CN-550000-BE969-W0010000.pdf

Florida Department of Transportation

RON DESANTIS

GOVERNOR

Florida’s Turnpike Enterprise

P.O. Box 613069, Ocoee, FL 34761

407-532-3999

KEVIN J. THIBAULT, P.E

SECRETARY

www.fdot.gov

TASK WORK ORDER #1

July 1, 2020

Mr. Wendell Gaertner

Public Resources Advisory Group, Inc.

(PRAG)

150 Second Avenue North

Suite 400

St. Petersburg, Florida 33701

Dear Mr. Gaertner

Re: Contract No. BE969, Financial Advisor Services

Task Work Order Description: Provide financial and commercial advisory services related to

Operator Procurement for the Suntrax Infield Testing Facility.

As directed by the Florida Turnpike Enterprise (FTE), Public Resources Advisory Group, Inc., (PRAG) will complete the scope of work shown in Attachment 1. The deliverables and schedule for the scope of work is a shown in Attachment 1.

Overall time allotted for completion of services per Task Work Order #1 expires December 31, 2020.

Fees and Expenses:

Services and expenses provided under this authorization will not exceed $240,000.00, unless mutually agreed by the parties.

Hourly rates will follow the schedule from Exhibit C in the contract; however, FTE requires that

PRAG limit the billing of the Managing Director/Partner rate to one staff member on all activities. If more than one Managing Director/Partner is required for the assignment, PRAG will bill one of the

Managing Director/Partners hours at the Director rate.

Should PRAG travel be required by FTE, PRAG will only charge expenses for airfare related to undertaking work on this Task Work Order.

PRAG will keep FTE apprised of fees incurred by invoicing on a monthly basis. Monthly status reports will be submitted along with monthly invoices which shall summarize activities accomplished, services performed, any problems encountered, solutions/proposed solutions and details of staff hours utilized during the month, as well as the cumulative amount for the Project.

DocuSign Envelope ID: 37337198-C28C-4705-8ADB-FFDF94B6775C http://www.fdot.gov/

FTE may determine a deadline for a specific deliverable under this task work order which may have financial consequences if the deadline is not met. When financial consequences are deemed necessary for a specific deliverable, the FTE contract manager will communicate the deadline and the amount of financial consequences associated with that deliverable in writing to the vendor. The vendor will notify

FTE in writing prior to the deliverable deadline if it believes that all necessary inputs from FTE and third parties have not been received in sufficient time to complete the deliverable and achieve the deadline. The FTE contract manager and vendor will communicate and confirm in writing any agreed deadline changes that may occur as the work progresses.

Other Matters:

PRAG is not providing any legal advice or counsel under this task work order. Without limiting the foregoing, PRAG is not providing any interpretation of any laws or regulations that may be applicable to FTE or that are otherwise related to the work hereunder. While PRAG personnel and its subcontractors working on this project may, through experience or specialized training or both, be familiar with the general regulatory environment in their capacity as financial, information technology and management consulting professionals, they will work under the direction of FTE and its legal counsel regarding the specific legal and regulatory requirements under which FTE operates.

Please acknowledge receipt and agreement with this Task Work Order by signing and returning to me at mark.beall@dot.state.fl.us.

Mark Beall

Director of Toll Operations, Florida’s Turnpike Enterprise

Accepted by (Please print): Wendell Gaertner

Signature:

Title: Senior Managing Director

Date:

“Authorization received from the Office of the Comptroller as to Availability of Funds.”

Initial____________ Date:_______________

DocuSign Envelope ID: 37337198-C28C-4705-8ADB-FFDF94B6775C

6/19/2020

6/24/2020 | 9:39 AM EDT

mailto:mark.beall@dot.state.fl.us.

Attachment 1: Scope of Work

Operator Procurement

1: ITN Review: Review of final draft of Invitation to Negotiate (ITN) commercial and technical documents for Suntrax in preparation for the post advertisement phase. Review includes the following:

a. Risk allocation between operator and FTE

b. Operator Payment/Revenue Share structure

c. Other contract terms

Deliverable: Key issues list to be considered for the proposal evaluation and contract negotiations

2: Development of Financial and Commercial Terms of the Contract:

a. Provide input to FTE and its advisors on financial and commercial terms of the Contract and assist in FTE’s evaluation of different terms and risk transfer frameworks

b. Provide input to FTE on the evaluation approach to choose the best value proposer to negotiate with

3: Proposer Meetings: Support FTE in preparation for and participation in negotiation meetings with proposers. Work may include:

a. Assist in the preparation on oral presentations

b. Participation in FTE’s negotiation meetings

c. Assist FTE in development of positions around key contract terms

d. Analysis of financial impact of variations to terms

e. Identifying possible alternative negotiating positions

Deliverable: As appropriate, briefing papers summarizing key negotiation points and the potential financial impact of variations in terms

4: Proposal Evaluation:

a. Assist FTE in the evaluation of proposers by providing comments from subject matter professionals on commercial and financial matters on proposals received

b. Assist FTE’s technical review committee support on financial and market analysis

c. Additional market outreach and financial analysis to assist in the evaluation of the proposals

Deliverable: Financial and commercial analysis of proposals and briefing papers on key considerations

5: Contract Negotiations and Closing:

a. Support in preparing for and undertaking final negotiations with preferred proposer, or proposers, in order to reach contract execution

b. Provide ongoing input on contract’s payment terms (e.g. deduction structure), structure and risk transfer framework

FLORIDA DEPARTMENT OF TRANSPORTATION

FUNDS APPROVAL

BE969

6/19/2020

CONTRACT INFORMATION

FUNDS APPROVAL INFORMATION

FUNDS APPROVED/REVIEWED FOR ROBIN M. NAITOVE, CPA, COMPTROLLER ON 6/19/2020

Action: Task Work Order

Reviewed or Approved: APPROVED

Organization Code: 55083000836

Expansion Option: NC

Object Code: 131512

Amount: $240,000.00

Financial Project: 43730043206

Work Activity (FCT): 011

CFDA:

Fiscal Year: 2020

Budget Entity: 55180100

Category/Category Year: 088849/20

Amendment ID: W001

Sequence: 00

User Assigned ID: LOA#1

Enc Line (6s)/Status: 0001/04

Total Amount: $240,000.00

Contract: BE969

Contract Type: B1 - OTHER CONTRACTUAL SERVICE (OTHER CS)

Vendor Name: PUBLIC RESOURCES ADVISORY GROUP

Vendor ID: F133266119003

Beginning Date of This Agreement: 07/01/2020

Ending Date of This Agreement: 06/30/2023

Contract Total/Budgetary Ceiling:

Method of Procurement: P - INVITATION TO NEGOTIATE

Description: FA Contract

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To: Lorna.Francis@dot.state.fl.us