, County, or Province) (ZIP or Postal Code) (Country)

State or Country of Incorporation/Formation/Organization:

[insert appropriate signature block from following pages]

1. Sample signature block for corporation or limited liability company: [Insert Respondent’s name]

By:

Print Name:

Title:

2. Sample signature block for partnership or joint venture: [Insert Respondent’s name]

By: [Insert general partner’s or member’s name]

By:

Print Name:

Title:

[Add signatures of additional general partners or members as appropriate]

3. Sample signature block for attorney in fact: [Insert Respondent’s name]

Print Name:

Title:

Attorney in Fact

4. Sample signature block for a Respondent not yet formed as a legal entity:

[Insert Respondent name]

By:

Print Name:

Title:

FORM B - RESPONDENT TEAM SUMMARY

RESPONDENT

CONTACT PERSON

ADDRESS

TELEPHONE NUMBER

E-MAIL ADDRESS

EQUITY MEMBER(S) (Duplicate for each Equity Member)

NAME OF FIRM

CONTACT PERSON

ADDRESS

TELEPHONE NUMBER

E-MAIL ADDRESS

MAJOR NON-EQUITY MEMBER (Duplicate for each Major Non- Equity Member)

NAME OF FIRM

CONTACT PERSON

ADDRESS

TELEPHONE NUMBER

E-MAIL ADDRESS

FINANCIALLY RESPONSIBLE PARTY (Duplicate for each Financially Responsible Party)

NAME OF FIRM

CONTACT PERSON

ADDRESS

TELEPHONE NUMBER

E-MAIL ADDRESS

FORM C - INFORMATION REGARDING RESPONDENT, EQUITY MEMBERS, MAJOR NON- EQUITY MEMBERS AND FINANCIALLY RESPONSIBLE PARTIES

Name of Respondent:

Name of Firm:

Year Established: _ Individual Contact:

Individual’s Title:

Firm’s CEO/Chairman:

Federal Tax ID No. (if applicable): _ Telephone No.: _

North American Industry Classification Code: _Fax No.: _

Name of Official Representative (if applicable): Business Organization (check

one):

Corporation (If yes, then indicate the State/Country/Province and Year of Incorporation and complete Sections A-C and the Certification form (Form D) for the entity.)

Partnership (If yes, complete Sections A-C and the Certification form (Form D) for each member.)

Joint Venture (If yes, complete Sections A-C and the Certification form (Form D) for each member.)

Limited Liability Company (If yes, complete Sections A-C and the Certification form (Form D) for each member.)

Other (If yes, describe and complete Sections A-C and the Certification form (Form D))

A. Business Name:

B. Business Address:

Headquarters:

Office Performing Work:

Contact Telephone Number:

C. If the entity is a Joint Venture, Partnership or Limited Liability Company, indicate the name and role of each member firm in the space below. Complete a separate Information form (Form C) for each member firm and attach it to the SOQ. Also indicate the name and role of each other financially liable party and attach a separate form.

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Name of Firm Role

Under penalty of perjury, I certify that the foregoing is true and correct, and that I am the firm’s Official Representative:

By: Print Name:

Title: Date:

[Please make additional copies of this form as needed.]

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FORM D - RESPONDENT CERTIFICATION FORM COMPLETION

The person(s) completing this form must be knowledgeable about the respondent's business and operations.

RESPONSES Every question must be answered. Each response must provide all relevant information that can be obtained within the limits of the law. Individuals and sole proprietors may use a Social Security number but are encouraged to obtain and use a federal Employer Identification Number (EIN). Provide any explanation at the end of the section or attach additional sheets with numbered responses. Include the respondent's name at the top of each attached page.

GENERAL INSTRUCTIONS This form contains four (4) sections. Section I concerns the respondent's responsibility; Section II includes additional required certifications; Section III relates to the Buy American Act (if applicable); and Section IV requires the respondent's signature.

SECTION I. RESPONDENT RESPONSIBILITY CERTIFICATION Instructions for Section I: Section I contains eight (8) parts. Part 1 requests information concerning the respondents business entity. Part 2 inquiries about current or former owners, partners, directors, officers or principals. Part 3 relates to the responsibility of the respondent's business. Part 4 concerns the respondent's business certificates and licenses. Part 5 inquiries about legal proceedings. Part 6 relates to the respondent's financial and organizational status. Part 7 requires the respondent to agree to update the information provided. Part 8 relates to disclosures under the District of Columbia Freedom of Information Act (FOIA). PART 1: RESPONDENT INFORMATION Legal Business Entity Name: Solicitation #:

Address of the Principal Place of Business (street, city, state, zip code) Telephone # and ext.: Fax #:

Email Address: Website:

Additional Legal Business Entity Identities: If applicable, list any other DBA, Trade Name, Former Name, Other Identity and EIN used in the last five (5) years and the status (active or inactive). Type: Name: EIN: Status:

1.1 Business Type (Please check the appropriate box and provide additional information if necessary.):

Corporation (including PC) Date of Incorporation:

Joint Venture Date of Organization:

Limited Liability Company (LLC or PLLC) Date of Organization:

Nonprofit Organization Date of Organization:

Partnership (including LLP, LP or General) Date of Registration or Establishment:

Sole Proprietor How many years in business?:

Other Date established?:

If "Other," please explain:

1.2 Was the respondent's business formed or incorporated in the District of Columbia? Yes No

If "No" to Subpart 1.2, provide the jurisdiction where the respondent's business was formed or incorporated. Attach a Certificate or Letter of Good Standing from the applicable jurisdiction and a certified Application for Authority from the District, or provide an explanation if the documents are not available.

State Country

1.3 Please provide a copy of each District of Columbia license, registration or certification that the respondent is required by law to obtain (other than those provided in Subpart 1.2). If the respondent is not providing a copy of its license, registration or certification to transact business in the District of Columbia, it shall either:

(a) Certify its intent to obtain the necessary license, registration or certification prior to prequalification pursuant to Act 20-550, Public-Private Partnership Act of 2014 (P3 Act); or (b) Explain its exemption from the requirement. PART 2: INDIVIDUAL RESPONSIBILITY Additional Instructions for Section I, Parts 2 through 8: Provide an explanation of the issue(s), relevant dates, the government entity involved, any remedial or corrective action(s) taken and the current status of the issue(s).

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Within the past five (5) years, has any current or former owner, partner, director, officer, principal or any person in a position involved in the administration of funds, or currently or formerly having the authority to sign, execute or approve bids, proposals, contracts or supporting documentation on behalf of the respondent with any government entity: 2.1 Been sanctioned or proposed for sanction relative to any business or professional permit or license?

Yes No

2.2 Been under suspension, debarment, voluntary exclusion or determined ineligible under any federal, District, state, or municipal statutes? Yes No

2.3 Been proposed for suspension or debarment? Yes No

2.4 Been the subject of an investigation, whether open or closed, by any government entity for a civil or criminal violation for any business-related conduct? Yes No

2.5 Been charged with a misdemeanor or felony, indicted, granted immunity, convicted of a crime, or subject to a judgment or a plea bargain for: Yes No

(a) Any business-related activity; or (b) Any crime the underlying conduct of which was related to truthfulness? 2.6 Been suspended, cancelled, terminated or found non-responsible on any government contract, or had a surety called upon to complete an awarded contract? Yes No

Please provide an explanation for each "Yes" in Part 2.

PART 3: BUSINESS RESPONSIBILITY Within the past five (5) years, has the respondent: 3.1 Been under suspension, debarment, voluntary exclusion or determined ineligible under any federal, District or state statutes?

Yes No

3.2 Been proposed for suspension or debarment? Yes No

3.3 Been the subject of an investigation, whether open or closed, by any government entity for a civil or criminal violation for any business-related conduct? Yes No

3.4 Been charged with a misdemeanor or felony, indicted, granted immunity, convicted of a crime, or subject to a judgment or plea bargain for: Yes No

(a) Any business-related activity; or (b) Any crime the underlying conduct of which was related to truthfulness? 3.5 Been disqualified or proposed for disqualification on any government permit or license?

Yes No

3.6 Been denied a contract award or had a bid or proposal rejected based upon a non-responsibility finding by a government entity? Yes No

3.7 Had a low bid or proposal rejected on a government contract for failing to make good faith efforts on any Certified Business Enterprise goal or statutory affirmative action requirements on a previously held contract? Yes No

3.8 Been suspended, cancelled, terminated or found non-responsible on any government contract, or had a surety called upon to complete an awarded contract? Yes No


PART 4: CERTIFICATES AND LICENSES Within the past five (5) years, has the respondent: 4.1 Had a denial, decertification, revocation or forfeiture of District of Columbia certification of any Certified Business Enterprise or federal certification of Disadvantaged Business Enterprise status for other than a change of ownership? Yes No

Please provide an explanation for "Yes" in Subpart 4.1.

4.2 Please provide a copy of the respondent's District of Columbia Office of Tax and Revenue Tax Certification Affidavit. PART 5: LEGAL PROCEEDINGS Within the past five (5) years, has the respondent: 5.1 Had any liens or judgments (not including UCC filings) over $25,000 filed against it which remain undischarged?

Yes No

If "Yes" to Subpart 5.1, provide an explanation of the issue(s), relevant dates, the Lien Holder or Claimant's name, the amount of the lien(s) and the current status of the issue(s).

5.2 Had a government entity find a willful violation of District of Columbia compensation or prevailing wage laws, the Service Contract Act or the Davis-Bacon Act? Yes No

5.3 Received any OSHA citation and Notification of Penalty containing a violation classified as serious or willful? Yes No


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PART 6: FINANCIAL AND ORGANIZATIONAL INFORMATION 6.1 Within the past five (5) years, has the respondent received any formal unsatisfactory performance assessment(s) from any government entity on any contract? Yes No

6.2 Within the past five (5) years, has the respondent had any liquidated damages assessed by a government entity over $25,000? Yes No

If "Yes" to Subpart 6.2, provide an explanation of the issue(s), relevant dates, the government entity involved, the amount assessed and the current status of the issue(s).

6.3 Within the last seven (7) years, has the respondent initiated or been the subject of any bankruptcy proceedings, whether or not closed, or is any bankruptcy proceeding pending? Yes No

If "Yes" to Subpart 6.3, provide the bankruptcy chapter number, the court name and the docket number. Indicate the current status of the proceedings as "initiated," "pending" or "closed".

6.4 During the past three (3) years, has the respondent failed to file a tax return or pay taxes required by federal, state, District of Columbia or local laws? Yes No

If "Yes" to Subpart 6.4, provide the taxing jurisdiction, the type of tax, the liability year(s), the tax liability amount the respondent failed to file/pay and the current status of the tax liability.

6.5 During the past three (3) years, has the respondent failed to file a District of Columbia unemployment insurance return or failed to pay District of Columbia unemployment insurance? Yes No

If "Yes" to Subpart 6.5, provide the years the respondent failed to file the return or pay the insurance, explain the situation and any remedial or corrective action(s) taken and the current status of the issue(s).

6.6 During the past three (3) years, has the respondent failed to comply with any payment agreement with the Internal Revenue Service, the District of Columbia Office of Tax and Revenue and the Department of Employment Services? Yes No

If "Yes" to Subpart 6.6, provide the years the respondent failed to comply with the payment agreement, explain the situation and any remedial or corrective action(s) taken and the current status of the issue(s).

6.7 Indicate whether the respondent owes any outstanding debt to any state, federal or District of Columbia government. Yes No

If "Yes" to Subpart 6.7, provide an explanation of the issue(s), relevant dates, the government entity involved, any remedial or corrective action(s) taken and the current status of the issue(s).

6.8 During the past three (3) years, has the respondent been audited by any government entity? Yes No

(a) If "Yes" to Subpart 6.8, did any audit of the respondent identify any significant deficiencies in internal controls, fraud or illegal acts; significant violations of provisions of contract or grant agreements; significant abuse; or any material disallowance?

Yes No

(b) If "Yes" to Subpart 6.8(a), provide an explanation of the issue(s), relevant dates, the government entity involved, any remedial or corrective action(s) taken and the current status of the issue(s).

PART 7: RESPONSE UPDATE REQUIREMENT 7.1 The respondent shall update any response provided in Section I of this form during the term of this contract: (a) Within sixty (60) days of a material change to a response; and (b) Prior to the exercise of an option year contract. PART 8: FREEDOM OF INFORMATION ACT (FOIA) 8.1 Indicate whether the respondent asserts that any information provided in response to a question in Section I is exempt from disclosure under the District of Columbia Freedom of Information Act (FOIA), effective March 25, 1977 (D.C. Law 1-96; D.C. Official Code §§ 2-531, et seq.). Include the question number(s) and explain the basis for the claim. (The District will determine whether such information is, in fact, exempt from FOIA at the time of request for disclosure under FOIA.)

Yes No

SECTION II. ADDITIONAL REQUIRED RESPONDENT CERTIFICATIONS Instructions for Section II: Section II contains four (4) parts. Part 1 requests information concerning District of Columbia employees. Part 2 applies to the respondent's pricing. Part 3 relates to equal employment opportunity requirements. Part 4 relates to First Source requirements. 1 Note that the PPRA, as amended by the P3 Act, expressly does not apply to Op3 procurements except for PPRA Sections, 202, 415, Title VII, and Title X.

PART 1. DISTRICT EMPLOYEES NOT TO BENEFIT The respondent certifies that:

1.2 Reserved 1.3 The following person(s) listed in clause 13 of the Standard Contract Provisions may benefit from this contract. (For each person listed, attach the affidavit required by clause 13.)

(a)

(b)

PART 2: EQUAL OPPORTUNITY OBLIGATIONS 3.1 I hereby certify that I am fully aware of the contents of Mayor's Order 85-85 and the Office of Human Rights' regulations in Chapter 11 of the DCMR, and agree to comply with them while performing this contract.

PART 3: FIRST SOURCE OBLIGATIONS

4.1 I hereby certify that I am fully aware of the requirements of the Workforce Intermediary Establishment and Reform of the First Source Amendment Act of 2011 (D.C. Law 19-84), and agree to enter into a First Source Employment Agreement with the Department of Employment Services if awarded any contract valued at $300,000 or more which receives funds or resources from the District, or funds or resources which, in accordance with a federal grant or otherwise, is administered by the District government. 4.2 I certify that the Initial Employment Plan submitted with my bid or proposal is true and accurate.

SECTION III. Reserved

SECTION IV. CERTIFICATION

Instruction for Section IV: This section must be completed by all respondents.

I, [ ], as the person authorized to sign these certifications, hereby certify that the information provided in this form is true and accurate. Name [Print and sign]: Telephone #: Fax #:

Title: Email Address:

Date:

The District of Columbia is hereby authorized to verify the above information with appropriate government authorities. Penalty for making false statements is a fine of not more than $1,000.00, imprisonment for not more than 180 days, or both, as prescribed in D.C. Official Code § 22-2405. Penalty for false swearing is a fine of not

more than $2,500.00, imprisonment for not more than three (3) years, or both, as prescribed in D.C. Official Code § 22-2404.

FORM E - PROJECT INFORMATION

Entity Involved (e.g., Respondent, Equity

Member, Major Non- Equity Member), Project Name and Contract Number

Owner Information(1) Project Description Dates Work Performed

Construction Value and Financing Value(2)

Lifecycle / Major Maintenance Value(3)

Project Role, Description and Amount of Work Performed (4) Project Outcome or Current Status (5)

Notes:

(1) For owner information, provide owner’s name, address, contact name and current e-mail address and telephone number.

(2) Provide financing value if the entity’s role involved financing (for foreign currency transactions, use the last (bid) exchange rate published in the Wall Street Journal as of three weeks prior to the due date for the submission of SOQs.

(3) Provide overall value of lifecycle and major maintenance - if the entity is involved in maintenance - to date, in 2017($) values

(4) Describe the work and state the percent or dollar value of the (a) design and construction work the entity performed/was responsible for (if the entity is a design-builder); (b) the construction work performed/was responsible for (if a Respondent or constructor); or (c) the design work performed (if the entity is a designer). For example, a member of a JV with a 30% stake in a $200 million project would insert 30% or $60 million; an engineer that performed $10 million worth of work on a $100 million project would insert 10% or $10 million.

(5) Identify and describe any increases in the original contract amount of the greater of $500,000 or 5% of the original contract amount and any time extensions for completion or other deadlines/milestones and the reasons for such increases and/or time extensions.

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FORM F - CONCESSION AND P3 EXPERIENCE EXPERIENCE OF THE EQUITY MEMBERS IN CONCESSION CONTRACTS AND PUBLIC-PRIVATE PARTNERSHIPS

INSTRUCTIONS:

(a) List only the experience of an Equity Member that will be future Equity Member of Respondent. An Equity Member that, as general partner and/or fund manager, intends to source its equity commitment through an investment fund may list equity investment experiences provided by other investment funds for which it was the general partner and/or fund manager at the time of financial close.

(b) List all applicable projects identified in response to Part B, Section 1.3 (Project Information) that reached financial close.

(c) List only projects where the Equity Member held at least 20% of equity ownership in the project at the time of financial close.

COMPANY NAME PROJECT NAME AND LOCATION FINANCING SIZE (1), (2)

DEBT AMOUNT & SOURCES (2), (3), (4)

DATE OF FINANCIAL CLOSE

CONSTRUCTION START DATES

% OF WORKS COMPLETED BY

February 28, 2017

LEVEL OF COMPANY’S PARTICIPATION (5)

TYPE OF CONCESSION/DESCRIPTION OF PAYMENT MECHANISM (6)

Example Entry: Financiers Corp. 950,000 $750,000

(95%, senior bank debt)

01/01/2007 04/15/07 100 $100,000

($100,000; 50% shareholding of Respondent)

Availability Payment

NOTES:

(1) Project size means the total amount of the project financed under private finance / project finance scheme (i.e., without public debt, public equity or capital grants).

(2) In thousands of United States Dollars. Identify exchange rates of amounts in other currencies using the last (bid) exchange rate published in the Wall Street Journal as of three weeks prior to the due date for the submission of SOQs June 2018

(3) Include in brackets the percentage of gearing and type of debt (bonds unwrapped or wrapped, bank debt, etc.).

(4) Inclusive of any loans from multilateral institutions (e.g., the European Investment Bank, European Bank for Reconstruction and Development, etc.)

(5) Show company’s amount of equity investment in United States Dollars as a shareholder. The equity investment may take the form of either (i) shareholders’ equity or (ii) shareholder subordinated debt. Please indicate separately the United States Dollar amount and percentage to which the company’s equity investment bears to the total of all private shareholders’ equity investments for the listed project.

(6) Specify the type of concession (toll concession, availability payment, shadow toll, or combinations of these mechanisms).

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FORM G - FINANCIAL INFORMATION SUMMARY1

Respondent Name: Project Role:

2016 2015 2014 Percentage

CAGR 2014- 2016 (Year End) (Year End) (Year End)

Income Statement

A Gross Revenues B Cost of Sales C Gross Profit (A-B) D Operating Expenses

E Earnings Before Interest and Taxes

F Interest G Taxes

H

Earnings Before Interest, Taxes, Depreciation and Amortization

I Net Income Balance Sheet

A Current Assets B Inventories C Goodwill/Intangibles D Total Assets E Current Liabilities F Short-Term Debt G Long-Term Debt H Total Liabilities I Current Ratio

Cash Flow Statement

A Cash Flow From Operations

B Net Cash Flow from Investing Activities

C Net Cash Flow from Financing Activities

D End of Year Cash and Cash Equivalents

E Net Change in Cash Other

A Financial Statement Currency

B USD: Local Currency Exchange Rate

1 Express in millions (000,000) of US dollars. Where applicable, companies should indicate the conversion to US dollars, using the average periods’ exchange rate for income statements and cash flow statements, and for period end exchange rate for balance sheet times. The local currency and exchange rate used should be identified, if applicable.

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FORM H - SAFETY RECORD

Name of Respondent:

Name of Firm:

Role of Firm on Respondent Team:

This form shall be filled out separately and provided for each member of the Respondent that will perform or supervise installation or construction work

for the Project, and include information for any entity in which such team member holds a substantial interest. Information must be provided with regard

to all installation and construction work undertaken in the United States (including the District) by the entity, with separate statistics relative to the

District. The Respondent may be requested to submit additional information or explanation of the data that the District may require for evaluating the

safety record.

2014

2015

2016

2017

1) Total Hours Worked (in

thousands)

• Nationwide: • DC:

2) Number of Fatalities* • Nationwide:

• DC:

3) Number of Lost Workdays*

• Nationwide:

• DC:

4) Number of Lost Workdays

Cases*


5) Number of Injury/Illness

Cases*


6) Number of Days of

Restricted Work Activity Due

to Injury/Illness*


7) Incidence Rate **

(a) Lost Workday Cases:

• Nationwide:

• DC:

(b) Days Lost:

• Nationwide:

• DC:

8) Worker’s Compensation

Experience Modification

Rate ***

• Nationwide:

* The information required for these items is the same as required for columns (G) – (I) and (K) – (M), Log and Summary of Occupational Injuries

and Illnesses, Occupational Safety & Health Administration (OSHA) Form 300 and 300A.

** Incidence Rate – Number of Injuries (Cases) x 200,000 / Total Hours Worked

*** If the EMR is above 1.2, or has been rising over the past three years, a written explanation must be provided.

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