X Michael J Piselli. May 18, Dear Sir/Madam

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1 May 18, 2016 Dear Sir/Madam Enclosed is Addendum No. 3 to SEPTA's Sealed Bid No AMJP Frazer Shop Wheel Truing Supply & Install. The bid opening date and time scheduled for Thursday, May 19, 2016 at 02:00 P.M. has been postponed until Wednesday, May 25, 2016 at 2:00 P.M. The bids will be opened in Conference Room 11-A of SEPTA's General Offices, 1234 Market Street, 11th Floor, Philadelphia, Pennsylvania Any inquiries regarding this bid must be directed to, Michael Piselli of the Procurement and Supply Chain Management Department at (215) Sincerely, May :34 PM X Michael J Piselli Michael Piselli Contract Administrator Procurement, Supply Chain & DBE

2 Addendum No. 3 May 18, 2016 Page 1 of 7 Sealed Bid No AMJP Frazer Shop Wheel Truing Supply & Install ADDENDUM NO. 3 To All Bidders: The following constitutes Addendum No. 3 to SEPTA's Sealed Bid No AMJP Frazer Shop Wheel Truing Supply & Install. Addendum No. 3 must be acknowledged by inserting the date of the Addendum on Page 14 of the Bid Forms. Failure to do so may render a bidder's proposal as non responsive. A. General 1. The bid opening date and time scheduled for Thursday, May 19, 2016 at 02:00 P.M. has been postponed until Wednesday, May 25, 2016 at 2:00 P.M. The bids will be opened in Conference Room 11-A of SEPTA's General Offices, 1234 Market Street, 11th Floor, Philadelphia, Pennsylvania Questions & Answers attached. 3. A revised Schedule A is attached. B. Specifications 1. Delete Specifications distributed with Addendum 1 dated April 21, Add Specification distributed with Addendum #3 dated May 17, C. Drawings 1. Drawings attached in response to question #49.

3 Addendum No. 3 May 18, 2016 Page 2 of 7 Sealed Bid No AMJP Frazer Shop Wheel Truing Supply & Install ADDENDUM NO. 3 Questions & Answers 1. Item 20. Steel Products Act - this product is primarily produced in Germany and will not comply with this requirement 1A. No Change. 2. VI. Liquidated Damages completion date set forth in Schedule A - the rate of $ 4,000 per day is significantly higher than projects of the same scope. Typical penalty rate is $ 1,000 per day. Simmons will require timely review and return of submittals and would tie in extension of Liquidated Damages in the event of delayed return beyond 30 days. No Schedule A was provided. 2A Liquidated Damages is reduced to $2000 a Day. SEPTA requires 14 days for review and reply to submittals. Schedule A is in the contract documents. 3. XIV. B. Payment references a 10% retainage. - No progress payments are identified with exception of partial delivery. This is a large project with high costs. Progress payments against project milestones are common for this type of project. Typical milestones are; delivery of submittals, purchase of long lead items, 50% manufacturing completion, factory acceptance testing, delivery to jobsite, delivery of manuals, installation complete, and site acceptance testing. Retainage is not required because the balance of progress payments provide the same purpose. 3A.Progress payments will be processed for the following milestones: a. Approval of Final Design 10% b. Procurement of Long Lead Items (based on substantiation of costs incurred) 15% c. Inspection & Certification of 50% Manufacturing Completion 15% d. Completion & Acceptance of Factory Testing 20% e. Delivery 10% f. Completion of Installation, Testing, & Commissioning 25% g. Manuals, Training, & Close-Out- 5% 10% retainage is required on all SEPTA contracts. 4. XXVII. F. b. (3) Contractual Liability - confirm the requirement to identify Emergency Repair of Gabion Wall at Jenkintown Station on the printed policy. 4A. This requirement will be removed from the contract. 5. XXVII. F. d. Professional Liability - a manufacturer cannot obtain Professional Liability insurance. A manufacturer carries Product Liability insurance for all of its products not specific installation. 5A. Wording of the Specification will be revised to eliminate reference to Design of the machine. No Professional Liability will therefore be required. 6. The Specifications refer to the contractor but only Section provides a definition of contractor. Does this definition apply to all specification sections? 6A. Yes. This is a Furnish & Install Contract. The installer is the contractor. 7. The Specifications reflect a construction type of project rather than the supply and installation of a standard product (Hegenscheidt Tandem Underfloor Wheel Lathe model U D). The following sections do not apply to supply and installation of a standard product; Cutting and Patching Field Engineering Railroad Safety Requirements

4 Addendum No. 3 May 18, 2016 Page 3 of Special Project Procedures Construction Photographs Testing and Inspection Services Construction Facilities and Temporary Controls Mobilization Maintenance, Support and Restoration of Existing Utility Facilities Maintenance and Protection of Vehicles, Pedestrians and Passengers Project Identification Signs and Other Construction Signage SEPTA Field Office Project As-Built Documents 7A. These are general requirements for all SEPTA Contracts. Much of this can be coordinated with the General Contractor for construction of the buildings Summary of Work - Much of this Section is targeted to construction contracts 8A. See 7A above B. obtain permits and approvals not applicable. 9A. This section will be applicable if any contract-specific permits are required D. Utility Notification - SMT not responsible to determine where utilities are located. SMT will identify connection points to machine and utility requirements. 10A. Coordinate with the GC G. 4. Reference to Paragraph VIII K of the Agreement - this has not been provided 11A. This reference has been deleted B. Storage of materials - installation of the product should not begin until the building is fully enclosed and secure. SMT does not take responsibility for the security of the site during installation. 12A. Coordinate with GC as to timing of installation and site security Existing conditions - installation of the product should not begin until the building is fully enclosed and secure. The building GC must complete all activity in the area of the product installation. There must be isolation between building GC and product installation activity to prevent hazards and delays. 13A. The GC is responsible for overall coordination and scheduling Measurements and Payments reference document Frazer Shop & Yard Expansion Equipment Package X - document not provided 14A. Frazer Wheel Truing Supply & Install is the correct name for the contract Regulatory Requirements and Safety - Installation of the product should not begin until the building is fully enclosed and secure. The building GC must complete all activity in the area of the product installation. There must be isolation between building GC and product installation activity to prevent hazards and delays. Some items in this Section are not applicable to supply and installation of a product such as 1.10 Snow Removal. 15A. See 13A above Project Progress Meetings - These meetings will occur only during the installation period and only while personnel are on site at the Frazer Facility. During the manufacturing period Simmons will provide monthly status reports indicating the progress from previous report and schedule compliance. 16A. Agreed, except if the contractor s progress is not satisfactory.

5 Addendum No. 3 May 18, 2016 Page 4 of Submittals A. Quality - The scope of supply is for a standard product therefore mock ups is not applicable. 17A. Mock-ups may be required to ensure proper fit Quality Requirements - Some items in this Section are not applicable to supply and installation of a product. Sections targeted to a construction project will not be complied with. 18A. To the extent that this contract is a construction contract, these provisions apply A. Submittals - A significant amount of information is not provided and identified as TBD and shaded 19A. Missing information is provided by Addendum Contract Closeout - This Section will be applied to the supply and installation of a product distinctly separate of the contract with GC for construction of the facility. 20A. Agreed Commissioning of Systems - Significant amount of missing information. SMT cannot confirm compliance to these items. 21A. Missing information is provided by Addendum B. Start Up - the process of installation and commissioning of the product must be continuous for efficiency. The start-up will be identified on the schedule but may fluctuate based on actual site conditions and activities. SMT will notify SEPTA of startup approximately 24 hours prior. 22A. A project-specific plan for the installation must show all key dates such as testing, start-up, commissioning, etc Operation and Maintenance Data - A significant amount of information is not provided and identified as TBD and shaded. SMT cannot confirm compliance to these items. 23A. Missing information is provided by Addendum A. 4. Submittals - electronic format will be pdf with table of contents. 24A. Acceptable C. Quality Assurance - the standard product has Operations and Maintenance Manuals in standard format. The front cover of the manuals will identify the owner. 25A. Must include instructions on changing between tool sets Format - the standard product has Operations and Maintenance Manuals in standard format. Modifying these documents will have a substantial cost impact on the project as well as significantly increase the delivery period. 26A. See 25A above Format - Some items in this Section are not applicable to supply and installation of a product. Sections targeted to a construction project will not be complied with. 27A. See 18A. above Equipment General Requirements O. Quality Assurance - the standard product has been developed for global installations therefore dimensions are indicated in metric units.

6 Addendum No. 3 May 18, 2016 Page 5 of 7 For this project the machine general arrangement and foundation drawings will be in dual dimensions, US standard units and metric. 28A. Acceptable U. 2. Warranty - the warranty provided by Simmons will cover all components for the required period regardless of suppliers standard warranty. 29A. Acceptable A. 1. Shop Drawings - Shop Drawings are limited to Machine General Arrangement and Foundation. 30A. Acceptable C. 1. Shop Drawings - conduit runs are limited to between main cabinets and machine. No drawings of internal machine interconnection conduit runs are provided. 31A. Acceptable C. 5. Utility Connection Plan - Equipment documentation will include the power connection location in the main enclosure provided in the scope of supply. Utility routing and delivery plan to this connection point is not part of the scope. 32A. Acceptable. Coordinate with GC E. Deliverables - Software provided is for backup purposes only. 33A. Acceptable, but must be provided C. Hardcopy O&M Manuals - The product will include standard manuals which have been provided to all previous customers. The standard manual will not comply with all specifications. 34A. The manuals must comply with the intent of the requirement D. 4. General Requirements - The product will include standard manuals which have been provided to all previous customers. The information in the manual is consistent with the specified information however the separation into sections is different. 35A. See 34A. above As-Built Drawings - The product is standardized and does not require as built drawings to document the final installation. 36A. As-built drawings of the installation are required. Coordinate with the GC E. Training - SMT instructors do not have classroom instruction training. 37A. Instruction will be provided in both classroom and time-on-machine formats Painting - The product has a standard paint application that is not the same as specified. 38A. Request an approved equal F. Electrical Requirements - The product has standard plates which will be used. 39A. Plates must be embossed and non-erasable. Labels are not acceptable G. Electrical Requirements - The product has standard plates which will be used 40A. See 39A above.

7 Addendum No. 3 May 18, 2016 Page 6 of J. Electrical Requirements - the identified disconnect switch is located inside of the main electrical enclosure that is provided as part of the scope of supply. 41A. Coordinate with the Electrical Contractor L. Electrical Requirements - The product will be manufactured to standard documentation which will differ than specified. 42A. Coordinate with the Electrical Contractor A. 2. Pre-shipment Inspection - Pre-shipment testing cannot occur in final configuration since it will be installed in a pit. 43A. Layout of the machine must be documented prior to shipment. Provide confirmation of measurements to the GC prior to construction of supports A. 5. Pre-shipment Inspection - Pre-shipment testing will occur in the Hegenscheidt manufacturing facility in Erkelenz Germany. All expenses for SEPTA to witness this testing is to be borne by SEPTA. 44A. Understood Tandem Underfloor Wheelset Lathe System C. Quality Control - control systems in the product are provided by Siemens. Control systems life cycle may not be equivalent to the 30 year life span requirement. Machine typically requires a mid-life overhaul for mechanical components. 45A. Expected life of the machine includes regular maintenance cycles H. 1. Manufacturer s Field Representative - SMT is not qualified to supervise nor confirm the proper locations of embedded items. SMT will provide drawings indicating the proper locations with tolerances. SMT will review the finished foundation and determine if the embedded items are suitable for installation. Any correction if required will be the responsibility of others. 46A. Construction of the supports is the responsibility of the GC. Coordinate all dimensions and measurements with them F. 9. Submittals - the utility connection plan is limited to where the utility needs to be located in the machine foundation and the definition of the utility. 47A. Coordinate with the GC and Electrical Contractor as necessary to provide for all utility connections G. 6. Submittals - Submission of a detailed installation schedule is not required since this is purchased as a turnkey project. Simmons will provide an overall schedule with major installation milestones. 48A. See answer 22A above A. Vehicles and Dimensions - application of the specified product to the specified rail vehicles requires review of detailed drawings of wheel sets, trucks/bogies, and vehicles in order to determine access to the components and engineer mechanical systems for fixating the vehicle on the machine. Lacking these detailed drawings a visual survey can be performed of the vehicles with sufficient time and access to the sides and bottom of the vehicle for measurements. Drawings or survey must be performed prior to the estimation and pricing of the means for fixating the vehicles.

8 Addendum No. 3 May 18, 2016 Page 7 of 7 49A. See attached drawings provided. Pricing must be included for the following vehicles: Drawings 1 and 2 SLV (Silverliner 5) Drawings 3, 4 SLIV (Silverliner 4) Drawings 5, 6, 7 and 8 Bombardier Coach Car Drawings 9 and 10 ACS 64 Locomotive A $25,000 allowance has been added to the Schedule A for the forthcoming procurement of Multi Level Trains. See attached Revised Schedule A A. 1. Delivery, Storage and Handling - the installation location facility must be finished to sufficient condition to secure the facility. SMT does not take responsibility for damaged or stolen items from the facility. 50A. Coordinate delivery and storage with the GC B. 17. b. Chip Disposal System - Discharge end of the conveyor shall be stow-able this statement is not definitive enough for development of a scope and estimate. SMT is not aware of any commercial conveying system with this type of feature. 51A. Delete this requirement Structural Requirements - the product utilize standard materials selected for the application which may or may not comply with the requirements. The standard product processes and materials will apply. 52A. This applies to the structural supports. Coordinate with the GC A. Train Progression Control - there is no rail vehicle mover specified so it is not possible to determine the power required nor the location. 53A. An electrically operated shunt mover will be provided by the Shop A. Noise and Vibration Isolation - under normal operating conditions the specified product will not produce noise in excess of the specification however under certain conditions such as turning a wheel with a defect such as a hard spot the process may exceed the specification for a short duration. 54A. This refers to an averaged noise level Painting - The product has a standard paint application that is not the same as specified 55A. See 38A above D. Installation - final connections to the facility utilities is not the responsibility of SMT. 56A. Coordinate with the GC and the Electrical Contractor B. 4. Equipment Final Acceptance Test - remote diagnostic interface via a cellular modem is subject to issues as a result of cellular quality in the specific area. Remote diagnostics can require significant data transfer that will result in very slow and time consuming support. Monthly service rates will not be included in the pricing. 57A. SEPTA has Fiber Optic data transmission lines into the shop. Coordinate the connections required with shop operations.

9 SCHEDULE A" Item No. Description Qty. Unit Unit Price Line Total (Qty. x Unit Price) 1. FURNISH & INSTALL ONE (1) FRAZER SHOP WHEEL TRUING 1 each $ $ MACHINE TANDEM UNDERFLOOR WHEELSET AND LATHE SYSTEM PER SEPTA SPECIFICATIONS & DRAWINGS 2 WEEKLY STORAGE RATE PER SPECIFICATION SECTION week $ $ DELIVERY, STORAGE AND HANDLING (QUANTITY FOR LINE ITEM #2 IS AN ESTIMATE. SEPTA IS NOT BOUND TO EXPEND ANY SPECIFIC AMOUNT DURING THE CONTRACT PERIOD. ANY UNUSED QUANTITY WILL BE CREDITED BACK TO SEPTA.) 3 ALLOWANCE FOR FORTHCOMING MULTI-LEVEL 1 Each $25,000 $25,000 TRAIN PROCUREMENT Total Amount for the Item Bid; F.O.B. SEPTA; Freight Terms, Prepay and Allow: $ Prompt Payment Discount: Delivery Instructions: 1. Delivery & Installation of the Truing Machine must be completed by November 30, Please refer to Specification Section 3.04 Delivery, Storage and Handling for delivery coordination. 2. Deliver to: SEPTA, Frazer Maintenance Facility, 32 Sproul Rd (PA 352), Frazer, PA BASIS OF AWARD: Please refer to Instructions to Bidders Item #4. Note: Exceptions to the delivery requirement(s) will cause your bid to be rejected for non-responsiveness. Bidders are strongly urged to contact the Buyer for this project, prior to the scheduled bid opening, in the event there is a question/problem about the required delivery date(s). Name of Bidder Contact Person Address of Bidder City, State, Zip Telephone Number of Bidder FAX Number of Bidder (if available) Address of Bidder (if available) [END OF PAGE] 13 Supply & Install M & E 0316 Bid Forms

10 Silverliner V Rail Cars Running Maintenance Manual Figure Truck Assembly Major Components Table Truck Assembly Major Components; Figure Item Description Item Description 1 Truck Frame 9 Disc Brake Caliper 2 Bolster Anchor Bracket 10 Disc Brake Rotor 3 Lateral Bumper 11 Tread Brake Unit 4 Air Spring 12 Equalizer Beam Plate 5 Lateral Damper 13 Leveling Valve 6 Traction Motor 14 Vertical Damper 7 Gear Unit 15 Truck Bolster 8 Wheels 16 Compensating Valve Rev. 0 Chapter 14. Trucks 14-9

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