C) Commonweh of Kenrcky ‘TRANSPORTATION CARINET Steve Le Beast Fracklon, KY 4001 Micha W, Hancock, PE. ‘Governor wheat gor ‘Stay April 28, 015 Daryl Fleming Trans Group, ne 1000 N. Huriboure Parkway Suite 200 Louisville, KY 40223, RE: Notice of Default (Agreement 605 1500001388) Dear Mr. Fleming: ‘This Notice i in reference to Agseement 605 1500001388, a contrat entered on February 18, 2015, between eTrans and the Kentucky Transportation Cabinet on behalf ofthe Joint Board (“Joint Boar DoF the Louisville Southern Indiana Ohio River Bridges Project (“Project”) to provide tll advisory and ‘oversight services. The purpose of ths correspondence isto outline the nature of the default and provide final opportunity for immediate coretive action. ‘The contractor Trans, has failed to provide competent leadership, oll advisory suppon, team coordination, roadside expertise and has failed to familiarize iself with major project requirements ‘hough examination and understanding of Project reference documents. ‘The contractors failue to engage and begin performing under the contract guidelines has impacted the project dmetable and if allowed to continve uncoreced, will seriously undermine the tolling aspects of the Louisville Sou hem Indiana Bridges Project. eTrans hs fled to meet its contractual obligations inthe following ways: 0 Cancellation of meetings for personal reasons, despite promise that team members were ‘interchangeable and that such events would not impede projet progress Failure of Project Manager 10 panicipate in important environmental justice calls, despite Ineatons tht it was atop project priory; Responding to concerns that the Project Manager had filed to participate in important cals by telling the Joint Board Staff to “lighten up" Failure to register eTrans with the Indiana Secretary of State thereby causing a delay in Indiana's ability to process invoices as allocated in the NDOT FY15 budget: Unilateral cancelation of an important kick-off meeting with other consukants on March 1S Without notiietion to or discussion with Joint Board Staff, and Failure to competently coordinate other contractual obligations with necessary partes as discussed below. a Opn Enpiner UFOContract provisions breached: Init response tothe request for proposal that led to award of his contract, which pursuant fo the contract. terms is incorporated into and made a part of the contact, eTrans stated that it “antcipatels) project ‘challenges before they arse, providing you with the est possible advice on how to manage critical iret {0 that your smique tll program needs are me, and schedule and budgetary constrains are maintained. ‘The proposal goes onto sat that “shoulda station arse that requires an expertise not provided By the professionals proposed, Trans vil call upon one or more ofits other associates, each experts In thelr respective disciplines, to ensure that we provide the Joint Board and its stakeholders with the best possible advice on this Projet. In Section 2.25 of its response to the request for proposal, eTrans commits to aligning the goals and objectives ofall stakeholders on the Project by wing ts “Projct Team Alignment” process. Section .01.Lof the eTrans contact indicates that eTrans shall coordinate with all contactors, consultants and service providers on the projet. 2) Fallow provide cs sor ‘+ The Project Manager filed to engage in meaningful discussion, didnot respond to requess for input and actually Ie the room during a discussion related a potential for $2 millon in change orders inthe tates’ contracts with thei eonstrction contractors; ‘¢ The remaining eTrans eam was also unresponsive in the above referenced conversation and failed to provide any suggestions to remedy the ieues under diseusion; ‘+ When providing updates to a white paper related to joining the E-ZPass Group, the Projet. [Manager failed to advice the Joint Board Staff of critical testing requirements for joining the E> ‘ZPass Group and ignored suggestions to utilize the Traffic and Revenue Study to provide a more (quaniative analysis, + The white paper referenced above was of poor quality, contained technical inaccuracies, ‘numerous typographical rors and poor grammar; ‘© The projct manager failed to participate in calls elated to environmental justice mitigation that will have a dieet impact on the tll system, ‘+ erans promised detailed comments on the environmental justice economic assessment by a specific deadline, however these comments were not provided in a timely manner and only ‘addressed a small umber ofthe concems raised; ‘+ Am eTrans representative sent an email tothe pay responsible for preparing the environmental justice economic assessment, stating that she had no material comment without including other necessary pats: and ‘Trans failed vo provide minutes and action items from the tll services provider workshops in a timely manner. Contract provisions breached: Section 1.01 ofthe contract requires eTrans “to offer guidance on ways to improve the functionality and performance of the al electronic toll collection system.” The contract indicates that these services shall be performed from concept development through completion, Section LOL.IV.a ofthe contrat indicates that eTrans shall be responsible for providing special services ts requested such as conducting special studiesSection 2.07 ofthe contrat indieates tha Trans is responsible forthe accuracy ofits work Failure to provide competent Project eam coordina ‘The eTrans tam has led to provide Project team coordination in the following ways: ‘Continually participating in undocumented communications with only one of the Joint Board uff, despite repeated directives to follow the Project Managemen Pan, which clearly state that such communications should be avoided if possible and that if such communication eanet be voided how it should be decumented and shared with the other members ofthe Joint Board Suaff: 1 Ruilue to send Microsoft Office meeting invitations; 4 Failure to prepare and distribute meeting minutes in a timely manner, despite the sated expectation that meeting minutes were 1 be provided within 48 hours of meetings’ occurence: ++ Failure to provide accepable meeting minutes, instead providing drafts that required extensive review by Sulf to remove typographical errors, inaccurate statements, and confidant information; + Failure to distribute mecting materials prior to meetings being held, thus reducing mesting efficiency ‘+ Failure o provide conference cll information, or using the same call-in number fo adjacent calls and regularly relying on Joint Board Staff to provide ealhin numbers; ‘Continually sending correspondence to Joint Board Staff at incorrect e-mail adresses; ‘© cTrans's assstan, hired 1 provide administrative suppor forthe Project, was poorly tained and incapable of providing basi office support functions and ‘+The Project Manager filed to recognize an immediate need to promply hire support st to assist with the necessary office functions and instead suggested hiring sudents as intems oF bringing onthe project manager's wife to help onan ‘a5 needed” bass Contract provisions breached: In Section 22.1 of eTrans’s proposal, eTrans commited to supporting projest coordination meetings. ‘This wast inlude providing formal status repos foreach meeting. In Section 3.0 of eTrans's proposal, eTrans indicated it was prepared forthe coordination tasks and communication needs that must be met in this tworstae, two civil contractors, multiple specialty vendor, land varied stakeholder environment Section L01.L¢ ofthe Contract states that eTrans shall schedule regular bstate team meetings to dics ‘the status ofthe project and identify issues. (3) Failure to understand base Project information ‘+ eTrans team members have fled to read and/or understand the Project reference documents provided to them and have therefore been unable to provide technical suppor tothe Join Board Contract provisions breached: In Section 20 of eTrans's response tothe request fo proposal, it stated that i had several arn members ‘that were familiar withthe Project and the related governing documents as well as some that had been ‘working on and supporting the Project for year» Filet provide competent Roadside expertise ‘The project manager brought it tothe Joint Board's atetion that the eTrans team does not contain adequate roadside systems expense even though that expertise was part of the requirements to provide toll advisory and oversight services; and ‘The Project Manager suggested hiring an addtional member for the eTrans team that was unacceptable due 1 a lack of demonstrated roadside experts. The Project Manager reacted to the Joint Board's rejetion ofthis proposal in an angry, unproductive, and unprofessional manner, ‘and has since failed to take Further steps ofl this ea. Contract provisions breached: Section 1.01 ofthe contract Hist a number of tasks that eTran shall perform that they not beable to ‘perform as othe roadside systems without adequate roadside system expertise Immediate Corrective Action Reauire ‘As a result of the foregoing defaults of eTrans’s contact obligations, Trans must tke the following ‘comectve actions within seven calendar days of receipt of this notice, 1. Respond in writing to this notification acknowledging the default; 2. Present a detailed plan of remediation including an accelerated timeline to address the deficiencies outined in this Jeter, including a plan to become knowiedgeable regarding available Project information, 3. Remove the Project Manager and propose an alemative project manager acceptable to Staff ‘while econfirmiag eTrans's commitment o provide srong leadership ofthis Project; “4. Propose a plan with an accelerated timeline 1 ite o engage addtional resources to fill the self-identified gap in roadside system expertise, othe sasfaction of Font Board Staff and 5. Hire competent sdminicrative personnel to he on eeation on Project, (the satisfaction of Joint Board Staff IF a satisfactory rexponse isnot received in seven calendar days from the date of this lete, the Kentucky ‘Transportation Cabinet, on behalf ofthe Joint Board will begin the process of cancelling eTranss contact pursuant othe contact terms. Sincerely, LOZ David LTalley Innovative Finance Manager Kentucky Transportation Cabinet 200 Mero Sueet 6° Floor Fraakfor, KY 40622 ‘Telephone: (502) 782-4095 E-mail: david.clley @ky gov