1. Please Sign In! IDOT requires verification that attendees arrived on time for the Vendor Conference. You will also be asked to sign out.

2. AUGUST 22, 2013 Welcome to the Multi-State Locomotive Procurement Vendors Conference

3. Housekeeping Location of restrooms and water fountains Nearest emergency exits and evacuation directions CPR-trained staff in attendance In the event of an emergency, IDOT staff will contact 911 and provide direction regarding evacuation or other necessary responses Please turn off or silence your cell phone Please note that this conference will be audio-recorded.

4. Multi-State Procurement IDOT – Illinois Department of Transportation (Lead Agency) Caltrans – California Department of Transportation WSDOT – Washington State Department of Transportation FRA – Federal Railroad Administration (Funding Agency) NGEC – Next Generation Equipment Committee (Spec Development)

5. Agenda ItemDescriptionSpeakerBeginEnd 1Welcome and Sign-InDante Watson2:002:15 2Project OverviewJohn Oimoen2:152:25 3Locomotive Procurement OverviewJim Lindsay2:252:35 4RFP OverviewDante Watson2:352:45 5Questions from VendorsAll2:453:00 6Next Steps - Upcoming RFP datesDante Watson3:003:05 7End Meeting – Sign OutAll3:053:10

6. Project Overview

7. PRIIA Passenger Rail Investment and Improvement Act of 2008 Focused funding on Intercity Passenger Rail, including: State Sponsored Routes Amtrak Long Distance Routes Re-Building Domestic Rail Manufacturing Base

8. Federal Railroad Administration Support Provides grant funding to: Purchase locomotives and railcars Improve rail infrastructure Technical Assistance Inspection and Review Grant Management

9. Next Generation Equipment Committee (NGEC) Cooperative Working Group of Industry and Government (Federal, State, and Local) Developed Technical Specifications for: Locomotives (Tier 4 / 125 MPH) Bi-Level Railcars Single Level Railcars Trainsets

10. Bi-Level Railcar Procurement Multi-State Procurement Caltrans – Lead Agency IDOT Potential Options to include other Agencies/entities FRA Grant Funding and Technical Assistance NGEC Technical Specification NTP November 2012 Currently in Design Review

11. Locomotive Procurement Multi-State Procurement IDOT – Lead Agency Caltrans WSDOT Potential Options to include other Agencies/entities FRA Grant Funding and Technical Assistance NGEC Technical Specification

12. Locomotive Procurement Overview

13. Base Order Quantities State (Agency)# of Locomotives Illinois (IDOT)21 California (Caltrans)6 Washington (WSDOT) 5* Total32 *WSDOT may purchase an additional 3 locomotives via options depending on costs and available funding

14. Potential Locomotive Options Locomotive Type# of Locomotives Similar to Base Order Locomotives50 – 75* Long Distance Locomotives125 – 150* WSDOT Potential OptionUp to 3** *The number of Option Locomotives shown in the table above are estimates of potential demand only and do not represent guaranteed future orders of option locomotives. The option quantities shown here are within the market quantity estimate developed by the NGEC for these locomotives **WSDOT may purchase an additional 3 locomotives via options depending on costs and available funding Option pricing revised by addenda may request quantity related pricing

15. Locomotive Delivery Schedule DescriptionComplete Date DescriptionComplete Date Performance Bond10 days after Notice of Intent to Award First Carbody/Mainframe Completed 24 months after NTP Insurance Certification29 days after Notice of Intent to Award Pilot locomotive testing completed at manufacturer 28 months after NTP Project Kick Off Meeting30 days after NTP)Pilot locomotive and FAI Completed 29 months after NTP Preliminary Design Review7 months after NTPIndependent facility testing (pilot locomotive) 31 months after NTP Intermediate Design Review12 months after NTPConditional acceptance of pilot locomotive 32 months after NTP Mock-ups16 months after NTPPilot locomotive corridor- tested at agency 33 months after NTP Carbody/Mainframe Structural Analysis 15 months after NTPFinal acceptance of pilot locomotive 33 months after NTP Final Design Review16 months after NTPInvoice last base order locomotive, all Milestones 6/30/17 (IDOT and CT); 5/31/17 (WSDOT) First Subsystems First FAI18 months after NTP ARRA Funding Deadline9/30/17

16. Buy America Support of domestic manufacturing base Requires final assembly of locomotives in United States and use of domestic iron and steel Encourages use of domestic component suppliers FRA requires 100% domestic suppliers Different from FTA requirements (60%) Waivers will be considered but not encouraged RFP requires Buy America compliance as part of Offer 100% required to score all 8 points, none for <80%

17. Standardization NGEC encouraged development of standardization within the next generation fleet for purposes of: Interoperability Interchangeability Management and reduction of life cycle costs Improved safety Re-establishment of the domestic supply chain for passenger rail rolling stock RFP requires Standardization Plan as part of Offer 100% required to score all points, no points for <45%

18. Technical Specification & Customer Variables Technical Specification for RFP is PRIIA Specification 305-005, Revision A (July 10, 2012) Chapter 23 includes Customer Variables RFP Attachment EE, Appendix E Additional Customer Variables includes: Items common to all states Items specific to each state Items specific to long distance locomotive variant Errata and other items

19. RFP Overview

20. Items to Pay Attention to… Please be sure to properly complete the following often overlooked among all the RPM required items: Attachment AA - State Board of Elections Registration Attachment BB – Authorized to do Business in Illinois Attachment CC – Illinois Department of Human Rights Public Contracts Number Attachment II - Disclosure of Business Operations in Iran

21. Procurement Schedule DateActivityDateActivity 8/8/13Request for Proposals issued 11/7/13 Last day to submit questions prior to Revised Offer due date (if requested) 8/22/13Offeror Conference (Mandatory) 11/13/13 Post final RFP addendum to Illinois Trans Procurement Bulletin 8/29/13First Addendum Issued 11/27/13Revised Offers due (if requested) 9/12/13 Last day to submit questions prior to Offer due date December Evaluation Complete – Recommend for Award to CPO 9/19/13 Last Addendum Issued prior to Offer due date December CPO Determination on Recommended Award 10/3/13Offers due JanuaryNotice of Intent to Award 10/28/13 Begin Confidential Discussions (as deemed necessary by IDOT/Caltrans) January Buy America Pre-Award Audit (est. duration 20 business days) 11/1/13 Last day for Confidential Discussions with Offerors (if conducted) FebruaryNotice of Award published

22. Communication During RFP Process All communications MUST be only with the Solicitation Contact DO NOT CONTACT ANY OTHER STAFF REGARDING THIS RFP All questions must be submitted on form CER 1 Any and all verbal communication is unofficial and non-binding

23. Question and Answer Process Vendors can ask questions at this Vendors Conference All written questions must be submitted on form CER 1 After the Vendors Conference and prior to the Question submittal deadlines, all questions/CER 1 forms must be submitted via email to the Solicitation Contact All answers to questions will be published via addenda on the Illinois Transportation Procurement Bulletin The vendor that asked a question will not be identified in the answers or addenda. All vendors who have access to the Bulletin will have access to all addenda and questions and answers

24. Addenda RFP Addenda will contain: All questions and answers Changes to the RFP Any other information that will be communicated to Vendors All RFP Addenda will be posted on the Illinois Transportation Procurement Bulletin (Bulletin) The Bulletin does NOT automatically notify Vendors of Addenda Vendors are responsible for monitoring the Bulletin for any Addenda or other information

25. Confidential Discussions and Revised Offers If the Evaluation Committee deems it necessary, Offerors may be requested to: attend Confidential Discussion to discuss issues with their initial Offers submit Revised Offers Offerors must attend Confidential Discussions in order to submit Revised Offers If Revised Offers are requested, initial Offers will no longer be considered for evaluation or award however Offerors may resubmit their original Offer

26. SBE Requirements RFP Attachment NN is the Small Business Enterprises Participation and Utilization Plan Proposals must include a utilization plan (uplan) demonstrating compliance with the 7% small business enterprises goal Small businesses are defined in Attachment NN and include federal or state certified small businesses, veteran-owned small businesses, DBEs, etc. There are no evaluation or technical points allocated for this provision but it is a pass/fail element of the proposal

27. Buy America Waivers Locomotive Final Assembly must be in U.S. (no waivers) Buy America Component manufacturing must be in U.S., although waivers will be considered Buy America Worksheet lists all Buy America Components Identify domestic suppliers of all Buy America Components or request waiver(s) Complete Waiver Request including form CER 2.8 (see RFP Attachment EE, Appendix A, Section 1.3.2) FRA will review and approve/deny waiver requests

28. Buy America Pre-Award Audit Selected Offeror will have Buy America Component Suppliers audited to ensure Buy America compliance IDOT/Caltrans/FRA inspectors will review supplier manufacturing sites All must be found Buy America compliant before contract execution

29. Vendor Questions and Preliminary Answers

30. Vendor Questions 15 minutes for Vendor Questions ALL VERBAL RESPONSES ARE UNOFFICIAL AND NON-BINDING Any Official responses will be issued in writing via an Addendum on the Transportation Procurement Bulletin website by August 29, 2013

31. Next Steps Upcoming RFP dates: August 29: First Addendum Issued September 12: Last day for submitting questions prior to Offer due date September 19: Last Addendum prior to Offer due date October 3: Offer due date Submit any additional questions on form CER 1 to Solicitation Contact Dante Watson

32. Thank You for Attending Please sign out before exiting the meeting. IDOT requires verification that attendees stayed for the entire Vendor Conference.