August 2, 2012 Page | PROJECT AGREEMENT BETWEEN THE GOVERNMENT OF THE U.S. VIRGIN ISLANDS AND THE FEDERAL HIGHWAY ADMINISTRATION PROJECT VI 38(2) Contracts 1,2 and 3 Raphune Hill Widening/Intersection Improvements I. INTRODUCTION This is a Project Agreement (PA) between the Government of the U.S. Virgin Islands, Department of Public Works (VIDPW), Puerto Rico Division of the Federal Highway Administration (FHWA), and the Eastern Federal Lands Highway Division (EFLHD) describing specific understandings and responsibilities of the principal parties in order to complete planning, design, compliance, and construction and construction-related activities of this project. The funding for this project will be from the Territorial Highway Program and other sources as appropriate. The VIDPW, the FHWA, and the EFLHD have entered into Memorandum of Agreement (MOA) No. DTFH71-04-X-00017, dated July 7, 2004 for engineering and construction services for Federal-Aid highway and bridge projects on the islands of St. Thomas, St. Croix, and St. John, U.S. Virgin Islands. The MOA will govern on all matters not covered in this Project Agreement. In accordance with the MOA, the VIDP'W and the EFLHD have been discussing this project since 1998. In June 2007, it was agreed that the VIPWD would complete the NEPA processes for Contract 1, while the EFLHD would complete the NEPA processes for Contracts 2 and 3. The EFLHD would design and construct all three contracts of the project. The VIPWD transmitted 70 percent Plans and Engineer’s Estimate to the EFLHD in June 2007, and the EFLHD began work on Contract 1. In December 2011, the FHWA requested that the EFLHD prepare the NEPA documentation for Contract 1 in addition to the NEPA processes for Contracts 2 and 3. By Categorical Exclusion Form dated January 3, 2012, the EFLHD completed the NEPA process for Contract 1 by categorically excluding it from further NEPA analysis. Preliminary design will be completed in support of the NEPA documentation. The final design and construction activities associated with Contracts 2 and 3 are contingent upon completion of the NEPA process. The complete project consists of intersection and roadway improvements on Rte 38 (Raphune Hill Road) on approximately 0.7 mile of roadway from the intersection of Rte 38 and Rte 313 (Centerline Road) to the intersection of Rte 38 and Rte 381 on St. Thomas, United States Virgin Islands, and the relocation of a 0.2-mile segment of Rte 381. The cost for construction alone is estimated at $26,600,000. Construction is scheduled to start in FY 2013, and to be completed in FY 2018. The project will address traffic safety and capacity deficiencies as identified by the traffic study for the corridor of Rte 38. Areas of concern include current traffic capacity compared to demand, width of roadway and intersections, traffic regulation by signals and signs, safety for pedestrians and vehicles, and drainage and lighting issues. Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 2 Because of the scope of the project, it is being divided into three Contracts as follows: Contract 1 - The contract consists of widening and improving the intersection of Raphune Hill Road (Rte 38) and Centerline Road (Rte 313), including work on approximately 0.08 miles of Rte 313 from the intersection south and on approximate 0.06 miles of Rte 38 from the intersection west. The improvements include grading, drainage, aggregate base, asphalt pavement, retaining walls, sidewalks, streetlights, traffic signal pavement markings and other miscellaneous work. By Categorical Exclusion Form dated January 3, 2012, the EFLHD completed the NEPA process for Contract 1 by categorically excluding it from further NEPA analysis. The EFLHD will prepare the design and administer the construction of this project, The VIDPW will acquire right-of-way and relocate the residents of the government housing units. This project is currently programmed for award in FY 2013. Contract 2 -The project consists of the improvements of the intersection of Rtes 38 and Rte 381, including the realignment of approximately 1,000 feet of Rte 381. The project work includes widening of Route 38, realignment of Route 381, traffic signal system, bus pull-off with shelters, drainage, and pavement markings including new pedestrian crosswalks. NEPA will be completed by the EFLHD. The EFLHD will complete the design and administer the construction of this project. This project is currently programmed for award in FY 2014. Contract 3 - The contract consists of roadway improvements to approximately 0.7 miles of Raphune Hill Road (Rte 38), from the project limits of Contract 1 on Rte 38 to the project limits for Contract 2 on Rte 38 west of the intersection with Rte 381. The roadway improvement includes widening Route 38 from two to four lanes, utility relocation, retaining wall, sidewalk, drainage improvements, street lighting, pavement marking, and traffic signing. NEPA will be completed by the EFLHD. The EFLHD will complete the design and administer the construction of this Contract. This project is currently programmed for award in FY 2015. II. ROLES AND RESPONSIBILITIES: In addition to the roles and responsibilities established in the MOA, the parties will fulfill the following roles and responsibilities as defined below. Any other major roles or responsibilities required for the project can be added as needed. EFLHD- Project Manager: The emphasis of the EFLHD Project Manager will be in the area of project development. This includes the coordination of all project development issues associated with project work including the full gamut of technical areas needed to complete these projects (utilities, hydraulics, safety, etc). EFLHD- Construction Operations: The emphasis of the EFLHD Construction Engineer will be in the area of project construction. This includes the coordination of all project construction issues associated with project work including the full gamut Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 3 of technical areas needed to complete these projects (utilities, hydraulics, safety, etc). EFLHD Environmental Team Leader: Functions as the primary contact for coordinating the development and completion of environmental permit acquisition. Prepares the environmental work plan that defines the steps, timelines and resources needed to comply with environmental project requirements. The following matrices expand upon the responsibilities described above and provide contact information for this project: CONTRACT 1 ACTIVITY ORGANIZATION | CONTACT Compliance: VIDPW Jomo McClean Lead Office EFLHD Jack VanDop Environmental VIDPW Jomo McClean Management EFLHD Jack VanDop Project Agreement VIDPW Wystan Benjamin EFLHD Selamawit Hailegiorgis Design: Project Manager VIDPW Jomo McClean Project Manager EFLHD Selamawit Hailegiorgis Lead Designer EFLHD Sidney Taylor Hwy Design Mgr EFLHD Jeff Johnson Div. Geotechnical Engr | EFLHD Mounir Abouzakhm Div. Pavements Engr EFLHD Jason Dietz Project Management VIDPW Wystan Benjamin EFLHD Selamawit Hailegiorgis FHWA Carlos Machado Project Budget VIDPW Wystan Benjamin EFLHD Selamawit Hailegiorgis FHWA Carlos Machado Project Schedule VIDPW Wystan Benjamin EFLHD Selamawit Hailegiorgis FHWA Carlos Machado Project Funding VIDPW Wystan Benjamin EFLHD Selamawit Hailegiorgis Peggy DeWeese FHWA Sonia Valentin Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 4 CONTRACTS 2 & 3 ACTIVITY ORGANIZATION | CONTACT Compliance: Lead Office EFLHD Jack VanDop Environmental VIDPW Jomo McClean Management EFLHD Jack VanDop Project Agreement VIDPW Wystan Benjamin EFLHD Ramesh Kotadia Design: Project Manager VIDPW Jomo McClean Project Manager EFLHD Ramesh Kotadia Lead Designer EFLHD Thang Nguyen Hwy Design Mgr EFLHD Shoukat Nawaz Div. Geotechnical Engr | EFLHD Mounir Abouzakhm Div. Pavements Engr | EFLHD Jason Dietz Project Management VI DPW Wystan Benjamin EFLHD Ramesh Kotadia FHWA Carlos Machado Project Budget VI DPW Wystan Benjamin EFLHD Ramesh Kotadia FHWA Carlos Machado Project Schedule VI DPW Wystan Benjamin EFLHD Ramesh Kotadia FHWA Carlos Machado Project Funding VI DPW Wystan Benjamin EFLHD Ramesh Kotadia Peggy DeWeese FHWA Sonia Valentin Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 5 Points of Contact, Contract 1,2,3 Federal Highway Administration Selamawit Hailegiorgis, Project Manager Eastern Federal Lands Highway Division Contract 1, (703) 948-1412 21400 Ridgetop Circle Selamawit.Hailegiorgis@dot.gov Sterling VA 20166-6511 Ramesh Kotadia, Project Manager, Contract 2&3, (703) 404-6207 ramesh.kotadia@dot.gov Jeff Johnson, Highway Design Manager, Contract 1, (703) 404-6299 Jeffrey Johnson@dot.gov Shoukat Nawaz, Highway Design Manager Contract 2 &3, (703)404-6280 Shoukat.nawaz@dot.gov Sidney Taylor, Civil Engineering Technician Contract 1, (703) 404-6328 sidney.taylor@dot.gov Thang Nguyen, Highway Engineer Contract 2&3, (703)404-6298 thang.nguyen@dot.govJack VanDop, Sr. Program Manager, (703)404-6282 Jack, vandop@dot.gov Jason Dietz, Pavement Team Manager, (703) 404-6350 Jason.Dietz@dot.gov Mounir Abouzakhm, Geotechnical Engineer, (571) 434-1566 Mounir.abouzakhm@dot.gov Peggy DeWeese, State Programs Manager, 703-404-6290, peggy.deweese@dot.gov Federal Highway Administration Carlos Machado, Assistant Division Puerto Rico Division Administrator, 787-766-5600x223, 350 Ave Carlos Chardon Ave. carlos.machado@dot.gov San Juan, PR 00918-2148 Sonia Valentin, Financial Assistant, 787-766- 5600x227 sonia,valentin@dot.gov Virgin Islands Department of Public Jomo McClean, Design Project Manager, Works (340)774-2622 x 225 8244 SUB BASE jomomceclean@gmail.com ST. THOMAS, VI 00802 Wystan Benjamin, Federal Highway Program Manager, (340)776-4844 Wyst vipowernet.net Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements February 4, 2013 Page 6 Il. PROJECT SCHEDULE Project Schedule Contract 1 Annual Prime Responsible Completion Date Task Description Office November, 2007 Begin Project Scoping and Compliance EFLHD June 2010 Prepare Environmental Screening Form . EFLHD June 2010 Determination of Cat. Ex or EA EFLHD June 2008 Topographic & Geotechnical Surveys EFLHD June 2010 30% Field Review EFLHD January 2012 CAT EX - NEPA Complete EFLHD November 2011 70% Field Review EFLHD February 2012 All Permits Received EFLHD March 2012 Final Design Review (95%) EFLHD October 2013 Prepare and Sign Contract Documents EFLHD December 2013 Advertise EFLHD February 2014 Award Construction Contract EFLHD April 2014 Preconstruction Conference EFLHD April 2014 Notice to Proceed EFLHD April 2014 Begin Construction EFLHD December 2014 Final Project Acceptance VIDPW/FHWA Project Schedule Contract 2 Annual Prime Responsible Office Completion Date Task Description March 2012 Begin Project Scoping and Compliance EFLHD April 2012 Prepare Environmental Screening Form EFLHD April 2012 Determination of EA or EIS EFLHD May 2012 Topographic & Geotechnical Surveys EFLHD June 2013 30% Field Review EFLHD July 2013 EA - NEPA Complete EFLHD December 2013 |70% Field Review EFLHD April 2014 All Permits Received EFLHD March 2014 Right-of-way Acquired VI DPW March 2014 Final Design Review (95%) EFLHD May2014 Prepare and Sign Contract Documents EFLHD @ @ June 2014 Advertise EFLHD Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 7 Project Schedule Contract 2 Begin Project Scoping and Compliance Annual Prime Responsible Office Completion Date Task Description August 2014 Award Construction Contract EFLHD September 2014 | Preconstruction Conference EFLHD October 2014 [Notice to Proceed EFLHD October 2014 Begin Construction EFLHD October 2016 | Final Project Acceptance VI DPW/FHWA Project Schedule Contract 3 Annual Prime Responsible Office — Date Task nT SGN March 2012 EFLHD April 2012 Prepare Environmental Screening Form EFLHD April 2012 Determination of Cat, Ex, EA or EIS EFLHD May 2012 Topographic & Geotechnical Surveys EFLHD June 2013 30% Field Review EFLHD July 2013 EA- NEPA Complete EFLHD December 2014 [70% Field Review EFLHD May 2015 All Permits Received EFLHD May 2015 Final Design Review (95%) EFLHD July 2014 Right-of-way Acquired VI DPW May 2015 Prepare and Sign Contract Documents EFLHD June 2015 Advertise EFLHD | August 2015 Award Construction Contract EFLHD September 2015 _| Preconstruction Conference EFLHD October 2015 | Notice to Proceed EFLHD October 2015 Begin Construction EFLHD October 2017 [Final Project Acceptance VI DPW/FHWA IV. PROJECT BUDGET Contract 1 Amount Preliminary Engineering Construction Engineering Construction Contract Utility work Contingencies Contract 1 Total $544,000.00 $606,000.00 $3,000,000.00 $300,000.00 $120,000.00 $4,570,000.00 Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 8 V. CONFLICT RESOLUTION Contract 2 Preliminary Engineering $1,200,000.00 Construction Engineering $1,500,000.00 Construction Contract $10,000,000.00 Utility work $100,000.00 Contingencies $300,000.00 Contract 2 Total $13,100,000.00 Contract 3 Preliminary Engineering ° $1,200,000,00 | Construction Engineering $1,500,000.00 Construction Contract $10,000,000.00 Utility work $100,000.00 Contingencies $300,000.00 Other Contract 3 Total $13,100,000.00 CONFLICT RESOLUTION ESCALATION MATRIX —Contracts 1, 2 and 3 EFLHD FHWA VI DPW Time to Resolve Lead Designer Construction Project Engineer to be named Jomo McClean John Paul David 5 Working Days Project Manager Construction Operations Engineer Contract 1 - Jameel Siddiqi 703-404-6277 Contract 2 &3 — to be named to be named FHWA Area Engineer Jomo McClean John Paul David 5 Working Days Highway Design Engineer - Alan Teikari (703)404- 6277- Construction Engineer — Tom Scott (703)404-6260 Carlos Machado Wystan Benjamin 5 Working Days Director Project Delivery — Laurin Lineman (703) 404- 6201 5 Working Days EFLHD Division Engineer -- Melisa Ridenour (703) 404-6201 Martin Knopp Darryl Smalls 5 Working Days Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 9 Vi. FUNDING For this project, paragraph 10 of the MOA is amended as follows to conform to FHWA fund transfer policies as follows: Funding for the project will be provided in accordance with 23 U.S.C. 308. The transfer of funds to the EFLHD will be in accordance with the July 19, 2007 memorandum: “Fund Transfers to Other Agencies and Among Title 23 Programs” and the June 2010 Federal Lands Highway document “Funds Transfer Guide.” The processes in these two documents are mandatory. Transfer of funds through Federal-Aid Project Agreements is no longer available. The EFLHD will forward funding requests (identifying the specific project and activity) for EFLHD project development and construction activities for the VIPWD for review and approval by both the VIPWD and the FHWA. Upon approval by the VIPWD and the FHWA, the VIPWD will initiate the transfer of the funds by the process in the July 19, 2007, memorandum. The EFLHD will not initiate any work for each contract until the allocation of the funds to EFLHD is complete. In the event that the actual project costs are less than the funds transferred to the EFLHD, the EFLHD will request that the funds be returned to the unobligated balance of the funds for the VIPWD. If it is agreed by all parties that it is appropriate that cash from sources other than Title 23 funds be transferred to the EFLHD for use on the project, this Agreement will be modified to reflect the transfer of funds, If the project cost for non-Title 23 funds is less than the amount paid to the EFLHD, the EFLHD will return the unexpended funds. The EFLHD will track all funds transferred to it for this project separately from all other projects. Upon completion of the construction of the project, completion of all project records, and as soon as the financial records for the project are closed, the EFLHD will return all unexpended funds to the VIPWD. VI. PROJECT AGREEMENT MODIFICATION PROCESS This Project Agreement may be modified by any party to the PA, subject to the concurrence by all original signatories. Circumstances that must result in any modification to this PA include any major changes in scope, schedule, products, budgets, milestone dates, and key positions. Modifications will be in the form of Modifications to the original PA or changes agreed to and made a part of the PA through standard correspondence or electronic mail. The EFLHD will distribute project agreement Modifications and changes to all signatories of the original PA. Project Agreement for Project 38(2), Raphune Hill Widening/Intersection Improvements August 2, 2012 Page 10 AGREED: by oc Cy — Date: Wystan Benjamin Federal Highway Proeram Manager Department of Public Works Government of the U.S. Virgin Islands LY Caflos Machado FHWA Assistant Division Administrator Puerto Rico Division Ho Q2E ened Dale: Karen Schmidt Director of Program Administration Eastern Federal Lands Highway Division Date: G FES 201%)