Obas and Attachments for the Aug

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD MEETING CONFERENCE CALL August 6, 2020 8:30 a.m.

Requests for interpretive services must be made 48 hours prior to this meeting by contacting Donna Schnell at 972 973-5752 or [email protected] or T.D. 1-800-RELAY-TX (1-800-735- 2989) for information or assistance.

For DFW Airport Board meeting information, or to register to speak, please call 972 973-5752 by 5:00 p.m. the day before the meeting. To listen to this meeting please call 888-455-3052 by 8:30 a.m. on August 6. When prompted, enter the code 1158038.

Consent Agenda – all items under this heading are a part of the Consent Agenda and require little or no deliberation by the Board. Approval of the Consent Agenda authorizes the Chief Executive Officer or his designee to implement each item in accordance with staff recommendation.

A closed executive session may be held with respect to a posted agenda item if the discussion concerns one of the following:

1. Contemplated or pending litigation or matters where legal advice is requested of the Board’s Legal Counsel. Texas Government Code Section 551.071.

2. Discussion concerning sale or lease of real property, or negotiated contracts for donations to the Board, when such discussions would have a detrimental effect on the negotiating position of the Board. Texas Government Code Section 551.072.

3. Personnel matters involving discussions of the qualifications or performance of identifiable individuals already employed or being considered for employment by the Board. Texas Government Code Section 551.074.

4. The deployment, or specific occasions for implementation, of security personnel or devices. Texas Government Code Section 551.076.

AGENDA

A. Opening remarks and instructions for conference call – Matrice Ellis-Kirk.

B. DFW Update – Sean Donohue.

C. Fiscal Year 2021 Budget – Chris Poinsatte.

D. Air Service Highlights – John Ackerman.

E. Approve Minutes of the Regular Board Meeting of June 4, 2020. RETIREMENT/INVESTMENT COMMITTEE

1. Approve the minutes of the Retirement/Investment Committee Meeting of June 2, 2020.

Discussion Items

2. External Audit of the Pension Plans – Deloitte.

Action Item for Consideration

James Mauldin 3. Approve an Asset Management Agreement with New Mountain Capital for their New Mountain Fund VI, in a commitment amount of $5 million.

4. Approve execution of Contract No. 8005336, for Retirement Plan Consulting Services, with AndCo Consulting, LLC., of Winter Park, Florida, in an amount not to exceed $540,000.00, for the initial three- year term of the Contract, with options to renew for two additional one- year periods.

OPERATIONS COMMITTEE

5. Approve the minutes of the Operations Committee Meeting of June 2, 2020.

Consent Items for Consideration

Alan Black 6. Approve a Memorandum of Agreement between the DFW Airport and Federal Emergency Management Agency (FEMA) to provide Airport facilities during disaster evacuation operations.

7. Approve an Interlocal Training Agreement between the Board and the Town of Addison, Texas; City of Grapevine, Texas; and the City of Denton, Texas; and that the Chief Executive Officer or designee be authorized to execute an Interlocal Training Agreement for Aircraft Rescue Fire Fighter Training with the Town of Addison, City of Grapevine, and the City of Denton.

Rusty Hodapp 8. Approve execution of Contract No. 5000994, to Relocate Frontier Network Facilities at the Airport's Southwest Campus, with Frontier Communications, of Irving, Texas, in an amount not to exceed $98,617.00, for the 120-calendar day term of the Contract.

August 6, 2020 – Board Meeting Agenda Page 2 of 8 Action Items for Consideration

Rusty Hodapp 9. Approve execution of a deductive Change Order to Contract No. 9500698, Runway 18R-36L Rehabilitation Project, with Austin Bridge & Road, LP, of Irving, Texas, in a deductive amount not less than ($10,100,000.00).

10. Approve execution of Reimbursement Agreement No. 5000995, for Runway 18R-36L Rehabilitation, with the Federal Aviation Administration (FAA), Southwest Region, in an amount not to exceed $1,174,189.19, for the 1,825-calendar day term of the Contract.

11. Approve ratification of the execution of Contract No. 5000993, for Oncor Reimbursement - Southwest Campus, with Oncor Electric Delivery Company LLC, of Irving, Texas, in an amount not to exceed $399,009.00, for the 120-calendar day term of the Contract.

12. Approve execution of Contract No. 9500694, for Glade Road & Bridge Replacement - Utility Relocation, with North Texas Contracting, Inc., of Keller, Texas, in an amount not to exceed $1,043,288.12, for the 270- calendar day term of the Contract.

13. Approve execution of Contract No. 9500723, for the Northeast End Around Taxiway Package II, with Zachry Construction Corporation, of Grand Prairie, Texas, in an amount not to exceed $46,981,472.00, for the 555-calendar day term of the Contract; and execute change orders to such Contract on an as-needed basis, in the aggregate amount not to exceed $4,000,000.00.

Robert Horton 14. Approve execution of Contract No. 7006964, for a Collaborative Research Master Services Agreement, with the Alliance for Sustainable Energy, LLC, of Golden, Colorado, in an amount not to exceed $2,000,000.00, for the five-year term of the Contract, with options to renew for one additional five-year period.

Tammy Huddleston 15. Approve authorization to procure services necessary to complete the implementation of HVAC improvements to improve Indoor air quality, mitigate pollution and virus, and restore passenger and employee confidence at terminal buildings (A,B,D,E) and Rental Car Center using a method, authorized under Chapter 2269, Section B of the Texas Government Code, to determine which solicitation method, other than competitive bidding, provides the best value for the Airport.

16. Approve execution of Contract No. 7006929, for Street Lighting Maintenance Services, with Environmental Lighting Service, LLC, of Grand Prairie, Texas, in an amount not to exceed $507,270.00, for the initial two-year term of the Contract, with options to renew for three additional one-year periods.

August 6, 2020 – Board Meeting Agenda Page 3 of 8 Paul Sichko 17. Approve execution of Contract No. 7006956, for Ground Support Equipment Maintenance and Fueling Services, with ERMC Aviation, LLC, of Grand Prairie, Texas, in an amount not to exceed $1,251,203.80, for the initial two-year term of the Contract, with options to renew for three additional one-year periods, subject to funding availability.

Discussion Items

Rusty Hodapp 18. Construction and Professional Services Contract increase(s) approved by authorized staff.

19. There are no decrease(s)/increase(s) in Scope of Work approved by authorized staff for this reporting period.

FINANCE/AUDIT COMMITTEE

20. Approve the minutes of the Finance/Audit Committee Meeting of June 2, 2020.

Chris Poinsatte 21. Financial Report.

Consent Items for Consideration

Rob Darby 22. Approve Revisions to the Finance/Audit Committee Charter.

Ollie Malone 23. Approve an increase and extension to Contract No. 8005020, for Employee Dental Health Plan Services, with Cigna Dental Health of Texas, Inc., of Plano, Texas, in an amount not to exceed $220,000.00, for a revised Contract not to exceed amount of $2,198,778.00.

Elaine Rodriguez 24. Approve an increase to Legal Services Contract No. 8004897 with the firm of Orenstein Law Group of Dallas, Texas in an amount not to exceed $50,000.00 for a revised Contract amount not to exceed $197,500.00.

Greg Spoon 25. Approve authorization to exercise options for multi-year Contracts for the first quarter of Fiscal Year 2021.

Michael Youngs 26. Approve an increase to Contract No. 7006777, for Governance and Risk Compliance System, with Reciprocity, Inc., of San Francisco, California, in an amount not to exceed $27,000.00, for a revised Contract amount of $126,600.00.

27. Approve execution of Contract No. 7006974, for Content Distribution System, with Activu Corporation, of Rockaway, New Jersey, in an amount not to exceed $197,734.89, for the one-year term of the Contract.

August 6, 2020 – Board Meeting Agenda Page 4 of 8 Action Items for Consideration

Chris Poinsatte 28. Approve the FY 2021 Operation Revenue and Expense Fund Budget (Fund 102).

29. Approve the Schedule of Charges as amended for Fiscal Year 2021.

Jeff Benvegnu 30. Approve execution of one-year lease extensions for leases with American Airlines, Inc. (AA) for their Cargo, GSE, and the Priority Parcel Facilities.

31. Approve execution of a Reimbursement Agreement with American Airlines, Inc. (AA) for the construction and installation costs of the Terminal D Pre-Conditioned Air (PCA) replacement project in an amount not to exceed $3,278,567.98.

Ollie Malone 32. Approve an increase and extension to Contract No. 8005021, for Employee Group Life Insurance Services, with ReliaStar Life Insurance Company, Inc., of Minneapolis, Minnesota, in an amount not to exceed $461,000.00, for a revised Contract not to exceed amount of $4,269,688.00.

James Mauldin 33. Approve acceptance and execution of a $3.5 million strategic funding partnership and Advance Funding Agreement (AFA) with the Texas Department of Transportation (TxDOT) that will assist the airport in purchasing electric buses and associated charging infrastructure.

34. Approve the form of the Fifty-Eighth Supplemental Bond Ordinance and requesting its passage by the City Councils of Dallas and Fort Worth; and authorizing the Authorized Officers to take other necessary actions in connection therewith.

35. Approve execution of Contract No. 8005346, for Depository Bank Services, with JPMorgan Chase Bank, N.A., of Fort Worth, Texas, in an amount not to exceed $526,822.20, for the initial five-year term of the Contract, with options to renew for two additional one-year periods.

36. Approve an increase and extension of two Contracts for Co-Financial Advisor Services: Contract No. 8004997, with Hilltop Securities, Inc., of Dallas, Texas, in an amount not to exceed $52,500.00, for a revised Contract not to exceed amount of $315,000.00; and Contract No. 8005013, with Estrada Hinojosa & Company, Inc., of Dallas, Texas, in an amount not to exceed $22,500.00, for a revised Contract not to exceed amount of $135,000.00. The term of each Contract extension is one-year. Total amount of this action is $75,000.00.

Greg Spoon 37. Approve ratification of Purchase Order Nos. 277023, 277027, and 277029, with Distinctive Marketing Ideas, Inc., of Plano, Texas, in the amount of $55,020.00; and Purchase Order Nos. 277109, 277123, 277126, 277127, 277130, and 277137, with Torrez Paper Company, of Farmers Branch, Texas, in the amount of $104,064.56 for COVID-19 supplies. Total amount of this action is $159,084.56.

August 6, 2020 – Board Meeting Agenda Page 5 of 8

Michael Youngs 38. Approve execution of Purchase Order No. 277097, for Electronic Visual Display Management Computers, to Now Micro, Inc., of St. Paul, Minnesota, in the amount of $411,200.00.

39. Approve execution of Purchase Order No. 277141, for Network Electronic Equipment, to Netsync Network Solutions, of Carrollton, Texas, in the amount of $6,909,091.90.

Discussion Items

Rob Darby 40. Department of Audit Services’ Quarterly Audit Update.

Tamela Lee 41. Monthly D/S/M/WBE Expenditure Report.

Greg Spoon 42. Purchase Orders/Contracts and Professional Service Contract approved by Authorized Staff.

CONCESSIONS/COMMERCIAL DEVELOPMENT COMMITTEE

43. Approve the minutes of the Concessions/Commercial Development Committee Meeting of June 2, 2020.

Consent Items for Consideration

Julio Badin 44. Approve execution of Contract No. 8005369, with the American Association of Airport Executives (AAAE) of Alexandria, Virginia, for Customer Trust Research Program, in an amount not to exceed $199,000.00, for the initial one-year term of the Contract with options to renew annually.

Zenola Campbell 45. Approve the Assignment and Assumption of Lease Agreements 101607, 010614, and 010823 to Hossain Enterprise, LLC.

46. Approve the reconception of Lease Agreement 010802 between the Dallas Fort Worth International Airport Board and M2-Newslink of DFW, LLC.

Action Items for Consideration

August 6, 2020 – Board Meeting Agenda Page 6 of 8

exceed $1,127,668.38, for a revised Contract amount of $16,896,707.21; Contract No. 7006685 with ABM Aviation, Inc., of Atlanta, Georgia, for Non-Public Facilities Custodial Services in an amount not to exceed $245,891.13, for a revised Contract amount of $5,000,257.25; Contract No. 7006710 with APPRO Inc., of Dallas, Texas, for Public Facilities Custodial Services in an amount not to exceed $218,633.94, for a revised Contract amount of $8,262,863.61; and Contract No. 7006841 with Marsden South LLC, of Houston, Texas, for Airport Headquarters, Rental Car Center and Corporate Aviation Custodial Services in an amount not to exceed $228,273.50, for a revised Contract amount of $7,223,942.78. The total action amount for all seven Contracts is $7,329,831.71.

Zenola Campbell 48. Approve Assignment and Assumption of Lease Agreement 010964 to TFP1, LLC.

49. Approve Reimbursement Agreements for Concessions locations in Terminal C.

50. Approve revision to the Tradename for Lease Agreement 010783 from Plaza Premium Lounge & Plaza Premium First to CapitalOne Lounge.

Courtney Moore 51. Approve an increase and extension to Contract No. 7005254, for Luggage Cart Operations, with Smarte Carte, Inc., of St. Paul, Minnesota, in an amount not to exceed $350,000.00, for a revised Contract amount of $6,520,358.81, for the one-year term of the Contract.

John Brookby 52. Approve execution of a new five-year facility lease agreement with two five-year renewal options with Paradise 4 Paws DFW LLC for a pet boarding facility consisting of +/-25,320 rentable square feet of existing space on +/-2.521acres of land,

53. Approve execution of a lease agreement with CIVF VI - TX1B02, LLC for +/-24.9 acres of land.

54. Approve execution of a reimbursement agreement with CIVF VI - TX 1B02, LLC for an amount not to exceed $2,080,450.00.

55. Approve consolidation of Resolutions 2019-06-151 and 2019-06-152 with LPC Dallas DFW I, LLC and LPC Dallas DFW II to develop approximately 57.47 acres for one industrial facility on the entire site in place of two facilities and two leases as previously approved at the June 2019 Board Meeting.

56. Approve execution of a lease agreement with Weber Gruene DFW 1 LLC for +/-51.04 acres of land.

57. Approve execution of a lease agreement with Weber Gruene DFW 2 LLC for +/-22.42 acres of land.

58. Approve execution of a lease agreement with Weber Gruene DFW 3 LLC for +/-34.15 acres of land.

August 6, 2020 – Board Meeting Agenda Page 7 of 8

59. Approve execution a reimbursement agreement with Weber Gruene DFW 1 LLC for an amount not to exceed $9,040,031.29.

Discussion Item

Zenola Campbell 60. Permits issued by Concessions

Full Board

61. Registered Speakers (items unrelated to agenda items).

62. Next Committee meetings – September 1, 2020 Next Regular Board meeting – September 3, 2020

August 6, 2020 – Board Meeting Agenda Page 8 of 8

AGENDA RETIREMENT/INVESTMENT COMMITTEE MEETING Tuesday, August 4, 2020 12:30 p.m.

RETIREMENT/INVESTMENT COMMITTEE

1. Approve Minutes of the Retirement/Investment Committee Meeting of June 2, 2020.

Discussion Item

2. External Audit of the Pension Plans – Deloitte.

Action Items for Consideration

James Mauldin 3. Approve an Asset Management Agreement with New Mountain Capital for their New Mountain Fund VI, in a commitment amount of $5 million.

4. Approve execution of Contract No. 8005336, for Retirement Plan Consulting Services, with AndCo Consulting, LLC., of Winter Park, Florida, in an amount not to exceed $540,000.00, for the initial three-year term of the Contract, with options to renew for two additional one-year periods.

Retirement/Investment Committee Meeting Agenda – August 4, 2020 Page 1 of 1

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Retirement Approve an Asset Management Agreement with New Mountain & Capital Investments

Action That the Chief Executive Officer or designee be authorized to enter into an Asset Management Agreement with New Mountain Capital for their New Mountain Fund VI, in a commitment amount of $5 million.

Description

• New Mountain Capital's mission is to be best-in-class among alternative asset managers as measured by returns, control of risk, service to its investors and the quality of the businesses it builds. Its flagship private equity strategy will seek to invest in growth equity transactions, management buyouts, leveraged acquisitions, build-ups, recapitalizations, control restructurings and pre-public offering opportunities. • New Mountain Capital, together with its affiliates, manages private equity, public equity and credit capital with aggregate assets under management totaling more than $20 billion. It has raised over $17 billion of committed capital across five flagship private equity funds since inception. • New Mountain Fund VI is targeting a fundraise of $8 billion and is expected to return 16% and generate a multiple of 1.8x. • Fund VI will charge an average management fee of 1.5%, a standard level for the buyout space. After an appropriate 8% hurdle and catch-up, New Mountain will charge a 20% incentive fee. • Funding will come from distributions from existing private equity investments now in the harvesting phase.

Justification

• This action will continue the progress of partnering with top quartile, best-in-class investment managers, provide additional diversification for the portfolio, and keep the private equity allocation actively investing as it trends back towards the target allocation. • This action was pulled from the June 2020 agenda as staff needed more time to review the liquidity status of the pension in light of the global pandemic and potential impacts to investment values and cash flow. Staff is comfortable with liquidity projections and seeks approval of this investment recommendation.

D/S/M/WBE Information

• Not Applicable

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount James Mauldin $0 3-5447 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to enter into an Asset Management Agreement with New Mountain Capital for their New Mountain Fund VI, in a commitment amount of $5 million.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 2:56 pm Finance and Development Jul 23, 2020 8:01 am Business Diversity and Development Jul 22, 2020 4:12 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 11:40 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Retirement Retirement Plan Consulting Services & Investments

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 8005336, for Retirement Plan Consulting Services, with AndCo Consulting, LLC., of Winter Park, Florida, in an amount not to exceed $540,000.00, for the initial three year term of the Contract, with options to renew for two additional one-year periods.

Description

• This Contract will provide for Asset Advisory Services for the Board's Retirement Plans and Other Post Employment Benefits (OPEB).

Justification

• This is a replacement of an existing Contract that has been in place for five years. • This Contract will retain a qualified firm to provide retirement plan consulting services relative to the management of assets of the Boards Retirement Plans and OPEB Plan. • AndCo has provided consulting services to the Airport for the past ten years and for that period of time, in a combined effort with staff, the Airport's defined benefit plan returns have been in the top tenth percentile when benchmarked against all publicly available plans.

D/S/M/WBE Information

• The annual goal for the historical SBE Program is 20%. • In accordance with the Board's historical SBE Program, no SBE goal was determined for this Contract due to no availability of SBEs that perform the service. • AndCo Consulting, LLC has committed to including an MWBE candidate in each public capital market investment manager search conducted on behalf of DFW Airport where multiple strategies are proposed and shall work with DFW Airport to provide an outreach program for MWBE candidates which will include information exchanges and/or education around providing institutional investment management services.

Schedule/Term

• Start Date: September 2020 • Contract Term: Three years, with two one-year renewal options

Contract # Agreement # Purchase Order # Action Amount Revised Amount 8005336 NTE $540,000.00 $0

For Information contact Fund Project # External Funding Source Amount James Mauldin Defined Benefit Trust Fund $540,000.00 3-5447 Shannon Hamilton 3-5620 Resolution #

Additional Information

• Nine Proposals, none from SBE firms, were received on or before the due date of March 2, 2020. ♦ AndCo Consulting, LLC., of Winter Park, Florida ♦ CBIZ Investment Advisory Services, LLC, of Memphis, Tennessee ♦ Dimeo Schneider, LLC, of Chicago, Illinois ♦ Gallagher Fiduciary Services, LLC, of Washington, D.C. ♦ Graystone Consulting / Morgan Stanley, of Austin, Texas ♦ Meketa Investment Group, of Westwood, Massachusetts ♦ NEPC, LLC, of Atlanta, Georgia ♦ RVK, Inc., of Portland, Oregon ♦ The Hackett Group, LLC, of New Orleans, Louisiana • Based on evaluations of the Proposals submitted, the Evaluation Committee, consisting of representatives for the Airport's Treasury Management Department, Human Resources Department, Finance, Information Technology Division, and Business Diversity and Development Department, recommends that the Contract be awarded to AndCo Consulting, LLC., of Winter Park, Florida. • Projected total of the Contract, if approved, is $930,000.00.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 8005336, for Retirement Plan Consulting Services, with AndCo Consulting, LLC., of Winter Park, Florida, in an amount not to exceed $540,000.00, for the initial three year term of the Contract, with options to renew for two additional one-year periods.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:11 pm Finance and Development Jul 23, 2020 8:01 am Business Diversity and Development Jul 22, 2020 4:13 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 11:43 am Chief Executive Officer Date

AGENDA OPERATIONS COMMITTEE MEETING Tuesday, August 4, 2020 12:40 p.m.

OPERATIONS COMMITTEE

5. Approve Minutes of the Operations Committee Meeting of June 2, 2020.

Consent Item for Consideration

Alan Black 6. Approve a Memorandum of Agreement between the DFW Airport and Federal Emergency Management Agency (FEMA) to provide Airport facilities during disaster evacuation operations.

Rusty Hodapp 7. Approve an Interlocal Training Agreement between the Board and the Town of Addison, Texas; City of Grapevine, Texas; and the City of Denton, Texas; and that the Chief Executive Officer or designee be authorized to execute an Interlocal Training Agreement for Aircraft Rescue Fire Fighter Training with the Town of Addison, City of Grapevine, and the City of Denton.

8. Approve execution of Contract No. 5000994, to Relocate Frontier Network Facilities at the Airport's Southwest Campus, with Frontier Communications, of Irving, Texas, in an amount not to exceed $98,617.00, for the 120-calendar day term of the Contract.

Action Items for Consideration

Operations Committee Meeting Agenda – August 4, 2020 Page 1 of 2

Paul Sichko 17. Approve execution of Contract No. 7006956, for Ground Support Equipment Maintenance and Fueling Services, with ERMC Aviation, LLC, of Grand Prairie, Texas, in an amount not to exceed $1,251,203.80, for the initial two-year term of the Contract, with options to renew for three additional one-year periods, subject to funding availability.

Discussion Items

18. Construction and Professional Services Contract increase(s) approved by authorized staff.

19. There are no decrease(s)/increase(s) in Scope of Work approved by authorized staff for this reporting period.

Operations Committee Meeting Agenda – August 4, 2020 Page 2 of 2 DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Federal Emergency Management Agency Memorandum of Agreement

Action That the Board hereby approves the Memorandum of Agreement between the DFW Airport and Federal Emergency Management Agency (FEMA) to provide Airport facilities during disaster evacuation operations.

Description

• Agreement to coordinate during FEMA emergency response missions. • Agreement for no cost use of certain airfield facilities / services for emergency response missions to include General Population Evacuation Operations.

Justification

• Establishes responsibilities for disaster evacuation flights including ♦ Use of facilities, ground travel routes, security, communications, bus staging and coordination of operations.

D/S/M/WBE Information

• Not Applicable

Schedule/Term MOA begins on date of last signature and ends on 12/31/2023

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Alan Black $0 3-3500 Resolution #

Additional Information

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Board hereby approves the Memorandum of Agreement between the DFW Airport and Federal Emergency Management Agency (FEMA) to provide Airport facilities during disaster evacuation operations.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 10:51 am Finance and Development Jul 23, 2020 8:02 am Business Diversity and Development Jul 22, 2020 1:41 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Public Safety Pending Jul 22, 2020 10:34 am Chief Executive Officer Date OBA – FEMA-DFW Airport MOA August Board Meeting

Subject – FEMA-DFW Airport Memorandum of Agreement Description – see draft declaration below Justification 1. Agreement to coordinate during FEMA emergency response missions. 2. Agreement for no cost use of certain airfield facilities/services for emergency response missions to include General Population Evacuation Operations. Schedule/Term 1. This MOA begins upon the date of the last signature to the agreement. 2. It is scheduled to expire on December 31, 2023. Cost 1. No reimbursable costs.

DRAFT Declaration:

MEMORANDUM OF AGREEMENT BETWEEN U.S. DEPARTMENT OF HOMELAND SECURITY FEDERAL EMERGENCY MANAGEMENT AGENCY AND DALLAS FORT WORTH INTERNATIONAL AIRPORT REGARDING UTILIZATION OF DESIGNATED FACILITIES

I. PARTIES: The parties to this Memorandum of Agreement ("Agreement" or "MOA'') are the U.S. Department of Homeland Security/Federal Emergency Management Agency ("DHS/FEMA") and Dallas Fort Worth International Airport (DFW).

II. AUTHORITY. This Agreement is authorized by: A. Sections 503, 504, and 507 of the Homeland Security Act of 2002, Pub. L. No. 107- 296, Title V (2002) (codified as amended at 6 U.S.C. §§ 313, 314, and 317)

B. The Robert T. Stafford Disaster Relief and Emergency Assistance Act, Pub. L. No. 93- 288 (1974) (42 U.S.C. § 5151)

C. Federal Property and Administrative Services Act of 1949, Pub. L. No. 152 (1949) (codified as amended in titles 40 and 41 of U.S. Code)

D. 41 C.F.R §§ 102-38.100 – 102-38.115; GSA Bulletin FMR B-10 (Mar. 29, 2006)

III. PURPOSE: The purpose of this MOA is to establish, in the event of a Presidential Declaration, a no cost agreement between DHS/FEMA and the DFW, the temporary use of airfield facilities/services so that DHS/FEMA can transport personnel or resources for various emergency response missions to include: General Population Evacuation Operations (GenPop).

IV. RESPONSIBILITIES:

A. DHS/FEMA shall:

1. Notify DFW as soon as practicable of the requirements for the use of DFW facilities or changes to plans or other activities required by DHS/FEMA.

2. Provide DFW with a projected timeline for use of DFW airfield to include the hour and date for each in bound or outbound flight. Notice shall be in writing, unless impracticable, in which case DHS/FEMA shall provide oral notice and send later written confirmation of notice upon request. Acceptable forms of written notice include but are not limited to emails, facsimile transmissions, and or hard copies of written documents.

3. Notify DFW when the air operations will end, prior to departure from the property unless circumstances render such notice impractical.

4. Maintain the premises in a clean and orderly condition. Repair and/or restore the premises to substantially the same condition at the time of initial occupancy, excepting reasonable wear and tear.

5. Repair and maintain structures during ongoing operations which are damaged, if required, for safety and security reasons.

6. At the time of activation, DHS/FEMA shall address any incidental costs of occupancy and operations such as; trash removal and utilities through a separately negotiated agreement.

7. Provide for any required security and or other expenses for services deemed necessary by DHS/FEMA under separate contract at DHS/FEMA expense.

B. DFW shall:

1. Access by FEMA Liaison Officers (LNOs) to the DFW Emergency Operations Center (“EOC”) during large scale operations.

2. Passenger loading/off-loading support and coordination to include air stairs.

3. Passenger transport (bus/shuttle bus) to/from air loading/off-load locations to/from the agreed to passenger drop off location, terminal, or other agreed upon location on DFW.

4. Access by FEMA contract buses to a mutually agreed to location for staging and passenger drop off/pickup and temporary passenger holding and allow FEMA contract services at this location if required such as porta potties or other support services.

5. Other facilities/services as agreed to by DFW and DHS/FEMA Incident Command Post (“ICP”) personnel during conduct of the operations.

6. Assist DHS/FEMA to transport personnel and/or equipment through the premises and allow DHS/FEMA to stage resources and other equipment necessary to carry out the Agency mission.

7. Allow DHS/FEMA to occupy temporary space in the EOC for DHS/FEMA ICP personnel managing the Agency mission at DFW.

8. Allow DHS/FEMA to access to and to provide required services at the agreed to passenger drop-off/pickup point as a temporary holding area for passengers pending bus transport.

9. Maintain, at no cost to DHS/FEMA, existing utility services (electric, gas, water, telephone, trash removal) for the duration of the agreement (or DHS/FEMA will make separate arrangements for the payment of utilities).

V. OTHER PROVISIONS:

A. Nothing in this Agreement is intended to conflict with current law or regulations or the directives of DHS/FEMA or DFW. If a term of this Agreement is inconsistent with any such authority, then that term shall be invalid, but the remaining terms and conditions of this Agreement shall remain in full force and effect.

B. Nothing in this Agreement is intended to restrict the authority of either party to act as provided by statute or regulation.

C. Nothing in this Agreement shall be interpreted as affording DHS/FEMA or DFW any role in the content or programming decisions of either DHS/FEMA or DFW respectively.

D. Any information shared under this Agreement will comply with the Privacy Act, and to the extent required and allowable, the Freedom of Information Act (FOIA), and any other applicable statute, Executive Order, or regulation.

E. This Agreement is between DHS/FEMA and DFW and does not confer or create any right, benefit, or trust responsibility, substantive or procedural, enforceable at law or equity, by any third person or party (public or private) against the United States, its agencies its officers, or any person; or against DFW, their officers or employees or any other person.

F. This Agreement creates neither a partnership nor a joint venture, and neither party has the authority to bind the other. This agreement is not intended to be enforceable in any court of law or dispute resolution forum.

G. The parties will use or display each other’s name, emblem, or trademarks only in the case of particular projects and only with the prior written consent of the other party. The Department of Homeland Security (DHS) seal is protected by 18 U.S.C. §§ 506, 701, and 1017, among other laws, and use of the seal is controlled by the DHS Office of Public Affairs through DHS Management Directive No. 0030 (MD 0030). Written permission is required to use the DHS Seal.

H. This Agreement, upon execution, contains the entire agreement of the parties and no prior written or oral agreement, express or implied, shall be admissible to contradict the provisions of this Agreement.

VI. POINTS OF CONTACT:

A. The DHS/FEMA Point of Contact is:

Travis Grigg Incident Support Team Leader FEMA Region VI 800 North Loop 288 Denton, TX 76209 (940) 368-9137 [email protected]

B. The DFW Point of Contact is:

Brad Harris Emergency Management Administrator Department of Public Safety Dallas Fort Worth International Airport P.O. Box 610687 DFW Airport, TX 75261-0687 (972) 973-4753 [email protected]

VII. EFFECTIVE DATE: The terms of this agreement will become effective on the date of the final signature of the authority representatives of all parties.

VIII. MODIFICATION: This agreement may be modified upon the mutual written consent of DHS/FEMA and DFW.

IX. TERMINATION: This agreement will terminate on December 31, 2023, upon the accomplishment of its purpose, or upon agreement of the parties. Either party, upon forty-five (45) days written notice to the other party, may terminate this agreement.

X. NON-FUND OBLIGATING AGREEMENT: This Agreement is not a fiscal or funds obligation document. Any funds, services, or equipment provided to accomplish the goals anticipated under this Agreement are done so without expectation of reimbursement or the payment of fees related to the provision. Any specific work or activity that involves the transfer of funds, services, or property among the parties will require execution of a separate agreement, and will be contingent upon the availability of appropriated funds. Such activities must be independently authorized by appropriate statutory or other authority. This Agreement does not provide such authority.

XI. LIABILITY:

A. Congress has provided that the exclusive remedy for common law torts committed by employees of the U.S. Government, acting within the scope of their employment, is an action against the United States under the Federal Tort Claims Act (FTCA), 28 U.S.C. §§ 1346 (b), 2671-2680. DHS/FEMA and the DFW agree that they are each responsible for the wrongful or negligent acts or omissions of their respective employees, to the extent that those acts or omissions occur within the scope of employment and arise under this Agreement. B. DHS/FEMA and DFW further agree to notify each other promptly of any claims arising under this Agreement, and to cooperate in good faith to resolve any claims promptly and appropriately.

XI. APPLICABLE LAW: Federal law shall govern this Agreement.

APPROVED BY: The following persons are authorized to sign this Agreement on behalf of their respective party.

On Behalf of DHS/FEMA:

______Date: ______George A. Robinson Regional Administrator Region 6 Federal Emergency Management Agency U.S. Department of Homeland Security

On Behalf of DFW International Airport:

______Date: ______Chad Makovsky Executive Vice President of Operations Dallas/Fort Worth International Airport

Approved as to Form

______Date: ______Azhar Hussain, Legal Counsel

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Interlocal Fire Training Agreement

Action That the Chief Executive Officer or designee be authorized to enter into an Interlocal Training Agreement between the Board and the Town of Addison, Texas; City of Grapevine, Texas; and the City of Denton, Texas; and that the Chief Executive Officer or designee be authorized to execute an Interlocal Training Agreement for Aircraft Rescue Fire Fighter Training with the Town of Addison, City of Grapevine, and the City of Denton.

Description

• Execute an interlocal agreement with Town of Addison, City of Grapevine, and City of Denton to permit the Airport to provide Fire Training Services.

Justification

• Interlocal Training Agreement will permit the execution of mutually-acceptable agreeable Aircraft Rescue Fire Training between the Airport and the Town of Addison, the City of Grapevine and the City of Denton.

D/S/M/WBE Information

• Not Applicable

Schedule/Term

• Agreement Terms: Indefinite, unless terminated by either party. Other individual agreements will be based on the project requirements.

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Alan Black $0 3-3500 Brian McKinney 3-3503 Resolution #

Additional Information

• Interlocal Agreements among public entities are authorized under Title 9, Chapter 271, Subchapter F, Section 271.101 and 271.102, and Title 7, Chapter 791, Subchapter C, Section 791.025, V.T.C.A.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to enter into an Interlocal Training Agreement between the Board and the Town of Addison, Texas; City of Grapevine, Texas; and the City of Denton, Texas; and that the Chief Executive Officer or designee be authorized to execute an Interlocal Training Agreement for Aircraft Rescue Fire Fighter Training with the Town of Addison, City of Grapevine, and the City of Denton.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 10:52 am Finance and Development Jul 23, 2020 8:02 am Business Diversity and Development Jul 22, 2020 1:42 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Public Safety Pending Jul 22, 2020 10:35 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Relocate Frontier Network Facilities at the Airport Southwest Campus

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 5000994, to Relocate Frontier Network Facilities at the Airport's Southwest Campus, with Frontier Communications, of Irving, Texas, in an amount not to exceed $98,617.00, for the 120 calendar day term of the Contract.

Description

• Award a Contract to Relocate Frontier Network Facilities communication service lines.

Justification

• This action is necessary as the existing location of the communication service lines will conflict with the Airport Southwest Campus facility, roadway and utility construction. • Frontier Communications is a regulated telecommunications service provider and holds a long term Agreement with the Airport Board to own, operate and maintain the communication service lines on the Airport.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 31%. • N/A - not subject to a goal per the Board's M/WBE Policy due to the nature of the procurement. (Utility)

Schedule/Term

• Start Date: August 2020 • Contract Duration: 120 calendar days

Contract # Agreement # Purchase Order # Action Amount Revised Amount 5000994 NTE $98,617.00 $0

For Information contact Fund Project # External Funding Source Amount Rusty Hodapp Joint Capital Acct 26742-02 $98,617.00 3-3670 Ivonne Gonzalez 3-1725 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 5000994, to Relocate Frontier Network Facilities at the Airport's Southwest Campus, with Frontier Communications, of Irving, Texas, in an amount not to exceed $98,617.00, for the 120 calendar day term of the Contract.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:12 pm Finance and Development Jul 23, 2020 8:02 am Business Diversity and Development Jul 22, 2020 4:13 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 9:30 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Runway 18R-36L Rehabilitation Project

Action That the Chief Executive Officer or designee be authorized to execute a deductive Change Order to Contract No. 9500698, Runway 18R-36L Rehabilitation Project, with Austin Bridge & Road, LP, of Irving, Texas, in a deductive amount not less than ($10,100,000.00).

Description

• This action authorizes a reduction in the Contract in the amount of $10,100,000.00.

Justification

• Reduced operational activity resulting from the COVID-19 pandemic provided the project team with the opportunity to advance and accelerate the closure of Runway 18R-36L thereby producing savings through optimized project schedule, labor utilization, and general conditions. • Concurrently, the project team, Engineer of Record and Contractor identified cost savings from construction phasing efficiency, and design and scope optimization.

D/S/M/WBE Information

• The annual goal for the MBE Historical Program is 25%. • In accordance with the Board's MBE Historical Program, the MBE goal for this contract is 20%. • Austin Bridge & Road, LP has committed to achieving 20% MBE participation on this contract and this reduction should not impact their commitment.

Schedule/Term

• Contract term will be reduced by 78 calendar days.

Contract # Agreement # Purchase Order # Action Amount Revised Amount 9500698 NLT ($10,100,000.00) $120,278,289.08

For Information contact Fund Project # External Funding Source Amount Rusty Hodapp Joint Capital Acct 26757-01 ($10,100,000.00) 3-1891 Scioscia Flowers 3-1744 Resolution #

Additional Information

• On January 9, 2020, by Resolution No. 2020-01-04, the Board awarded Contract No. 9500698, for Runway 18R-36L Rehabilitation, with Austin Bridge & Road, LP, of Irving, Texas.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute a deductive Change Order to Contract No. 9500698, Runway 18R-36L Rehabilitation Project, with Austin Bridge & Road, LP, of Irving, Texas, in a deductive amount not less than ($10,100,000.00).

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:12 pm Finance and Development Jul 23, 2020 8:03 am Business Diversity and Development Jul 22, 2020 4:13 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 9:30 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Reimbursement Agreement for Runway 18R-36L Rehabilitation

Action That the Chief Executive Officer or designee be authorized to execute Reimbursement Agreement No. 5000995, for Runway 18R-36L Rehabilitation, with the Federal Aviation Administration (FAA), Southwest Region, in an amount not to exceed $1,174,189.19, for the 1,825 calendar day term of the Contract.

Description

• This Agreement will provide reimbursement to the FAA for it's direct costs to provide necessary technical support for the Runway 18R-36L Rehabilitation project and related FAA facilities, systems, equipment and infrastructure.

Justification

• The Runway 18R - 36L Rehabilitation project will address pavement surface and sub-surface distresses, and renew and modernize related infrastructure elements including lighting and drainage. • In support of this project, the FAA will provide essential engineering and technical services which include but are not limited to: technical consultation, design reviews, sponsor package review, development of FAA design packages, construction oversight, modification/removal and restoration required to address impacted FAA facilities; and flight inspections • This Agreement will reimburse the FAA for its direct costs incurred providing these services.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 31%. • N/A - not subject to a goal per the Board's M/WBE Policy due to the nature of the procurement. (Reimbursement)

Schedule/Term

• Start Date: August 2020 • Contract Duration: 1,825 calendar days

Contract # Agreement # Purchase Order # Action Amount Revised Amount 5000995 NTE $1,174,189.19 $0

For Information contact Fund Project # External Funding Source Amount Rusty Hodapp Joint Capital Acct 26757-01 $1,174,189.19 3-1891 Scioscia Flowers 3-1744 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Reimbursement Agreement No. 5000995, for Runway 18R-36L Rehabilitation, with the Federal Aviation Administration (FAA), Southwest Region, in an amount not to exceed $1,174,189.19, for the 1,825 calendar day term of the Contract.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:14 pm Finance and Development Jul 23, 2020 8:04 am Business Diversity and Development Jul 22, 2020 4:19 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 9:30 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Oncor Reimbursement- Southwest Campus

Action That the Airport Board ratify the execution of Contract No. 5000993, for Oncor Reimbursement - Southwest Campus, with Oncor Electric Delivery Company LLC, of Irving, Texas, in an amount not to exceed $399,009.00, for the 120 calendar day term of the Contract.

Description

• Ratify a Contract to relocate Oncor electrical utilities in the Airport Southwest Campus.

Justification

• This action is necessary as the existing location of the electrical utilities conflicts with the Airport Southwest Campus facility, roadway and utility construction. • Oncor Electric Delivery, LLC is a regulated Transmission and Distribution service provider and holds franchise agreements with all five cities in which the Airport resides, as well as a long term Agreement with the Airport Board to own, operate and maintain the electrical transmission and distribution system on the Airport.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 31%. • N/A - not subject to a goal per the Board's M/WBE Policy due to the nature of the procurement. (Reimbursement)

Schedule/Term

• Start Date: June 2020 • Contract Duration: 120 calendar days

Contract # Agreement # Purchase Order # Action Amount Revised Amount 5000993 NTE $399,009.00 $0

For Information contact Fund Project # External Funding Source Amount Rusty Hodapp Joint Capital Acct 26742-02 $399,009.00 3-3670 Ivonne Gonzalez 3-1725 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Airport Board ratify the execution of Contract No. 5000993, for Oncor Reimbursement - Southwest Campus, with Oncor Electric Delivery Company LLC, of Irving, Texas, in an amount not to exceed $399,009.00, for the 120 calendar day term of the Contract.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:13 pm Finance and Development Jul 23, 2020 8:03 am Business Diversity and Development Jul 22, 2020 4:19 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 9:30 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Glade Road & Bridge Replacement - Utility Relocation

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 9500694, for Glade Road & Bridge Replacement - Utility Relocation, with North Texas Contracting, Inc., of Keller, Texas, in an amount not to exceed $1,043,288.12, for the 270 calendar day term of the Contract.

Description

• Award a Contract to provide construction services to relocate an existing sanitary sewer line as part of the Glade Road and Bridge Replacement project.

Justification

• An existing Sanitary Sewer pipeline along Glade Road requires relocation in preparation for bridge replacement and roadway reconstruction by the Texas Department of Transportation. • The Contract scope includes, but is not limited to; relocation and replacement of sanitary sewer piping, manholes and related appurtenances.

D/S/M/WBE Information

• The annual goal for the SBE Historical Program is 20%. • In accordance with the Board's SBE Historical Program, the SBE goal for this contract is 20%. • North Texas Contracting, Inc. has committed to achieving 20.03% SBE participation utilizing C. Greenscaping, LP (HF-C: 0.62%), Industry Junction, Inc. (HM-C: 14.38%), Brenda Price Trucking (WF-C: 1.87%) and RGJ Services, LLC dba Barricades Plus (BM-C: 3.16%).

Schedule/Term

• Start Date: August 2020 • Contract Duration: 270 calendar days

Contract # Agreement # Purchase Order # Action Amount Revised Amount 9500694 NTE $1,043,288.12 $0

For Information contact Fund Project # External Funding Source Amount Rusty Hodapp DFW Capital Acct 26681-02 $1,043,288.12 3-1891 Monica Allen 3-1709 Resolution #

Additional Information

• Six bids, including three MBE firms, were received on or before the due date of July 7, 2020. • Bid Tabulation is attached. • The bid submitted by MK Construction, of Irving, Texas, was determined non-responsive as the submission did not meet the specifications outlined in the Airport's solicitation. • North Texas Contracting, Inc., of Keller, Texas, is the lowest responsive responsible Bidder.

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 9500694, for Glade Road & Bridge Replacement - Utility Relocation, with North Texas Contracting, Inc., of Keller, Texas, in an amount not to exceed $1,043,288.12, for the 270 calendar day term of the Contract.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:13 pm Finance and Development Jul 23, 2020 8:04 am Business Diversity and Development Jul 22, 2020 4:19 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 9:30 am Chief Executive Officer Date Contract No. 9500694 Glade Road & Bridge Replacement – Utility Relocation Bid Tabulation

Bidders Bid Amount North Texas Contracting, Inc. $1,043,288.12 Keller, Texas Reyes Group LTDN1 $1,214,816.00 Grand Prairie, Texas Flow-Line Construction, Inc.N1 $1,226,771.00 Dallas, Texas Gilbert May, Inc., dba Phillips/May $1,392,333.00 CorporationN1 Dallas, Texas Fort Worth Civil Constructors $1,479,761.00 Fort Worth, Texas Note: 1. MBE – Certified through the North Central Texas Regional Agency

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Northeast End Around Taxiway Package II

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 9500723, for the Northeast End Around Taxiway Package II, with Zachry Construction Corporation, of Grand Prairie, Texas, in an amount not to exceed $46,981,472.00, for the 555 calendar day term of the Contract; and execute change orders to such Contract on an as-needed basis, in the aggregate amount not to exceed $4,000,000.00.

Description

• Award a Contract for the Northeast End Around Taxiway Package II. • This action specifically authorizes the CEO or designee to execute change orders for future Contract change requirements on an as-needed basis up to an amount not to exceed $4,000,000.00.

Justification

• This final construction package will include the eastern taxiway connectors (Taxiways EE and N) and all associated operational elements necessary to allow for the full operation of the Northeast End Around Taxiway system (NE-EAT). • The Northeast End Around Taxiway will the increase operational safety and efficiency of Runways 17R-35L and 17C-35C during north-flow operations by providing arriving aircraft a taxi route around these two runway environments, thereby eliminating most current runway crossings.

D/S/M/WBE Information

• The annual goal for the DBE Program is 32%. • In accordance with the Board's DBE Program, the DBE goal for this contract is 30%. • Zachry Construction Corporation has committed to achieving 30.05% DBE participation utilizing a total of fourteen DBE subcontractors; see attached list.

Schedule/Term

• Start Date: September 2020 • Contract Duration: 555 calendar days

Contract # Agreement # Purchase Order # Action Amount Revised Amount 9500723 NTE $46,981,472.00 $0

For Information contact Fund Project # External Funding Source Amount Rusty Hodapp Joint Capital Acct 26640-02 $46,981,472.00 3-1891 Ivonne Gonzalez 3-1725 Resolution #

Additional Information

• Nine bids, none from MBE firms, were received on or before the due date of July 1, 2020. • Bid Tabulation is attached. • The bid submitted by Austin Road & Bridge, of Irving, Texas, was determined non-responsive as the submission did not meet the specifications outlined in the Airport's solicitation. • Zachry Construction Corporation, of Grand Prairie, Texas, is the lowest responsive responsible Bidder.

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 9500723, for the Northeast End Around Taxiway Package II, with Zachry Construction Corporation, of Grand Prairie, Texas, in an amount not to exceed $46,981,472.00, for the 555 calendar day term of the Contract; and execute change orders to such Contract on an as-needed basis, in the aggregate amount not to exceed $4,000,000.00.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:31 pm Finance and Development Jul 23, 2020 8:04 am Business Diversity and Development Jul 22, 2020 4:21 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 9:31 am Chief Executive Officer Date Contract 9500723 NE EAT Pkg II (Rebid)

Zachry Construction Corporation DBE Subcontractors

KLP Construction Supply NF-C 4.44% Total 4.44%

Terradyne Engineering, Inc. IM-C 1.51% Total 1.51%

Brooklyn Sweeps BM-C 1.17% Straight Line Saw and Sealing BM-C 1.14% EPCS Environmental BF-C 2.53% EJ Smith Construction BM-C 3.76% Total 8.60%

A Brother’s Milling HF-C 0.23% Avanza Construction HF-C 5.28% Total 5.51%

Airport Lighting WF-C 0.63% Champion Fuel Services WF-C 0.85% Universal Fence WF-C 1.73% McRyan Hauling WF-C 1.94% Texas Lonestar Materials WF-C 2.39% Texas Environmental Management WF-C 2.44%

Total 9.98%

Overall Total 30.05% Contract No. 9500723 Northeast End Around Taxiway Package II Bid Tabulation

Bidders Bid Amount Zachry Construction Corp. $46,981,472.00 San Antonio, Texas Flatiron Construction, Inc. $47,788,000.00 San Marcos, Texas FH Paschen, SN Nielsen & Assoc., $49,050,578.24 LLC Dallas, Texas Ames Construction, Inc. $49,597,600.00 Aurora, Colorado Mario Sinacola & Sons Excavating, $54,100,536.31 Inc. Frisco, Texas Webber, LLC $54,383,500.00 The Woodlands, Texas Sundt Construction, Inc. $54,383,896.00 Irving, Texas Johnson Brothers Corp. $59,340,866.00 Roanoke, Texas Note: Pricing differential is primarily due to the pricing provided for construction and recycled material management site services and project mobilization.

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Collaborative Research Master Services Agreement

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 7006964, for a Collaborative Research Master Services Agreement, with the Alliance for Sustainable Energy, LLC, of Golden, Colorado, in an amount not to exceed $2,000,000.00, for the five-year term of the Contract, with options to renew for one additional five-year period.

Description

• Execute a Sustainability Services and Consulting Agreement, in support of the Airport's sustainable growth strategy, led by the Environmental Affairs Department.

Justification

• For two years, the Airport has collaborated with the U.S. Department of Energy's National Renewable Energy Laboratory (NREL), under Contract No. 8005205, on energy conservation projects, including the electrification of and optimization for the Airport's bus fleet. This new agreement will replace the existing agreement under Contract No. 8005205. • NREL has presented to the Airport's internal stakeholders, unique opportunities to expand energy research and development projects, including projects that have resulted and will potentially result in federal matching grant funds. • The new MSA contract will provide greater flexibility, reporting, and project tracking for both DFW and NREL. Services under this agreement will be ordered as-needed based on individual project requirements and funding availability.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 31%. • N/A - not subject to a goal per the Board's M/WBE Policy due to the nature of the procurement. (Interlocal Agreement)

Schedule/Term

• Start Date: September 2020 • Contract Term: Five years, with one five-year renewal option

Contract # Agreement # Purchase Order # Action Amount Revised Amount 7006964 NTE $2,000,000.00 $0

For Information contact Fund Project # External Funding Source Amount Robert Horton Operating Fund $2,000,000.00 3-5563 Helen Chaney 3-2523 Resolution #

Additional Information

• This Contract is authorized by mutual agreement of both parties to perform cooperative research services. • Collaborative research areas include energy and cyber resilience, which will provide critical inputs for an airport-wide energy and enhance the Airport's cybersecurity strategy. • NREL is the Department of Energy's lead laboratory for open source software to analyze Indoor Air Quality and disease transmission through buildings and is currently linking with epidemiological tools.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 7006964, for a Collaborative Research Master Services Agreement, with the Alliance for Sustainable Energy, LLC, of Golden, Colorado, in an amount not to exceed $2,000,000.00, for the five-year term of the Contract, with options to renew for one additional five-year period.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:31 pm Finance and Development Jul 23, 2020 8:05 am Business Diversity and Development Jul 22, 2020 8:34 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Environmental Affairs Pending Jul 21, 2020 2:44 pm Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Alternate Contracting Method Implementation of HVAC Indoor Improvements

Action That the Chief Executive Officer or designee be authorized to procure services necessary to complete the implementation of HVAC improvements to improve Indoor air quality, mitigate pollution and virus, and restore passenger and employee confidence at terminal buildings (A,B,D,E) and Rental Car Center using a method, authorized under Chapter 2269, Section B of the Texas Government Code, to determine which solicitation method, other than competitive bidding, provides the best value for the Airport.

Description

• Delegates authority to the CEO or his designee to determine which solicitation method, other than competitive bidding, provides the best value for the Airport and procure services necessary to complete the implementation HVAC improvements to improve Indoor air quality, mitigate pollution and virus, and restore Passengers and employees confidence at terminal buildings (A,B,D,E) and Rental Car Center project.

Justification

• Chapter 2269, Section B of the Texas Government Code authorizes the Board to consider procuring a construction Contract using a project delivery method, other than competitive bidding, that is available under the statue and may provide a better value. • The law allows the Board to delegate its authority by providing notice of the delegation, the limits of the delegation, and the name or title of each person to whom the delegation is made. This action is intended to satisfy those notice requirements.

D/S/M/WBE Information

• The applicable Business Diversity Program and contract-specific goal will be determined prior to advertising.

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Tammy Huddleston $0 3-6132 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to procure services necessary to complete the implementation of HVAC improvements to improve Indoor air quality, mitigate pollution and virus, and restore passenger and employee confidence at terminal buildings (A,B,D,E) and Rental Car Center using a method, authorized under Chapter 2269, Section B of the Texas Government Code, to determine which solicitation method, other than competitive bidding, provides the best value for the Airport.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:32 pm Finance and Development Jul 23, 2020 8:05 am Business Diversity and Development Jul 22, 2020 8:34 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Energy & Transportation Mgmt Pending Jul 22, 2020 9:58 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Street Lighting Maintenance Services

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 7006929, for Street Lighting Maintenance Services, with Environmental Lighting Service, LLC, of Grand Prairie, Texas, in an amount not to exceed $507,270.00, for the initial two-year term of the Contract, with options to renew for three additional one-year periods.

• Award a Contract for Street Lighting Maintenance Services for the Energy, Transportation & Asset Management Department.

Justification

• This replaces two Contracts that have been in place for five years. • This Contract will provide on-call services to inspect, maintain, and repair street lighting on public roadways. • This Contract will supplement in-house personnel and provides 24/7 maintenance and repair services. • The award will allow Airport staff flexibility in responding to service requests.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 31%. • In accordance with the Board's historical SBE Program, the SBE goal for this contract is 0%, due to a limited availability of SBEs that perform this service.

Schedule/Term

• Start Date: September 2020 • Contract Term: Two year term, with three, one-year renewal options

Contract # Agreement # Purchase Order # Action Amount Revised Amount 7006929 NTE $507,270.00 $0

For Information contact Fund Project # External Funding Source Amount Tammy Huddleston Operating Fund $507,270.00 3-6132 Sara Ramirez 3-2995 Resolution #

Additional Information:

• Three bids, none SBE firms, were received on or before the due date of July 10, 2020. • Bid Tabulation is attached. • Environmental Lighting Service, LLC, of Grand Prairie, Texas, is the lowest responsive responsible Bidder. • Projected total of the Contract including all renewals, if approved, is $1,373,827.63.

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 7006929, for Street Lighting Maintenance Services, with Environmental Lighting Service, LLC, of Grand Prairie, Texas, in an amount not to exceed $507,270.00, for the initial two-year term of the Contract, with options to renew for three additional one-year periods.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:33 pm Finance and Development Jul 23, 2020 8:05 am Business Diversity and Development Jul 22, 2020 8:35 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Energy & Transportation Mgmt Pending Jul 22, 2020 8:25 am Chief Executive Officer Date Contract No. 7006929 Street Lighting Maintenance Services Bid Tabulation

Bidders Bid Amount Environmental Lighting Service, LLC $507,270.00 Grand Prairie, Texas Texas One Source Industrial Solutions $1,039,252.00 Fort Worth, Texas Vitruvian Techniques LLC $1,090,500.00 Parker, Texas Note: The difference in pricing is primarily based on differences in mobilization and hourly rate costs provided in the two higher-priced bids.

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Operations Ground Support Equipment Maintenance and Fueling Services

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 7006956, for Ground Support Equipment Maintenance and Fueling Services, with ERMC Aviation, LLC, of Grand Prairie, Texas, in an amount not to exceed $1,251,203.80, for the initial two year term of the Contract, with options to renew for three additional one-year periods, subject to funding availability.

Description

• Award a Contract for Ground Support Equipment Maintenance and Fuel Services for the Airport's Operations Department

Justification

• This is a replacement Contract that been in place for three years. • Contract services include fueling, preventative maintenance and emergency maintenance of Board-owned ground support equipment used at common-use gates, terminal hardstand ramps and at Corporate Aviation. • During peak periods of the day, airline activity at times exceeds terminal gate capacity resulting in the need for hardstand operations and the staging/use of ground support equipment at the remote parking areas. • Hardstand operations often occur during irregular operations when the Airport experiences delays and diversions. Under terms of the Contract, the contractor will provide limited ground handling services to air carriers not normally serving the Airport and without local ground handling Contracts. The service will enhance customer service to passengers on board those flights. • The not-to-exceed amount represents the maximum potential spend for the Contract including parts.

D/S/M/WBE Information

• The annual goal for the historical SBE Program is 20%. • In accordance with the Board's historical SBE Program, the SBE goal for this contract is 20%. • ERMC Aviation, LLC committed to achieving 23% SBE participation utilizing Ram Contracting (BM-C).

Schedule/Term

• Start Date: September 2020 • Contract Term: Two Years, with three one-year options

Contract # Agreement # Purchase Order # Action Amount Revised Amount 7006956 NTE $1,251,203.80 $0

For Information contact Fund Project # External Funding Source Amount Paul Sichko Operating Fund $1,251,203.80 3-7150 Shannon Hamilton 3-5620 Resolution #

Additional Information

• Three Best Value bids, none from SBE firms, were received on or before the due date of June 24, 2020. ♦ Airport Terminal Services, Inc., of St. Louis, Missouri ♦ ERMC Aviation, LLC, Grand Prairie, Texas • The bid submitted by Davcor Aviation Services, Inc., of San Antonio, Texas, was determined to be non-responsive as the submission did not meet the specifications outlined in the Airport's solicitation. • Based on evaluations of the bids submitted, the Evaluation Committee, consisting of representatives for the Airport's Operations, Energy Transportation & Asset Management, Corporate Aviation and Business Diversity & Development Departments, recommends that the Contract be awarded to ERMC Aviation, LLC. • Projected total of the Contract including all renewals, if approved, is $3,244,160.52.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 7006956, for Ground Support Equipment Maintenance and Fueling Services, with ERMC Aviation, LLC, of Grand Prairie, Texas, in an amount not to exceed $1,251,203.80, for the initial two year term of the Contract, with options to renew for three additional one-year periods, subject to funding availability.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:33 pm Finance and Development Jul 23, 2020 8:06 am Business Diversity and Development Jul 22, 2020 8:35 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Operations Pending Jul 21, 2020 9:51 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD COMMITTEE DISCUSSION ITEM

Meeting Date Subject Committee 08/06/2020 Monthly Report Operations

Item For Discussion Report to the Airport Board all Contracts valued between $25,000.00 and $50,000.00, and Contracts Increases/Decreases valued between $25,000.00 and $50,000.00, for the months of May and June 2020.

Description

• Report to the Airport Board all Contracts valued between $25,000.00 and $50,000.00, and Contracts Increases/Decreases valued between $25,000.00 and $50,000.00, for the months of May and June 2020. CONTRACT/PURCHASE ORDER INCREASES/DECREASES ($25,000 OR GREATER) (APPROVED BY BOARD STAFF UNDER THEIR DELEGATED AUTHORITY – MAY/JUNE 2020)

CONSULTANT CONTRACT NO. CONTRACT TITLE/DESCRIPTION ACTION TYPE AMOUNT

Gilbert May, Inc. dba Phillips/May 9500659 Hardening of Assets and Control Plaza Change Order $44,908.78 CorporationN1 Attenuators Replacements Dallas, Texas

Skye Building Services LLC 9500686 Terminal D Board Owned Passenger Change Order $29,447.59 Grapevine, Texas Boarding Bridge Rehabilitation

TOTAL $74,356.37 Note: 1. MBE-certified through the North Central Texas Regional Certification Agency

AGENDA FINANCE/AUDIT COMMITTEE MEETING Tuesday, August 4, 2020 12:50 p.m.

FINANCE/AUDIT COMMITTEE

20. Approve Minutes of the Finance/Audit Committee Meeting of June 2, 2020.

Chris Poinsatte 21. Financial Report.

Consent Items for Consideration

Rob Darby 22. Approve Revisions to the Finance/Audit Committee Charter.

Greg Spoon 25. Approve authorization to exercise options for multi-year Contracts for the first quarter of Fiscal Year 2021.

Action Items for Consideration

Chris Poinsatte 28. Approve the FY 2021 Operation Revenue and Expense Fund Budget (Fund 102).

29. Approve the Schedule of Charges as amended for Fiscal Year 2021.

Finance/Audit Committee Meeting Agenda – August 4, 2020 Page 1 of 3

Jeff Benvegnu 30. Approve execution of one-year lease extensions for leases with American Airlines, Inc. (AA) for their Cargo, GSE, and the Priority Parcel Facilities.

Michael Youngs 38. Approve execution of Purchase Order No. 277097, for Electronic Visual Display Management Computers, to Now Micro, Inc., of St. Paul, Minnesota, in the amount of $411,200.00.

Finance/Audit Committee Meeting Agenda – August 4, 2020 Page 2 of 3

39. Approve execution of Purchase Order No. 277141, for Network Electronic Equipment, to Netsync Network Solutions, of Carrollton, Texas, in the amount of $6,909,091.90.

Discussion Items

Rob Darby 40. Department of Audit Services’ Quarterly Audit Update.

Tamela Lee 41. Monthly D/S/M/WBE Expenditure Report.

Greg Spoon 42. Purchase Orders/Contracts and Professional Services Contracts approved by Authorized Staff.

Finance/Audit Committee Meeting Agenda – August 4, 2020 Page 3 of 3 KPIs and Financial Report

Nine months ending June 30, 2020 Expanded Key Performance Indicator Scorecard Nine months ending June 30, 2020

Month-To-Date Year-To-Date FY 2020 FY 2019 FY 2020 FY 2020 Actuals vs. Budget FY 2019 FY 2020 FY 2020 Actuals vs. Budget Annual Actuals Actuals BudgetIncrease/(Decrease) Key Performance Indicator Actuals Actuals Budget Increase/(Decrease) Budget

$16.0 $15.9 $15.9 $0.0 0.0% DFW CC Net Revenues $113.0 $120.1 $120.1 $0.0 0.0% $164.0

$82.8 $77.3 $87.9 ($10.6) (12.0%) Total Expenditure Budget $741.1 $727.6 $757.4 ($29.7) (3.9%) $1,032.0

$36.5 $36.8 $41.5 ($4.7) (11.4%) Airline Costs $351.8 $365.9 $365.9 $0.0 0.0% $501.5

6.84 2.21 7.06 ($4.9) (68.7%) Total Passengers (Ms) 53.09 37.49 55.81 (18.31) (32.8%) 75.7

4.1 2.1 4.3 ($2.3) (52.6%) Total Landed Weights (Bs) 33.9 27.9 36.0 (8.0) (22.3%) 48.9

Results Status Bar Improved/Constant Worse CARES Activity Cash Received $144.1 Revenue Applied - DFWCC (74.2) Revenue Applied - Airfield (29.3) Revenue Applied - Terminal (6.1) Total Revenue Applied (109.7) Unapplied Revenue $34.5

Total CARES Application $299.2 Cash Received (144.1) Remaining Cash to be Received $155.1

2 DFW Cost Center Nine months ending June 30, 2020 Month-To-Date Year-To-Date FY 2020 FY 2019 FY2020 FY 2020 Actuals vs. Budget FY 2019 FY2020 FY 2020 Actuals vs. Budget Annual Actuals Actuals Budget Increase/(Decrease) Actuals Actuals Budget Increase/(Decrease) Budget Revenues $17.3 $3.2 $16.6 ($13.4) (80.8%) Parking 1 $131.0 $85.0 $132.3 ($47.3) (35.8%) $181.4 8.6 2.5 8.9 (6.4) (71.9%) Concessions 1 69.3 49.7 71.9 (22.3) (31.0%) 97.7 2.7 0.9 3.0 (2.0) (68.9%) Rental Car 1 24.8 18.7 25.0 (6.3) (25.1%) 33.3 4.2 4.5 4.8 (0.2) (5.1%) Commercial Development 37.0 40.5 41.0 (0.4) (1.0%) 55.3 3.5 3.4 3.8 (0.4) (10.0%) Other Revenues 2 31.8 32.9 32.0 0.9 2.9% 43.8 0.0 19.3 0.0 19.3 0.0% CARES Act Revenues - DFWCC 0.0 74.2 0.0 74.2 0.0 0.0 36.4 33.9 37.0 (3.1) (8.5%) Total Revenues 293.8 301.0 302.2 (1.2) (0.4%) 411.5 DFW CC Expenditures 11.5 9.5 12.6 (3.1) (24.7%) Operating Expenditures 100.8 97.8 108.3 (10.5) (9.7%) 146.9 8.3 7.9 8.1 (0.1) (1.7%) Debt Service (net of CFCs) 74.8 71.8 72.6 (0.8) (1.1%) 97.3 (3.2) (2.8) (3.2) 0.5 (14.8%) Passenger Facility Charges (PFCs) (28.6) (20.8) (29.0) 8.2 (28.4%) (38.7) 5.2 5.2 4.8 0.3 7.1% Debt Service, net 3 46.2 51.0 43.6 7.4 17.0% 58.6 16.7 14.7 17.4 (2.8) (15.9%) Total Expenditures 147.1 148.8 151.9 (3.1) (2.0%) 205.4 19.8 19.2 19.6 (0.4) (1.8%) Gross Margin - DFW Cost Center 146.7 152.2 150.3 1.9 1.3% 206.1 Less Transfers and Skylink 0.2 0.2 0.2 0.0 0.0% DFW Terminal Contribution 2.1 2.1 2.1 0.0 0.0% 2.8 3.5 3.0 3.4 (0.4) (10.5%) Skylink Costs 31.5 30.0 28.1 1.9 6.8% 39.3 $16.0 $15.9 $15.9 0.0 0.0% Revenues from DFW Cost Center $113.0 $120.1 $120.1 $0.0 0.0% $164.0

3 Airfield and Terminal Cost Centers Nine months ending June 30, 2020

Month-To-Date Year-To-Date FY 2020 FY 2019 FY2020 FY 2020 Actuals vs. Budget FY 2019 FY2020 FY 2020 Actuals vs. Budget Annual Actuals Actuals Budget Increase/(Decrease) Actuals Actuals Budget Increase/(Decrease) Budget Revenues $9.6 $5.1 $9.6 ($4.5) (47.2%) Landing Fees 4 $88.8 $65.3 $79.9 ($14.7) (18.4%) $108.7 1.1 0.6 1.0 (0.4) (41.9%) Other Airfield 9.9 8.0 9.3 (1.4) (14.6%) 12.7 7.8 7.5 7.6 (0.1) (1.3%) Transfer from DFW Cost Center 46.4 50.7 50.7 0.0 0.0% 70.5 0.0 3.8 0.0 3.8 0.0% CARES Act Revenues - Airfield 0.0 29.3 0.0 29.3 0.0% 0.0 18.5 16.9 18.2 (1.3) (7.0%) Total Airfield Revenue 145.1 153.3 140.0 13.3 9.5% 191.8 27.6 27.7 27.7 0.0 0.1% Terminal Leases 235.3 249.0 248.9 0.1 0.0% 331.9 2.7 0.2 2.7 (2.5) (90.9%) FIS Fees 5 19.7 12.1 19.7 (7.6) (38.6%) 27.6 5.1 2.3 4.9 (2.6) (53.9%) Turn Fees and Other 5 41.3 29.9 40.5 (10.6) (26.3%) 55.1 0.0 0.6 0.0 0.6 0.0% CARES Act Revenues - Terminal 0.0 6.1 0.0 6.1 0.0% 0.0 35.4 30.8 35.3 (4.5) (12.7%) Total Terminal Revenues 296.3 297.1 309.1 (12.1) (3.9%) 414.6 0.2 0.2 0.2 0.0 0.0% DFW Terminal Contributions 2.1 2.1 2.1 0.0 0.0% 2.8 54.2 47.9 53.7 (5.8) (10.7%) Total Revenues 443.5 452.5 451.3 1.2 0.3% 609.3 Expenditures 25.2 24.0 30.5 (6.5) (21.3%) Operating Expenditures 230.4 235.3 252.7 (17.5) (6.9%) 348.6 31.3 29.9 30.4 (0.5) (1.5%) Debt Service 276.8 266.6 269.1 (2.5) (0.9%) 364.3 (8.6) (7.5) (8.7) 1.2 (13.9%) Passenger Facility Charges (PFCs) (77.7) (56.5) (77.7) 21.1 (27.2%) (103.7) 22.7 22.4 21.7 0.7 3.4% Debt Service, net 3 199.1 210.1 191.4 18.7 9.8% 260.7 47.9 46.4 52.2 (5.8) (11.0%) Total Expenditures 429.5 445.3 444.1 1.2 0.3% 609.3 $6.3 $1.5 $1.5 $0.0 0.0% Total Airfield /Terminal Net Income/(Loss) $14.0 $7.1 $7.1 ($0.0) (0.0%) ($0.0) 4 Operating Fund – Total Expenditures Nine months ending June 30, 2020

Month-To-Date Year-To-Date FY 2020 FY 2019 FY2020 FY 2020 Actuals vs. Budget FY 2019 FY2020 FY 2020 Actuals vs. Budget Annual Actuals Actuals Budget Increase/(Decrease) Actuals Actuals Budget Increase/(Decrease) Budget Operating Expenditures $12.7 $13.2 $13.6 ($0.4) (3.0%) Salaries and Wages $114.1 $121.1 $121.7 ($0.6) (0.5%) $168.0 5.8 5.8 6.7 (1.0) (14.6%) Benefits 6 52.6 52.6 58.6 (6.1) (10.3%) 79.4 5.9 5.6 7.2 (1.6) (21.9%) Facility Maintenance Contracts 7 54.5 56.9 59.9 (3.0) (5.0%) 82.2 10.1 6.2 11.9 (5.7) (47.9%) Other Contract Services 8 85.5 74.9 89.4 (14.5) (16.2%) 126.5 2.1 2.4 2.4 0.0 0.2% Utilities 18.8 19.4 19.5 (0.1) (0.3%) 27.2 1.3 1.4 1.7 (0.3) (19.1%) Equipment and Other Supplies 14.0 13.2 14.0 (0.8) (5.7%) 20.0 0.5 0.7 0.7 (0.0) (2.4%) Insurance 4.1 4.9 5.0 (0.1) (2.7%) 7.2 0.3 0.3 0.4 (0.1) (32.1%) Fuels 2.9 2.4 3.0 (0.7) (22.5%) 4.2 1.2 0.4 1.4 (0.9) (69.6%) General, Administrative, and Other 5.4 4.2 5.9 (1.8) (30.1%) 11.4 0.0 0.0 0.0 0.0 - Change in Operating Reserves 6.8 8.1 8.1 0.0 0.0% 8.1 39.8 36.0 46.0 (10.1) (21.9%) Total Operating Expenditures 358.7 357.5 385.1 (27.6) (7.2%) 534.1 43.0 41.3 41.8 (0.5) (1.3%) Debt Service, gross 382.4 370.1 372.2 (2.1) (0.6%) 497.9 $82.8 $77.3 $87.9 ($10.6) (12.0%) Total Operating Fund Expenditures $741.1 $727.6 $757.4 ($29.7) (3.9%) $1,032.0

5 Notes to the Statement of Revenues and Expenses Nine months ending June 30, 2020

DFW Cost Center 1 Revenue less than budget due to impact of COVID-19. Revenues

Other Revenues 2 Other Revenues was $32.9 million, $0.9 million (2.9%) higher than budget primarily due to permit fees. Debt Service (net of 3 Net Debt Service higher than budget due to lower Passenger Facility Charge (PFC) proceeds related to impact of PFC's & CFC's) COVID-19.

Landing Fees 4 Revenue less than budget due to impact of COVID-19. FIS 5 Revenue less than budget due to impact of COVID-19. Turn Fees & Other 5 Revenue less than budget due to impact of COVID-19. Office Rents

Benefits 6 Benefits were $52.6 million, $6.1 million (10.3%) lower than budget primarily due to lower healthcare costs as a result of lower expenses and stop loss reimbursements received. Facility Maint. Contracts 7 Facility maintenance contracts were $56.9 million, $3.0 million (5.0%) lower than budget primarily due to a decrease in custodial and passenger boarding bridges maintenance offset by an increase in terminal maintenance. Other Contract Services 8 Other contract services were $74.9 million, $14.5 million (16.2%) lower than budget primarily due to other service outside contracts, computer contracts (software, hardware and maintenance), other professional contracts, consulting, and bussing related contracts.

6 DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Finance/Audit Committee Charter Revisions

Action That the Board of Directors approve the attached Finance/Audit Committee Charter.

Description

• In July 2017, the Board of Directors approved a charter to formalize the authority, responsibilities, and practices of the Board's Finance/Audit Committee. • The proposed revisions clarify that the Finance/Audit Committee is responsible for all external audits other than those related to the pension plans; the Retirement/Investment Committee is responsible for overseeing audits of the pension plans.

Justification

• Approving a formal charter for the Board committee responsible for overseeing external and internal audits, financial reporting, and internal control is a best practice.

D/S/M/WBE Information

• Not Applicable

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Robert R. Darby $0 3-5525 Resolution #

Additional Information

• Annually, the Finance/Audit Committee reviews and evaluates the adequacy of the Charter and recommends to the Board for its approval any proposed changes.

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Board of Directors approve the attached Finance/Audit Committee Charter.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 10:19 am Finance and Development Jul 22, 2020 10:21 am Business Diversity and Development Jul 22, 2020 1:55 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Audit Services Pending Jul 21, 2020 3:55 pm Chief Executive Officer Date Dallas Fort Worth International Airport Board Finance/Audit Committee Charter

I. Authority

A. Section 10, Airport Board Committees, of the Board’s Rules of Procedure established the Finance/Audit Committee as a standing committee of the Board. The Board’s Rules of Procedure shall govern the appointment of Finance/Audit Committee members and the scheduling and conduct of Finance/Audit Committee meetings.

B. The Finance/Audit Committee shall review and address matters in its areas of responsibility, as enumerated in Section II below, and may, by majority vote, make recommendations to the Board.

C. The Chief Executive Officer has primary responsibility for the completeness and accuracy of financial reporting, the adequacy of internal control, and compliance with laws and regulations.

II. Responsibilities

A. External Audits Requested by the Board

 Oversee all external audits (other than audits related to the Board’s pension plans, which are overseen by the Retirement/Investment Committee), including reviewing and making recommendations related to the proposed audit scopes, approaches, timing, and fees, and the appointment or removal of external auditors. External auditors shall report to the Board, through the Finance/Audit Committee or, for audits related to the Board’s pension plans, through the Retirement/Investment Committee.

 At least once every five years, recommend to the Board for its approval an independent public accounting firm to audit the Board’s annual financial statements, and to perform any related audits (e.g., audits of passenger facility changes, pension plans, and compliance with federal programs). Board staff shall assist the Finance/Audit Committee with the procurement process. The contract shall be for one year with four one-year options, and may be awarded to the incumbent firm.

 Annually, recommend to the Board for its approval the fees to be paid to the independent public accounting firm, for the contract option years.

 Through the Finance/Audit Committee Chair or, in the Chair’s absence, the Vice Chair, review, modify as necessary, and approve all external audit engagement letters.

 Meet with external auditors and review their audit results. Audit results related to the pension plans shall be presented at a Retirement/Investment Committee meeting.

 Through the Finance/Audit Committee Chair or, in the Chair’s absence, the Vice Chair, review and approve (or deny) any requests by the independent public accounting firm to perform non-audit services. The Finance/Audit Committee Chair or Vice Chair shall consider the potential impact that performing the non-audit services may have on the independence of the firm.

August 6, 2020June 29, 2017 1  At least once every five years, solicit for and recommend to the Board for its approval an independent actuary to audit the Board’s actuarial valuations, studies, and reports related to its employee pension plans, as required by the Texas Government Code. If the cost of the audit is under the threshold requiring Board approval, staff may coordinate the solicitation, selection, and compensation of the independent actuary with the Finance/Audit Committee Chair or, in the Chair’s absence, the Vice Chair, rather than the full Committee and the Board.

B. Internal Audit

 Review and recommend to the Board for its approval the Department of Audit Services Charter and Annual Plan, and any changes to these documents.

 Review the audit reports, and quarterly summaries of open audit recommendations and DFW Employee Ethics Line activity, issued by the chief audit executive (CAE).

 Review and ensure the adequacy of resources provided to the CAE.

 Ensure that there are no unreasonable restrictions or limitations placed on the CAE, with respect to performing his or her responsibilities as set forth in the Department of Audit Services Charter.

 Ensure that, at least once every three years, the Department of Audit Services undergoes an external peer review of its internal quality control system. Review the results of the external peer review and the CAE’s progress on any required follow-up actions.

C. Financial Reporting

 Review the monthly, unaudited financial statements and scorecards prepared by the Finance Department.

 Review significant changes to accounting policies, the proposed accounting treatment for complex or unusual transactions, and upcoming changes to Governmental Accounting Standards Board pronouncements and other relevant accounting standards.

D. Internal Control

 Consider the effectiveness of the Board’s systems of internal control, including controls over financial reporting, information technology security, and compliance with laws and regulations.

 Understand the scope of external and internal auditors’ reviews of internal control, and review reports—along with management’s responses—related to internal control.

August 6, 2020June 29, 2017 2 E. Other Responsibilities

 Ensure that the Board has established adequate mechanisms for receiving and evaluating allegations and complaints (including anonymous allegations and complaints) regarding matters for which the Finance/Audit Committee is responsible.

 Annually, review and evaluate the adequacy of this Charter, and recommend to the Board for its approval any proposed changes. To assist in this process, each July the CAE shall request from the Finance/Audit Committee members any proposed changes to this Charter.

 Annually, review the Board’s Investment Policy, as required by the Public Funds Investment Act, and recommend to the Board for its approval any proposed changes.

 Review and recommend to the Board for its approval the Board’s annual budget, and any subsequent changes to the budget.

 Oversee the Board’s debt issuance processes, including, but not limited to, reviewing the Official Statements, understanding the debt structure (including repayment schedules), and recommending to the Board for its approval the appointment and compensation of professional advisors associated with the debt issuance.

 Review and, as appropriate, recommend to the Board for its approval items placed on the Finance/Audit Committee agenda.

 Perform other activities as requested by the Board Chair.

August 6, 2020June 29, 2017 3 DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Employee Dental Health Plan Services

Action That the Chief Executive Officer or designee be authorized to increase and extend Contract No. 8005020, for Employee Dental Health Plan Services, with Cigna Dental Health of Texas, Inc., of Plano, Texas, in an amount not to exceed $220,000.00, for a revised Contract not to exceed amount of $2,198,778.00.

Description

• Increase Employee Benefits Contract for employee dental health plan services for the Human Resources Department.

Justification

• Extending the Contract for one year will avoid disrupting employee access to benefits and current providers due to the pandemic. • This Contract will provide dental (PPO and HMO) coverage for Airport employees, their qualifying dependents, retirees, and offers voluntary, employee-paid supplemental insurance coverage at reduced rates.

D/S/M/WBE Information

• In accordance with the Board's historical SBE Program, no SBE goal was set for this Contract due to the limited availability of SBE firms that perform the services.

Schedule/Term

• Current Contract Completion Date: December 31, 2020 • Revised Contract Completion Date: December 31, 2021

Contract # Agreement # Purchase Order # Action Amount Revised Amount 8005020 NTE $220,000.00 $2,198,778.00

For Information contact Fund Project # External Funding Source Amount Ollie Malone Operating $220,000.00 3-1161 Edward Dunagan 3-5612 Resolution #

Additional Information

• On July 2, 2015, by Resolution No. 2015-07-125, the Board awarded Contract No. 8005020, for Employee Dental Health Plan Services, with Cigna Dental Health of Texas, Inc., of Plano, Texas.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to increase and extend Contract No. 8005020, for Employee Dental Health Plan Services, with Cigna Dental Health of Texas, Inc., of Plano, Texas, in an amount not to exceed $220,000.00, for a revised Contract not to exceed amount of $2,198,778.00.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:34 pm Finance and Development Jul 23, 2020 8:06 am Business Diversity and Development Jul 22, 2020 8:42 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Human Resources Pending Jul 22, 2020 10:54 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Increase to Legal Services Contract No. 8004897 with the firm of Orenstein Law Group.

Action That the Chief Executive Officer or designee be authorized to increase Legal Services Contract No. 8004897 with the firm of Orenstein Law Group of Dallas, Texas in an amount not to exceed $50,000.00 for a revised Contract amount not to exceed $197,500.00.

Description

• This action would increase the Board's contract for Legal Services regarding bankruptcy related matters.

Justification

• On January 2, 2014, the Board entered into a letter agreement for legal services related to bankruptcy matters, which was subsequently amended effective January 1, 2015. • This action would increase the amount of this contract to fund continued legal representation on matters relating to airline, tenant and vendor bankruptcies affecting the Board.

D/S/M/WBE Information

• In accordance with the Board's historical SBE Program, no SBE goal was set for this Contract due to the original Contract being under $50,000.00. • Orenstein Law Group is a certified Small Business Enterprise (HF-C); therefore their self-performance will be counted towards the Board's overall SBE Program goal.

Contract # Agreement # Purchase Order # Action Amount Revised Amount 8004897 $50,000.00 $197,500.00

For Information contact Fund Project # External Funding Source Amount Elaine Rodriguez Operating Fund $50,000.00 3-5487 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to increase Legal Services Contract No. 8004897 with the firm of Orenstein Law Group of Dallas, Texas in an amount not to exceed $50,000.00, for a revised Contract amount not to exceed $197,500.00.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:38 pm Finance and Development Jul 23, 2020 8:07 am Business Diversity and Development Jul 22, 2020 8:49 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Legal Pending Jul 22, 2020 10:18 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Contract Renewal List for the First Quarter of Fiscal Year 2021

Action That the Chief Executive Officer or designee be authorized to exercise options for multi-year Contracts for the first quarter of Fiscal Year 2021.

Description

• Exercise Contract Options in the amounts set forth on the attached information sheet pending performance and D/S/M/WBE contractual compliance.

Justification

• To ensure continuity of contracted services in accordance with the terms and conditions of the Contracts listed on the attached information sheet. • Approval to exercise future Contract Options not listed herein will be brought forth separately as required.

D/S/M/WBE Information

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Greg Spoon $0 3-5610 Resolution #

Additional Information

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to exercise options for multi-year Contracts for the first quarter of Fiscal Year 2021.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:39 pm Finance and Development Jul 23, 2020 8:07 am Business Diversity and Development Jul 22, 2020 8:50 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Procurement & Materials Mgmt Pending Jul 22, 2020 2:14 pm Chief Executive Officer Date FY2021 1ST QUARTER CONTRACT RENEWAL LIST

Amount of MWBE / MWBE / # of Amount of Projected Total Requested Renewal Original Approved Current Contract Other Contract Previous MWBE SBE SBE Seq N Contract # Contractor Name Contract Title CA User Dept / Stakeholder Start Date Term End Date Terms Options Final End Date Previous Previous Total Paid to Date Contract Value with Amount Amount Amount Amount Changes Renewals & Code Commit Achieved Renewals Renewals All Renewals Additions % %

CUSTOMS SUPPORT, WHEELCHAIR, WATKINS, 1 7006766 PROSPECT AIRPORT SERVICES, INC. Customer Experience 9/15/2019 9/14/2020 1 YR/4-1 OPT 9/14/2025 $ 5,435,010.31 $ 4,626,717.47 0 $ 4,626,717.47 $ 0 $ 0 $ 0 $ 2,225,781.06 $ 22,742,880.19 WF 0.00% 0.00% SKYCAP AND DOCK SERVICES PEGGY

ORACLE SOFTWARE & HARDWARE SEYMOUR, 2 7006075 ORACLE AMERICA INC Information Technology Services 11/1/2014 10/30/2020 1 YR/YR-YR OPT (PER DIR) 10/31/2021 $ 3,900,000.00 $ 1,800,000.00 5 $ 16,669,332.49 $ 13,379,861.94 $ 1,489,470.55 $ 14,869,332.49 $ 13,483,501.65 $ 20,569,332.40 WM 0.00% 0.00% PURCHASE & MAINTENANCE MIRIAM

3 N1 8005245 INTRATEK COMPUTER, INC. STAFF AUGMENTATION SVCS: ITS TUIDER, JOY Information Technology Services 12/17/2018 12/16/2020 1 YR/4-1 YR OPT 12/16/2023 $ 2,000,000.00 $ 3,375,000.00 1 $ 7,593,750.00 $ 4,218,750.00 $ 0 $ 4,218,750.00 $ 2,751,601.47 $ 16,875,000.00 WM 30.00% 29.07%

4 N2 8005247 MIRACLE SOFTWARE SYSTEMS, INC. STAFF AUGMENTATION SVCS: ITS TUIDER, JOY Information Technology Services 12/20/2018 12/19/2020 1 YR/4-1 YR OPT 12/19/2023 $ 1,500,000.00 $ 3,375,000.00 1 $ 3,375,000.00 $ 0 $ 0 $ 0 $ 1,180,480.54 $ 13,500,000.00 IM 30.00% 27.23%

5 8005246 COGENT INFOTECH CORPORATION STAFF AUGMENTATION SVCS: ITS TUIDER, JOY Information Technology Services 12/17/2018 12/16/2020 1 YR/4-1 YR OPT 12/16/2023 $ 1,000,000.00 $ 3,375,000.00 1 $ 3,375,000.00 $ 0 $ 0 $ 0 $ 549,272.91 $ 10,125,000.00 IM-C 30.00% 85.63%

6 N3 8005177 SOFTWARE PROFESSIONALS, INC. STAFF AUGMENTATION SVCS: ITS TUIDER, JOY Information Technology Services 12/18/2018 12/17/2020 1 YR/4-1 YR OPT 12/17/2023 $ 1,000,000.00 $ 3,375,000.00 1 $ 3,375,000.00 $ 0 $ 0 $ 0 $ 667,250.24 $ 10,125,000.00 IF-C 30.00% 100.00%

7 N3 7006649 TORREZ PAPER COMPANY JANITORIAL CLEANING SUPPLIES Foster, David Customer Experience 10/19/2018 10/18/2020 1 YR/4-1 YR OPT 10/18/2023 $ 905,238.13 $ 763,790.50 1 $ 1,909,476.25 $ 1,096,935.75 $ 48,750.00 $ 1,145,685.75 $ 1,612,816.80 $ 3,818,952.50 NF-C 0.00% 100.00%

MATERA PAPER COMPANY, INC. DBA 8 7006717 JANITORIAL PAPER PRODUCTS Foster, David Customer Experience 1/1/2019 12/31/2020 1 YR/4-1 YR OPT 12/31/2023 $ 761,350.96 $ 761,350.96 1 $ 1,522,701.92 $ 761,350.96 $ 0 $ 761,350.96 $ 922,507.02 $ 3,806,754.80 WM 0.00% 0.00% FERGUSON FACILITIES SUPPLY

DEVASHER, 9 7006583 HALLMARK AVIATION SERVICES, L.P. LOST AND FOUND SERVICES Customer Experience 10/29/2018 10/28/2020 1 YR/4-1 YR OPT 10/28/2023 $ 700,500.00 $ 719,796.00 1 $ 1,456,018.80 $ 700,362.00 $ 35,860.80 $ 736,222.80 $ 1,024,752.39 $ 3,557,518.80 WM 0.00% 0.00% SUZANNE

RELIANCE STANDARD LIFE INTEGRATED ABSENCE DUNAGAN, 10 8005282 INSURANCE COMPANY/MATRIX Risk Management 12/1/2019 11/30/2020 1 YR/4-1 YR OPT 11/30/2024 $ 601,364.00 $ 585,364.00 0 $ 585,364.00 $ 0 $ 0 $ 0 $ 213,559.73 $ 2,926,820.00 WM 0.00% 0.00% MANAGEMENT SERVICES MR. A ABSENCE MANAGEMENT

FIREWALL REFRESH AND SEYMOUR, 11 7006540 CRITICAL START, INC. NETWORK SECURITY APPLIANCE Information Technology Services 10/16/2017 10/15/2020 1 YR/4-1 YR OPT 10/15/2022 $ 508,008.06 $ 1,133,636.20 2 $ 2,003,148.62 $ 827,941.50 $ 41,570.92 $ 869,512.42 $ 2,001,884.62 $ 2,511,156.68 WF 0.00% 0.00% MIRIAM SUPPORT

IN-COUNTRY MARKETING & PR DEVASHER, 12 8005144 SALES INTERNACIONAL, S.A. DE C.V. Communications & Marketing 11/1/2017 10/31/2020 1 YR/4-1 YR OPT 10/31/2022 $ 428,200.00 $ 428,400.00 2 $ 1,285,200.00 $ 856,600.00 $ 0 $ 856,600.00 $ 847,718.04 $ 2,141,400.00 HM 0.00% 0.00% SVCS: MEXICO SUZANNE

DEVASHER, 13 8005047 MODSQUAD, INC. SOCIAL MEDIA MODERATION SVCS Communications & Marketing 11/1/2016 10/31/2020 1 YR/4-1 YR OPT 10/31/2021 $ 340,000.00 $ 289,805.52 3 $ 1,264,989.36 $ 945,183.84 $ 30,000.00 $ 975,183.84 $ 1,115,269.76 $ 1,604,989.36 WF 0.00% 0.00% SUZANNE

LEVEL THREE AUTODOCK SEYMOUR, 14 8004215 ADB SAFEGATE, AMERICAS, LLC Information Technology Services 8/11/2011 11/10/2020 1 YR +3 MO/YR-YR OPT 11/10/2021 $ 300,000.00 $ 95,592.00 8 $ 1,579,280.70 $ 1,369,000.00 $ 114,688.70 $ 1,483,688.70 $ 1,212,107.00 $ 1,879,280.70 WM 0.00% 0.00% SUPPORT MIRIAM

ASHRAF, 15 NS 7003887 PASSUR AEROSPACE INC MEGADATA SUBSCRIPTION SVCS Information Technology Services 12/11/2006 12/31/2020 2 YRS/YR-YR OPT 12/31/2021 $ 198,444.00 $ 301,976.00 13 $ 2,345,817.00 $ 2,040,584.00 $ 3,257.00 $ 2,043,841.00 $ 2,224,244.76 $ 2,544,261.00 WM 0.00% 0.00% MUBINA

SECURITY INFORMATION EVENT ASHRAF, 16 7006521 CRITICAL START, INC. Information Technology Services 11/1/2017 10/31/2020 1 YR/4-1 YR OPT 10/31/2022 $ 175,000.00 $ 436,990.00 2 $ 769,351.79 $ 276,439.00 $ 55,922.79 $ 332,361.79 $ 769,298.46 $ 1,119,351.79 WF 0.00% 0.00% MANAGEMENT MUBINA

CHANEY, 17 8005204 CSRA LLC INTELLIGENCE ANALYST SERVICES Department of Public Safety 6/27/2018 12/26/2020 18 MO/YR-YR OPT 12/26/2021 $ 164,832.00 $ 243,048.00 1 $ 393,048.00 $ 150,000.00 $ 0 $ 150,000.00 $ 263,574.00 $ 557,880.00 WM 0.00% 0.00% HELEN

CCTV VIDEO STORAGE SEYMOUR, 18 7006734 DATADIRECT NETWORKS INC Information Technology Services 12/26/2018 12/25/2020 1 YR/YR-YR OPT 1/14/2022 $ 150,000.00 $ 150,153.88 1 $ 298,301.88 $ 148,148.00 $ 0 $ 148,148.00 $ 298,301.88 $ 448,301.88 WM 0.00% 0.00% MAINTENANCE MIRIAM

PROJECT PORTFOLIO SEYMOUR, 19 7006440 SCIFORMA CORPORATION Information Technology Services 11/21/2016 11/20/2020 1 YR/YR-YR OPT 11/20/2021 $ 150,000.00 $ 104,300.00 3 $ 482,393.06 $ 361,425.39 $ 16,667.67 $ 378,093.06 $ 479,518.21 $ 632,393.06 WM 0.00% 0.00% MANAGEMENT SOFTWARE MIRIAM

DFW AIRPORT INTERFAITH DEVASHER, 20 8004193 CHAPLAINCY SERVICES Communications & Marketing 1/1/2011 12/31/2020 1 YR/YR-YR OPT 12/31/2021 $ 147,500.00 $ 30,000.00 9 $ 870,000.00 $ 785,000.00 $ 55,000.00 $ 840,000.00 $ 870,000.00 YR-YR WM 0.00% 0.00% CHAPLAINCY, INC. SUZANNE

ENTERPRISE TAPE DRIVE SEYMOUR, 21 7006547 SIRIUS COMPUTER SOLUTIONS, INC. Information Technology Services 10/1/2017 9/30/2020 1 YR/3-1 YR OPT 9/30/2021 $ 147,075.09 $ 92,585.54 2 $ 239,748.54 $ 147,163.00 $ 0 $ 147,163.00 $ 239,748.53 $ 386,823.63 WM 0.00% 0.00% SOFTWARE MAINTENANCE MIRIAM

DUNAGAN, 22 8005152 DAVIS VISION, INC. EMPLOYEE BENEFIT SVCS: VISION Human Resources 1/1/2018 12/31/2020 1 YR/4-1 YR OPT 12/31/2022 $ 133,000.00 $ 264,115.00 2 $ 861,365.00 $ 597,250.00 $ 0 $ 597,250.00 $ 640,948.31 $ 1,320,000.00 WM 0.00% 0.00% MR. A

PARKING GUIDANCE SYSTEM ASHRAF, 23 7006647 INDECT USA CORP Information Technology Services 12/10/2018 12/9/2020 1 YR/4-1 YR OPT 12/9/2023 $ 132,000.00 $ 390,250.00 1 $ 521,580.00 $ 131,330.00 $ 0 $ 131,330.00 $ 366,250.00 $ 653,850.00 WM 0.00% 0.00% EXTENSION: TERMINAL B, C & E MUBINA

HALLIBURTO 24 7006866 SOUTHLAND PRINTING COMPANY, INC. SKIDATA PARKING TICKET STOCK Parking 12/10/2019 12/9/2020 1 YR/4-1 YR OPT 12/9/2024 $ 122,905.60 $ 122,905.60 0 $ 122,905.60 $ 0 $ 0 $ 0 $ 11,318.40 $ 614,543.00 WMWM 0.00% 0.00% N, CATHY

1 OF 2 FY2021 1ST QUARTER CONTRACT RENEWAL LIST

MICROSTRATEGY TECHNICAL SEYMOUR, 25 8004953 SHI GOVERNMENT SOLUTIONS, INC. Information Technology Services 11/1/2014 10/31/2020 1 YR/YR-YR OPT 10/31/2021 $ 115,000.00 $ 98,524.00 5 $ 615,215.00 $ 516,691.00 $ 0 $ 516,691.00 $ 615,215.00 $ 730,215.00 PF 0.00% 0.00% SUPPORT MIRIAM

MAINT/SUPPORT: AIRFIELD WATKINS, Energy Transportation Asset 26 7006147 ADB SAFEGATE, AMERICAS, LLC LIGHTING CONTROL & MONITORING 11/9/2015 11/8/2020 2 YR/3-1 YR OPT 11/8/2021 $ 100,000.00 $ 125,000.00 3 $ 337,127.28 $ 187,500.00 $ 24,627.28 $ 212,127.28 $ 284,833.90 $ 437,127.28 WM 0.00% 0.00% PEGGY Management SYSTEM

RISK MANAGEMENT INFORMATION DUNAGAN, 27 8004895 ORIGAMI RISK LLC Risk Management 12/31/2014 12/30/2020 3 YR/2-1 YR OPT + 1 YR/ANNUAL 12/30/2021 $ 99,000.00 $ 202,700.00 3 $ 434,692.00 $ 185,300.00 $ 46,692.00 $ 231,992.00 $ 426,723.52 $ 284,300.00 WM 0.00% 0.00% SYSTEM MR. A

SMARTE CARTE INC. DBA AVIATION WHEELCHAIR LEASE / WATKINS, 28 7006527 Customer Experience 11/1/2017 10/31/2020 3 YR/2-1 YR OPT 10/31/2022 $ 89,400.00 $ 268,200.00 0 $ 268,200.00 $ 0 $ 0 $ 0 $ 196,630.00 $ 447,000.00 WM 0.00% 0.00% MOBILITY MAINTENANCE AT TERMINAL D PEGGY

WEST PUBLISHING CORPORATION DBA RAMIREZ, 29 7006266 WEST, A THOMSON REUTERS LEGAL LIBRARY SUBSCRIPTION Legal 11/1/2015 11/30/2020 13 MO/2-1 YR OPT/YR-YR OPT 11/30/2021 $ 82,308.00 $ 70,551.00 5 $ 363,783.00 $ 293,232.00 $ 0 $ 293,232.00 $ 312,625.00 $ 446,091.00 WM 0.00% 0.00% SARA BUSINESS

HALLIBURTO Energy Transportation Asset 30 7006380 CHEM-AQUA INC CONDENSER WATER TREATMENT 12/21/2016 12/20/2020 1 YR/4-1 YR OPT 12/20/2021 $ 75,250.00 $ 75,250.00 3 $ 301,000.00 $ 150,500.00 $ 75,250.00 $ 225,750.00 $ 234,623.41 $ 376,250.00 WM 0.00% 0.00% N, CATHY Management

VINSON PROCESS CONTROLS HARDWARE/SOFTWARE SUPPORT: BREWER, Energy Transportation Asset 31 NS 8004801 12/1/2012 11/30/2020 1 YR/YR-YR OPT 11/30/2021 $ 67,503.83 $ 49,744.00 7 $ 487,837.89 $ 418,659.26 $ 19,434.63 $ 438,093.89 $ 483,159.83 $ 555,341.72 WM 0.00% 0.00% COMPANY LP ENERGY PLAZA DCS SYSTEMS CHRISTIAN Management

DISASTER RECOVERY PLAN ASHRAF, 32 8004847 FOUR POINTS TECHNOLOGY LLC Information Technology Services 10/4/2013 10/4/2020 1 YR/YR-YR OPT 10/4/2021 $ 62,133.00 $ 232,711.00 6 $ 537,003.76 $ 254,412.76 $ 49,880.00 $ 304,292.76 $ 537,001.76 $ 599,136.76 WM 0.00% 0.00% MANAGEMENT MUBINA

HAMILTON, 33 7006573 SHI GOVERNMENT SOLUTIONS, INC. TABLEAU LICENSE Aviation Services 11/1/2017 10/31/2020 1 YR/4-1 YR OPT 10/31/2022 $ 60,000.00 $ 11,995.00 2 $ 48,248.80 $ 36,253.80 $ 0 $ 36,253.80 $ 44,188.80 $ 110,000.00 PF 0.00% 0.00% SHANNON

SEYMOUR, 34 7006746 DIGICERT, INC. SECURITY CERTIFICATES Information Technology Services 12/31/2018 12/30/2020 3 YRS/2-1 YR OPT 12/30/2021 $ 50,000.00 $ 47,771.97 0 $ 47,771.97 $ 0 $ 0 $ 0 $ 47,771.97 $ 250,000.00 WM 0.00% 0.00% MIRIAM

BEACON EMERGENCY SERVICES DUNAGAN, 35 8005151 MEDICAL DIRECTOR SERVICES Department of Public Safety 1/1/2018 12/31/2020 1 YR/4-1 YR OPT 12/31/2022 $ 47,500.00 $ 47,500.00 2 $ 142,500.00 $ 95,000.00 $ 0 $ 95,000.00 $ 105,951.52 $ 237,500.00 WM 0.00% 0.00% TEAM P.A. DBA BEST EMS MR. A

GEOGRAPHIC INFORMATION ENVIRONMENTAL SYSTEMS HAMILTON, 36 7006806 SYSTEM SOFTWARE AND Information Technology Services 12/15/2019 12/14/2020 1 YR/4-1 YR OPT 12/14/2024 $ 45,000.00 $ 85,923.68 0 $ 130,923.68 $ 0 $ 45,000.00 $ 45,000.00 $ 26,450.00 $ 310,000.00 WM 0.00% 0.00% RESEARCH INSTITUTE, INC. SHANNON MAINTENANCE

CUSTOMER SERVICE HAMILTON, 37 8005251 KIPSU, INC Customer Experience 12/1/2018 5/31/2020 1 YR/2-1 YR OPT 11/30/2021 $ 45,000.00 $ 30,000.00 0 $ 45,000.00 $ 0 $ 15,000.00 $ 15,000.00 $ 44,750.00 $ 95,000.00 WM 0.00% 0.00% COMMUNICATIONS APPLICATION SHANNON

PHYSICAL EXAMINATION SERVICES WATKINS, 38 8005321 CARENOW Human Resources 1/1/2020 12/31/2020 1 YR/4-1 YR OPTS 12/31/2025 $ 33,175.00 $ 33,175.00 0 $ 33,175.00 $ 0 $ 0 $ 0 $ 5,173.00 $ 165,871.00 WM 0.00% 0.00% HR PEGGY

SEYMOUR, 39 7005851 DAKTRONICS, INC LED SIGNAGE PARTS AND SVCS Information Technology Services 1/1/2013 12/31/2020 1 YR/YR-YR OPT 12/31/2021 $ 30,940.00 $ 49,000.00 7 $ 303,550.00 $ 254,550.00 $ 0 $ 254,550.00 $ 303,550.00 $ 334,490.00 WM 0.00% 0.00% MIRIAM

CONSTRUCTCONNECT, INC., F/K/A SOFTWARE SUBSCRIPTION: OASIS HAMILTON, 40 7006453 ISQFT, INC. SUCCESSOR IN INTEREST Design, Code, and Construction 11/17/2016 11/16/2020 1 YR/YR-YR OPT 11/16/2021 $ 27,000.00 $ 36,000.00 3 $ 117,000.00 $ 81,000.00 $ 0 $ 81,000.00 $ 117,000.00 $ 144,000.00 WM 0.00% 0.00% TAKEOFF SHANNON TO: ON CENTER SOFTWARE

Procurement & Materials 41 N3 7006590 TORREZ PAPER COMPANY WORK GLOVES Foster, David 2/13/2018 2/12/2021 1 YR/4-1 YR OPT 2/12/2023 $ 25,549.00 $ 60,436.20 2 $ 276,647.00 $ 166,207.80 $ 50,000.00 $ 216,207.80 $ 214,682.90 $ 302,196.00 NF-C 0.00% 100.00% Management

VERIZON BUSINESS NETWORK WIRELESS VOICE AND EQUIPMENT HAMILTON, 42 7003872 Design, Code, and Construction 1/25/2007 10/31/2020 279 DYS/YR-YR OPT 10/31/2021 $ 4,100.00 $ 4,400.00 12 $ 46,000.00 $ 41,600.00 $ 0 $ 41,600.00 $ 43,080.68 $ 50,100.00 WM 0.00% 0.00% SERVICES INC. SVCS SHANNON

NS Sole Source or Specified Sources

N1 Intratek Computer, Inc. submitted a compliance to BDDD and commited to achieve the 30% SBE participation commitment by August 2020.

N2 MiracleSoftware submitted a compliance to BDDD and committed to achieve the 30% SBE participation commitment by September 2020.

N3 The Contractor is a certified Small Business Enterprise. Self-performance will be credited towards the Board's overall SBE Program goal.

2 OF 2

Summary of Contract Renewals for the 1st Quarter of FY2021 (August 2020 Board)

Items on Renewal List:

1. Contract No. 7006766 to Prospect Airport Services, Inc., for Customs Support, Wheelchair, Skycap and Dock Services:

Start Date: 09/15/2019 Term End Date: 09/14/2020 Renewal Amt: $5,435,010.31

This Contract provides labor for terminal services, including guest services, queue balancing, Customs support, skycap services, baggage assistance, dock services, wheelchair assistance throughout Terminal D, and dock coverage in Terminals A, D and E.

2. Contract No. 7006075 to Oracle America, Inc., for Oracle Software and Hardware Purchase and Maintenance:

Start Date: 11/01/2014 Term End Date: 10/30/2020 Renewal Amt: $3,900,000.00

This Contract provides continuation of support for Oracle technology, application software and hardware support critical to the operation of the Airport. This includes flexibility to purchase additional Oracle products that may be required to support growth of Airport business.

3. Contract No. 8005245 to Intratek Computer, Inc., for Information Technology Services (ITS) Staff Augmentation Services:

Start Date: 12/17/2018 Term End Date: 12/16/2020 Renewal Amt: $2,000,000.00

This Contract provides on-call professional staffing services to support various technology projects including hardware, software, network, systems, email, server, desktop and other information technology user services. This is one of four contracts awarded for similar services to offer Airport Staff a broad selection of candidates to match the required skills to each technology project.

4. Contract No. 8005247 to Miracle Software Systems, Inc., for Information Technology Services (ITS) Staff Augmentation Services:

Start Date: 12/20/2018 Term End Date: 12/19/2020 Renewal Amt: $1,500,000.00

Renewal Notes for August 2020 Board Page 1 of 8

5. Contract No. 8005246 to Cogent Infotech Corporation, for Information Technology Services (ITS) Staff Augmentation Services:

Start Date: 12/17/2018 Term End Date: 12/16/2020 Renewal Amt: $1,000,000.00

6. Contract No. 8005177 to Software Professionals, Inc., for Information Technology Services (ITS) Staff Augmentation Services:

Start Date: 12/18/2018 Term End Date: 12/17/2020 Renewal Amt: $1,000,000.00

7. Contract No. 7006649 to Torrez Paper Company, for Janitorial Cleaning Supplies:

Start Date: 10/19/2018 Term End Date: 10/18/2020 Renewal Amt: $905,238.13

This Contract provides for janitorial cleaning supplies and tools used by contracted custodial companies to support Airport-wide facility cleaning.

8. Contract No. 7006717 to Matera Paper Company, Inc., dba, Ferguson Facilities Supply, for Janitorial Paper Products, in the amount of $761,350.96:

Start Date: 01/01/2019 Term End Date: 12/31/2020 Renewal Amt: $761,350.96

This Contract provides for various disposable paper products to support staff and customer requirements at Airport facilities.

9. Contract No. 7006583 to Hallmark Aviation Services, L.P., for Lost and Found Services:

Start Date: 10/29/2018 Term End Date: 10/28/2020 Renewal Amt: $700,500.00

This Contract provides for the operations, management and return of the passenger lost and found articles located within Airport facilities.

Renewal Notes for August 2020 Board Page 2 of 8

10. Contract No. 8005282 to Reliance Standard Life Insurance Company / Matrix Absence Management, for Employee Disability Insurance and Administrative Services:

Start Date: 12/01/2019 Term End Date: 11/30/2020 Renewal Amt: $601,364.00

This Contract provides an integrated absence management program that provides seamless administration of the following absence programs: workers’ compensation, short-term disability, long-term disability and Family Medical Leave Act.

11. Contract No. 7006540 to Critical Start, Inc., for Firewall Refresh and Network Security Appliance Support Services:

Start Date: 10/16/2017 Term End Date: 10/15/2020 Renewal Amt: $508,008.06

This Contract provides maintenance and support of a high-performance firewall chassis that operates the Airport’s virtual firewall system.

12. Contract No. 8005144 to Sales International, S.A. DE C.V., for In-Country Marketing and PR Services in Mexico:

Start Date: 11/01/2017 Term End Date: 10/31/2020 Renewal Amt: $428,200.00

This Contract provides for in-country marketing and sales support specifically targeting the travel trade and corporate travel buyer audience in Mexico.

13. Contract No. 8005047 to Modsquad, Inc., for Social Media Moderation Services:

Start Date: 11/01/2016 Term End Date: 10/31/2020 Renewal Amt: $340,000.00

This Contract provides comprehensive 24/7 monitoring and reporting of media activities involving the Airport from any social media source and consulting on social media engagement and response.

14. Contract No. 8004215 to ADB Safegate, Americas, LLC for Level Three Autodocking System Support Services:

Start Date: 08/11/2011 Term End Date: 11/10/2020 Renewal Amt: $300,000.00

This Contract provides as-needed additional technical support services for the Aircraft Terminal Autodock System that is maintained by in-house ITS Staff.

Renewal Notes for August 2020 Board Page 3 of 8

15. Contract No. 7003887 to Passur Aerospace, Inc., for Megadata Subscription Services:

Start Date: 12/11/2006 Term End Date: 12/31/2020 Renewal Amt: $198,444.00

This Contract provides subscription services that will allow for the automation of billings to the Airlines for monthly landing fees, provide enhanced flight tracking capabilities with real- time Estimated Time of Arrival/Departure data, provide additional flight information including baggage information, aircraft types, aircraft tail numbers, and arrival/departure gate information, provide live web dashboarding of arrivals and departures for operational users, and provide immediate access to data and reporting tools for historical performance analysis and trending.

16. Contract No. 7006521 to Critical Start, Inc., for Security Information Event Management Services:

Start Date: 11/01/2017 Term End Date: 10/31/2020 Renewal Amt: $175,000.00

This Contract provides a security platform to support the Payment Card Industry (PCI) compliance requirements, including reporting and file integrity monitoring.

17. Contract No. 8005204 to CSRA, LLC, for Intelligence Analyst Services:

Start Date: 06/27/2018 Term End Date: 12/26/2020 Renewal Amt: $164,832.00

This Contract provides civilian criminal intelligence analyst services with subject matter expertise in counterterrorism intelligence and critical infrastructure protection. These services will provide experience stemming from the Central Intelligence Agency, Federal Bureau of Investigation, Department of Homeland Security and other national law enforcement agencies.

18. Contract No. 7006734 to DataDirect Networks, Inc., for Close-Circuit Television (CCTV) Video Storage Maintenance Services:

Start Date: 12/26/2018 Term End Date: 12/25/2020 Renewal Amt: $150,000.00

This Contract provides preventative maintenance, phone support, system updates and on- site replacement of failed components to the CCTV video storage system used as part of the Airport’s overall security program.

19. Contract No. 7006440 to Sciforma Corporation for Project Portfolio Management Software:

Start Date: 11/21/2016 Term End Date: 11/20/2020 Renewal Amt: $150,000.00

This Contract provides maintenance and support services for the project and task management and tracking for the Airport’s technology hardware and software to measure program progress and financial investments in Airport-owned technology.

Renewal Notes for August 2020 Board Page 4 of 8

20. Contract No. 8004193 to DFW Airport Interfaith Chaplaincy, Inc., for Chaplaincy Services:

Start Date: 01/01/2011 Term End Date: 12/31/2020 Renewal Amt: $147,500.00

This Contract provides for chaplaincy services for Airport patrons and staff at various Board facilities (primarily terminal locations) and events.

21. Contract No. 7006547 to Sirius Computer Solutions, Inc., for Enterprise Tape Drive Software Maintenance Services:

Start Date: 10/01/2017 Term End Date: 09/30/2020 Renewal Amt: $147,075.09

This Contract provides vendor-related notifications, software updates and technical support by phone and web-based services to ensure 24/7 operations of the enterprise tape drive system.

22. Contract No. 8005152, to Davis Vision Inc., for Employee Vision Benefits Services:

Start Date: 01/01/2018 Term End Date: 12/31/2020 Renewal Amt: $133,000.00

As part of the Airport’s employee benefits program, this Contract provides vision benefits to Airport employees and qualifying family members.

23. Contract No. 7006647 to Indect USA Corporation, for Parking Guidance System Extension and Support at Terminals B, C and E:

Start Date: 12/10/2018 Term End Date: 12/09/2020 Renewal Amt: $132,000.00

This Contract provides maintenance and support for the parking guidance system, including lane counter controllers, sensors and other components at Terminal Parking Garages in Terminals, B, C and E.

24. Contract No. 7006866 to Southland Printing Company, Inc., for Skidata Parking Ticket Stock:

Start Date: 12/10/2019 Term End Date: 12/09/2020 Renewal Amt: $122,905.60

This Contract provides tickets used in the Skidata Parking Control System. These tickets allow guest entrance/exit at the parking control plazas and collection of Airport parking revenue.

25. Contract No. 8004953 to SHI Government Solutions for Microstrategy Technical Support:

Start Date: 11/01/2014 Term End Date: 10/31/2020 Renewal Amt: $115,000.00

This Contract provides manufacturer software maintenance and support to the Airport’s Business Intelligence Program.

Renewal Notes for August 2020 Board Page 5 of 8

26. Contract No. 7006147 to ADB Safegate, Americas, LLC, for Airfield Lighting Control and Monitoring System Maintenance and Support Services:

Start Date: 11/09/2015 Term End Date: 11/08/2020 Renewal Amt: $100,000.00

This Contract provides maintenance and support for the airfield lighting system controls and it reports system status to the FAA air traffic control towers, the Airport Operation System and other assigned users.

27. Contract No. 8004895 to Origami Risk, LLC, for Risk Management Information System:

Start Date: 12/31/2014 Term End Date: 12/30/2020 Renewal Amt: $99,000.00

This Contract provides the claims management software utilized by Airport Staff and insurance adjusters to input, report, track and store data related to insurance claims.

28. Contract No. 7006527 to Smarte Carte, Inc., dba Aviation Mobility, for Wheelchair Lease and Maintenance Services at Terminal D:

Start Date: 11/01/2017 Term End Date: 10/31/2020 Renewal Amt: $89,400.00

This Contract provides Terminal D guests wheelchair lease services to support international operations at common use gates D-6 through D-15.

29. Contract No. 7006266 to West Publishing Corporation, dba West, A Thomson Reuters Business, for Legal Library Subscription:

Start Date: 11/01/2015 Term End Date: 11/30/2020 Renewal Amt: $82,308.00

This Contract provides a subscription service for the Legal Department to access federal and state statutes and other legal publications and information.

30. Contract No. 7006380 to Chem-Aqua, Inc., for Condenser Water Treatment:

Start Date: 12/21/2016 Term End Date: 12/20/2020 Renewal Amt: $75,250.00

This Contract provides chemicals blended in reclaimed water to prevent corrosion on chilled water and energy production equipment.

31. Contract No. 8004801 to Vinson Process Controls Company LP, for Hardware and Software Support, Energy Plaza Distributed Control System:

Start Date: 12/01/2012 Term End Date: 11/30/2020 Renewal Amt: $67,503.83

This Contract provides hardware and software support for the Energy Plaza’s Distributed Control System which is a computerized system that monitors and controls utility equipment at the Energy Plaza, water distribution pump stations, sanitary sewer lift stations, deicing systems stations and other related facilities.

Renewal Notes for August 2020 Board Page 6 of 8

32. Contract No. 8004847 to Four Points Technology, LLC, for Disaster Recovery Plan Management System:

Start Date: 10/04/2013 Term End Date: 10/04/2020 Renewal Amt: $62,133.00

This Contract provides for software maintenance to support the storage, maintenance and testing of the Airport’s Technology Disaster Recovery Plan.

33. Contract No. 7006573 to SHI Government Solutions, Inc., for Tableau License:

Start Date: 11/01/2017 Term End Date: 10/31/2020 Renewal Amt: $60,000.00

This Contract provides a role-based license that deploys data broadly across the Airport to users and share data in a secure way.

34. Contract No. 7006746 to Digicert, Inc., for Security Certificates:

Start Date: 12/31/2018 Term End Date: 12/30/2020 Renewal Amt: $50,000.00

This Contract provides digital security certificates used to verify and authenticate the identities of organizations and domains to protect the privacy and data integrity of digital interactions with web browsers, email clients, documents, software programs, apps, networks and connected devices.

35. Contract No. 8005151 to Beacon Emergency Services Team P.A., dba, Best EMS, for Medical Director Services:

Start Date: 01/01/2018 Term End Date: 12/31/2020 Renewal Amt: $47,500.00

This Contract provides for medical director oversight of the DPS Emergency Medical Service Program to ensure compliance with applicable laws and regulations.

36. Contract No. 7006806 to Environmental Systems Research Institute, Inc., for Geographic Information System Software and Maintenance Services:

Start Date: 12/15/2019 Term End Date: 12/14/2020 Renewal Amt: $45,000.00

This Contract provides software and related support to maintain and distribute geographic data necessary for mapping. The software is used for mapping of incidents, assets and resources as well as tools for distributing location-based services and routing in real time.

37. Contract No. 8005251 to Kipsu, Inc., for Customer Service Communications Application:

Start Date: 12/01/2018 Term End Date: 09/30/2020 Renewal Amt: $45,000.00

This Contract provides a customer service communication application designed to implement, monitor and maintain all customer service interactions sent and received at the Airport. This application can export key real-time performance metrics, data points and combined reports for customer experience monitoring.

Renewal Notes for August 2020 Board Page 7 of 8

38. Contract No. 8005321 to CareNow, for Physical Exam Services:

Start Date: 01/01/2020 Term End Date: 12/31/2020 Renewal Amt: $33,175.00

This Contract provides pre-employment physical examination services, as applicable, for designated positions. This service helps determine whether certain applicants are medically and physically able to perform the demands of a specific occupational roles provided in job descriptions.

39. Contract No. 7005851 to Daktronics, Inc., for LED Signage Parts and Services:

Start Date: 01/01/2013 Term End Date: 12/31/2020 Renewal Amt: $30,940.00

This Contract provides parts and services to the LED signage systems that include ramp information display systems, including exterior ramp signs for ground crew and pilots, as well as signage used at baggage carousels, parking and wayfinding.

40. Contract No. 7006453 to ConstructConnect, Inc., f.k.a., ISQFT, Inc., Successor in Interest to On Center Software, for Software Subscription – Oasis Takeoff:

Start Date: 11/17/2016 Term End Date: 11/16/2020 Renewal Amt: $27,000.00

This Contract provides a subscription to software designed to improve accuracy and efficiency in the pre-bid construction estimating and post-bid project management lifecycle.

41. Contract No. 7006590 to Torrez Paper Company, for Work Gloves:

Start Date: 02/13/2018 Term End Date: 02/12/2020 Renewal Amt: $25,549.00

This Contract provides disposable gloves for custodial cleaning and other non-medical use and reusable gloves for materials handling, facility and grounds maintenance, fleet, public safety and environmental services use.

42. Contract No. 7003872 to Verizon Business Network Services, Inc., for Wireless Voice and Equipment Services:

Start Date: 01/25/2007 Term End Date: 10/31/2020 Renewal Amt: $4,100.00

This Contract provides wireless services for the Global Positional System (GPS) modems used for land survey services.

Renewal Notes for August 2020 Board Page 8 of 8 DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Governance and Risk Compliance System

Action That the Chief Executive Officer or designee be authorized to increase Contract No. 7006777, for Governance and Risk Compliance System, with Reciprocity, Inc., of San Francisco, California, in an amount not to exceed $27,000.00, for a revised Contract amount of $126,600.00.

Description

• Increase the Contract for Governance and Risk Compliance System in support of the Airport's Cybersecurity program.

Justification

• Additional licenses for software platform used by the DFW Cybersecurity Team to manage and implement audit and compliance processes. • This action will allow addition users to contribute to the current Disaster Recovery audit response as well as future risk remediation activities. • Contract increase will also provide for expansion to allow risk assessment scoring in the system.

D/S/M/WBE Information

• The annual goal for the historical SBE Program is 20%. • In accordance with the Board's historical SBE Program, no SBE goal was determined for this Contract due to the original contract being under $50,000.

Schedule/Term

• The current Contract completion date of March 7, 2021, is not affected by this action.

Contract # Agreement # Purchase Order # Action Amount Revised Amount 7006777 NTE $27,000.00 $126,600.00

For Information contact Fund Project # External Funding Source Amount Michael Youngs Operating Fund $27,000.00 3-5350 Miriam Seymour 3-5631 Resolution #

Additional Information

• The services of the Contract are exempt from public bidding, and accordance with local Government Code 252.022, as they are available from only one source.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to increase Contract No. 7006777, for Governance and Risk Compliance System, with Reciprocity, Inc., of San Francisco, California, in an amount not to exceed $27,000.00, for a revised Contract amount of $126,600.00.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Information Technology Svcs Pending Jul 22, 2020 9:41 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Content Distribution System

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 7006974, for Content Distribution System, with Activu Corporation, of Rockaway, New Jersey, in an amount not to exceed $197,734.89, for the one year term of the Contract.

Description

• Award a contract to extend the Content Distribution System being installed in the Integrated Operations Center (IOC) to the Airport Operation Center (AOC) and Emergency Operations Center (EOC) for the Information Technology Services Department.

Justification

• This Contract is for video wall processing and collaboration system at the existing AOC and EOC which will serve as back up site for the IOC, once the IOC opens. • The core system was evaluated and selected as part of the IOC development. This action provides licensing and professional services to implement the same system at the backup IOC. • The existing AOC/EOC site must be configured with same systems in order to test functionality in advance of the IOC opening and to provide redundancy when the new facility is in operation. • This system will provide graphic output to existing video wall displays in the AOC and EOC. Some additional displays are also being added.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 31%. • N/A - Not subject to the goal per the Board's M/WBE Policy due to the nature of the procurement. (Goods/Finished Product).

Schedule/Term

• Start Date: September 2020 • Contract Term: One year

Contract # Agreement # Purchase Order # Action Amount Revised Amount 7006974 NTE $197,734.89 $0

For Information contact Fund Project # External Funding Source Amount Michael Youngs DFW Capital Acct $197,734.89 3-5350 Mubina Ashraf 3-5548 Resolution #

Additional Information

• The services of the Contract are exempt from public bidding, and accordance with local Government Code 252.022, as they are available from only one source.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 7006974, for Content Distribution System, with Activu Corporation, of Rockaway, New Jersey, in an amount not to exceed $197,734.89, for the one year term of the Contract.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:39 pm Finance and Development Jul 23, 2020 8:08 am Business Diversity and Development Jul 22, 2020 8:57 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Information Technology Svcs Pending Jul 22, 2020 9:41 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Approval of the FY 2021 Operation Revenue and Expense Fund Budget

Action That the Airport Board approve the FY 2021 Operation Revenue and Expense Fund Budget (Fund 102).

Description

• Approve the FY 2020 Operation Revenue and Expense Fund Budget (Fund 102) in the amount of $963.4 Million (consisting of $495.2 Million of operating expenses, $468.2 Million of debt service and coverage, $8.0 Million of passenger driven contingency and $10.0 Million of Board contingency). • The use of Board contingency requires Board Approval. The OBA to request approval of the use of contingency will include the current estimated impact on rates, fees, and charges, if any. • Total Airline Cost is budgeted at $469.2 Million. • Fiscal Year 2021 commences on October 1, 2020 and ends on September 30, 2021.

Justification

• Section 8J of the Contract and Agreement between the Cities of Dallas and Fort Worth requires the DFW Airport Board to approve the annual expenditures of the Airport (as included in the Operating Revenue and Expense Fund) and forward the approved budget to the Owner Cities by August 15, 2020 with approval by the Owner Cities by September 30, 2020.

D/S/M/WBE Information

• Not Applicable

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Chris Poinsatte 102 $0 3-5210 Resolution #

Additional Information

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Airport Board approve the FY 2021 Operation Revenue and Expense Fund Budget (Fund 102).

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 31, 2020 3:14 pm Finance and Development Jul 31, 2020 11:53 am Business Diversity and Development Jul 31, 2020 12:09 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Finance Pending Jul 31, 2020 11:53 am Chief Executive Officer Date FY21 Operating Fund Budget

FY21B v FY20B FY20 FY21 Inc (Dec) Annual Budget (in Millions) Budget Budget Amount Percent Operating Expenses $534.1 $495.2 ($39.0) (7.3%) Gross Debt Service 497.9 468.2 (29.7) (6.0%) Total Expenditures Budget within rate base $1,032.0 $963.4 ($68.7) (6.7%) Passenger Driven Contingency outside rate base - 8.0 Board Contingency outside rate base 10.0 10.0 Total Budget w/Contingency $1,042.0 $981.4 DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Schedule of Charges for FY 2021

Action That the Chief Executive Officer or designee be authorized to approve the Schedule of Charges as amended for Fiscal Year 2021.

Description

• The Schedule of Charges (SOC) is revised annually and distributed to tenants and users of airport facilities. It will be posted on the Airport's external website. • The proposed SOC represents the rates and charges that support revenues shown in the proposed FY 2021 Budget. • The Quick Reference guide summaries changes to key rates, fees and charges. This summary document is attached to the OBA. A full red-lined version of the FY2021 SOC has been provided to the Board. • The following airline rates will be effective October 1, 2020 ♦ Signatory landing rate of $2.23 per thousand pounds, no change from FY 2020 budgeted rate ♦ Preferential terminal rental rate of $306.85 per square foot, no change from FY 2020 budgeted rate ♦ Net Terminal Rental Rate for Terminals A and C of $251.12 per square foot, $0.55 (0.2%) decrease from FY 2020 budgeted rate ♦ Signatory FIS rate of $6.30 per deplaned international passenger clearing customs, no change from FY 2020 budgeted rate ♦ Terminal common use gate turn rates are increasing at the same rate as the preferential terminal rental rate per the Use Agreement. Turn rates for hardstand operations have been established at 50% of terminal turn rates as the results of a lower service level for a hardstand operation compared to a terminal flight ♦ No change to parking rates ♦ Employee transportation rate of $45 per tag per month, a $2 decrease from FY 2020 to reflect decrease in busing operating cost • Full Schedule of Charges has been sent to board members.

Justification

• The OBA is required to comply with the terms of the Use Agreement.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 31%. • N/A - not subject to a goal per the Board's M/WBE Policy due to the nature of the procurement. (Schedule of Charges)

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Chris Poinsatte $0 3-5211 Resolution #

Additional Information

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to approve the Schedule of Charges as amended for Fiscal Year 2021.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 10:33 am Finance and Development Jul 22, 2020 10:24 am Business Diversity and Development Jul 22, 2020 8:59 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Finance Pending Jul 22, 2020 10:21 am Chief Executive Officer Date

FY 2021 SCHEDULE OF CHARGES Red-lined Draft

Finance Department

P.O. Box 619428 DFW Airport, Texas 75261-9428

QUICK REFERENCE GUIDE

(For additional detail, see each pertaining section)

AIRCRAFT OPERATIONS

Aircraft Landing Fees

Airline Type Period Fee Units (1) Signatory Airlines 03 10-01-20 - 09-30-20 21 $1.87 $2.23 1,000 lbs Non-Signatory Airlines 03 10-01-20 - 09-30-20 21 $2.34 $2.78 1,000 lbs

(1) Fee is charged per 1,000 pounds maximum approved landed weight

Common Use Airline Terminal Office Space Rental Rates Rent per Square Period Foot Signatory 07 10-01-20 - 09-30-20 21 $205.45 $306.85 Non-Signatory 07 10-01-20 - 09-30-20 21 $256.81 $383.56

Non-Airline Terminal Support Space Rental Rates

Non-Airline Terminal Support Space rental rates vary depending upon market conditions, type and use of space and specific agreement. Please contact Aviation Real Estate at 972-973-4630 for additional information.

FY 20210 Schedule of Charges-Effective 10-01-202019 4 QUICK REFERENCE GUIDE (For additional detail, see each pertaining section)

Net Terminal Rents A, B, C, & Terminal E Satellite Preferential Airline Terminal Office Space Rental Rates

Gross Rent per Period Square Foot Terminals D, E 07 10-01-20 - 09-30-20 21 $205.45 $306.85

Terminal Rental Rates are net of applicable maintenance credits in certain terminals resulting in the following Net Terminal Rental Rates for Terminals A, B, C, & Terminal E Satellite:

Terminal A 07 10-01-20 - 09-30-20 21 $150.27 $251.12 Terminal C 07 10-01-20 - 09-30-20 21 $150.27 $251.12 Terminal B 07 10-01-20 - 09-30-20 21 $203.27 $304.65 Terminal E Satellite 07 10-01-20 - 09-30-20 21 $166.46 $274.04

FIS Charge

$6.30 per deplaned signatory/permittee passenger $7.87 per deplaned non-signatory/non-permittee passenger

Vehicle Parking Fees (1)

Express Express Duration Terminal Covered Uncovered Remote 0 min - 8 min $6 $2 $2 $1 8 min - 30 min $2 $2 $2 $1 30 min - 2 hour $3 $2 $2 $1 2 - 4 hours $9 $3 $3 $2 4 - 6 hours $10 $4 $4 $3 6 - 24 hours $24 $15 $12 $10

(1) All Parking fees, excluding valet parking, include sales tax. The sales tax is based on applicable tax jurisdiction.

Parking fees for pre-paid, on-line booked parking may not exceed the posted rates. Rates may vary, based on parking availability and demand. Charges and/or fees that may apply to changes and cancellations will be posted on the prepaid parking website. FY 20210 Schedule of Charges-Effective 10-01-202019 5 QUICK REFERENCE GUIDE (For additional detail, see each pertaining section)

Insufficient Funds (ISF) – Unpaid Parking Fees

A $10 charge will be applied to all ISF transactions.

Employee Transportation Charges (ETC)

Fee Frequency

Concession Employees $47 $45 Monthly Non Concession Employees $47 $45 Monthly

DFW Airport has the right to periodically audit tenants' payroll records to validate ETC fees assessed.

1. Entities operating under separate agreements with the Airport Board are subject to the charges outlined in those agreements. 2. Federal agencies may have a modification to the requirement to submit an annual headcount that may address the specific employee of that agency and require the employee to pay the ETC. 3. Payroll Personnel listings are required when submitting the Annual or any Revised ETC report. ETC reports will not be processed without payroll documents. Payroll Personnel listings are required to include the following:

A. Last name, first name, and position title of all employees who work at the DFW airport, regardless of the number of hours worked.

Ground Rental Rates

Type Fee Unit $29,167 $29,459 Annual Ground Rental Rate Acres

FY 20210 Schedule of Charges-Effective 10-01-202019 6 QUICK REFERENCE GUIDE (For additional detail, see each pertaining section)

GROUND TRANSPORTATION Access Fees (4) Class Type Class Total Fee Shared Ride/Shuttle Two $3.49 Taxicab (1) (2)(3) Three $4.00 Limousine (2) Four $4.43 (2) Bus Five $6.36 (2) Courtesy Vehicle Eight $2.19 Pre-Arranged (Other) (2)(3) Eleven $4.00 Transportation Network Companies (4)(5) $5.00

Administrative Service Fee (5)

Class Type Total Fee (4)(5) Transportation Network Companies $0.50 per trip (1) Except for Transportation Network Company (TNC) drivers, use of the NTTA TollTag system is required for all commercial ground transportation vehicles, unless another payment process is approved by the Board. Failure to utilize the system will result in a $24 charge each time a vehicle exits the Public Parking Revenue Area. Except as specified below for Transportation Network Companies (TNCs), all access fees and any public parking rates are collected from the vehicles' NTTA account upon exiting the Public Parking Revenue Area.

(2) Except as specified below for TNC drivers, the access fees entitle all classes of commercial ground transportation vehicles to be within the Public Parking Revenue Area for two hours without accruing public parking rates. After two hours, all classes of commercial ground transportation vehicles will accrue public parking rates.

(3) Taxicabs must pay the access fee for each dispatched pick-up within the Public Parking Revenue Area and for each drop-off within the Public Parking Revenue Area.

(4) TNCs must pay $3 for each digitally prearranged ride to, from, or within the Public Parking Revenue Area. Their portion of the access fees will be paid directly to the Airport on a monthly basis, as described in their permit. Because TNC drivers will not be identified within the system as TNC drivers, they shall accrue public parking rates immediately upon entering the Public Parking Revenue Area, regardless of whether their digital applications are active or otherwise capable of receiving a request for a digitally prearranged ride while they are within the Public Parking Revenue Area. The payment of public parking rates by a TNC driver during the first 30 minutes within the Public Parking Revenue Area will be deemed compensation to the Airport for the remaining portion of the access fee ($2). Any additional revenue collected will be considered public parking revenue.

(5) TNCs who choose not to cooperate in implementing and continuously providing data for the real-time TNC vehicle tracking and reporting application shall pay the per-trip administrative service

FY 20210 Schedule of Charges-Effective 10-01-202019 7 QUICK REFERENCE GUIDE (For additional detail, see each pertaining section)

Decal Fees Type Fee Frequency Taxicab/Limousine/Pre-Arranged(Other) $0 Annual Re-issue/replacement Taxicab/Limousine/Pre-Arranged(Other) $25 Per occurrence Courtesy Vehicle $25 Per occurrence Courtesy Vehicle $0 Annual Temporary Courtesy Vehicle $0 Per occurrence Motor Vehicle Title/Registration Search $1 Per search Late Document Fees (1) $5 Daily up to 30 days late per vehicle

(1)Late Document fees apply to Taxicabs, Limousine, Pre-Arranged (Other), and Courtesy operating authority holders who fail to submit required inspection documents by the due date.

Meet & Greet Service Fees

Service Fee Meet & Greet Request $20 Staging Fee $10 per vehicle up to a maximum of $50 per request Off Airport Charges 12% Gross Receipts

Exemptions Grand Hyatt and Hyatt Regency-exempt with validated ticket. Parking in excess of validated time will be charged at prevailing rate.

UTILITIES Water

Type Fee Unit Treated Water Charge $5.45 1,000 Gallons Reclaimed Water Charge $4.45 1,000 Gallons Sewer $4.25 1,000 Gallons

FY 20210 Schedule of Charges-Effective 10-01-202019 8 QUICK REFERENCE GUIDE (For additional detail, see each pertaining section)

Trash Waste to Landfill Service Fees (1)(2) Service Type Fee Unit Effective October 1, 2020-February 28, 2021 Front Load Service $3.15 $3.18 Cubic Yard Roll-Off Truck Open Top Service $10.2 $11.07 Cubic Yard Compactor Service $11.6 $12.99 Cubic Yard

Effective March 1, 2021-September 30, 2021 Front Load Service $3.21 Cubic Yard Roll-Off Truck Open Top Service $11.93 Cubic Yard Compactor Service $14.38 Cubic Yard

Compactor Monitoring Service (Optional with Compactor Service) $380 Monthly

(1) Sales tax included in the Trash Service Fees. (2) Contaminated recycling containers will be assessed waste to landfill fees based on service type

Trash Waste and Recycle Containers Rental Fees (1) Front Load Container $50 Monthly Open Top Container $150 Monthly Compactor Container $280 Monthly

(1) Sales tax included in the Trash Containers-Rental Fees.

Administrative Fees Security Deposit(1) 2 months Per container rental fee Reinstatement fee (2)(3) $150 Per event (1) Security deposit does not apply to trash containers located within the central terminal areas. (2) Containers will be removed from service for non-payment. In order to resume solid waste service, the past-due invoices must be made current and a $150 instatement fee must be paid. (3) Solid Waste and recycling containers will be removed from service if hazardous, regulated, or universal waste is placed in the container. In order to resume solid waste service, tenant, permittee, or sublessee must provide documentation of waste disposal in accordance with State and Federal environmental laws and regulations and a $150 re-instatement fee must be paid.

FY 20210 Schedule of Charges-Effective 10-01-202019 9 DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Lease Extensions with American Airlines, Inc.

Action That the Chief Executive Officer or designee be authorized to execute one year lease extensions for leases with American Airlines, Inc. (AA) for their Cargo, GSE, and the Priority Parcel Facilities.

Description

• This action will extend the lease terms for three of the following AA non-terminal facility leases by one year, with an expiration of September 30, 2021: ♦ Cargo, covering 24.798 acres with an annual rent of $723,283.00. ♦ Ground Service Equipment, covering 3.20 acres with an annual rent of $93,334.00. ♦ Priority Parcel Service, covering 2.56 acres with an annual rent of $74,668.00. • All current lease terms will remain in place, and new leases will be negotiated for a new term beginning on October 1, 2021.

Justification

• DFW and AA had begun negotiations for the three new leases in 2019, but similar to the Lease and Use Agreement, negotiations have been suspended due to the pandemic. • Later this year, DFW anticipates restarting negotiations with AA. • Once the agreements are negotiated, staff will seek Board approval for the new long-term agreements.

D/S/M/WBE Information

• Not Applicable

Schedule/Term Lease extension: October 1, 2020 through September 30, 2021.

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount Jeff Benvegnu $0 3-4640 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute one year lease extensions for leases with American Airlines, Inc. (AA) for their Cargo, GSE, and the Priority Parcel Facilities.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 10:32 am Finance and Development Jul 22, 2020 10:22 am Business Diversity and Development Jul 22, 2020 1:42 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 21, 2020 4:23 pm Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Reimbursement Agreement with American Airlines, Inc. for Terminal D PCA Replacement

Action That the Chief Executive Officer or designee be authorized to execute a Reimbursement Agreement with American Airlines, Inc. (AA) for the construction and installation costs of the Terminal D Pre-Conditioned Air (PCA) replacement project in an amount not to exceed $3,278,567.98.

Description

• Upon execution of a reimbursement agreement with AA, DFW will agree to reimburse AA (or its contractors) for the construction and installation costs incurred for the Terminal D PCA replacement project, in an amount not to exceed $3,278,567.98. • Project includes the installation of: ♦ Seven 45-ton air handling units ♦ Ten 90-ton air handling units • DFW Signatory Airlines approved a Majority In Interest capital improvement request for replacement of the PCA units for AA's leased gates at Terminal D as part of the current 10 year capital improvement program. • Project will require close coordination with affected stakeholders to minimize conflicts and improve project delivery which can be more efficiently implemented by AA for their leased gates. • A separate reimbursement agreement for the programming, design and equipment costs was previously approved by the Board in March 2020.

Justification

• Existing PCAs are over fifteen years old and have reached the end of useful life. • Without replacement, PCA unit effectiveness will continue to diminish, with an increased risk for excessive maintenance costs, increased system outages, and poor operational performance, resulting in a loss of heating and cooling to aircraft when parked at the gate. • DFW is managing the replacement of the PCAs on the Terminal D common use gates. • Because of the impact to AA's aircraft operations associated with the phasing of the project, staff recommends that American manages the PCA replacement on their leased gates. • Details for American's M/S/M/WBE participation levels at 23% for the construction and installation are shown in the section below.

D/S/M/WBE Information

• American Airlines has awarded the contract to Airport Technical Services. • Airport Technical Services has committed to achieving 23% participation utilizing Alpha & Omega Industries, LLC dba Diversified Electrical Solutions (BM-C: 23%).

Contract # Agreement # Purchase Order # Action Amount Revised Amount NTE $3,278,567.98 $0

For Information contact Fund Project # External Funding Source Amount Jeff Benvegnu Joint Capital Account 26837-01 $3,278,567.98 3-4640 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute a Reimbursement Agreement with American Airlines, Inc. (AA) for the construction and installation costs of the Terminal D Pre-Conditioned Air (PCA) replacement project in an amount not to exceed $3,278,567.98.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 11:41 am Finance and Development Jul 22, 2020 10:22 am Business Diversity and Development Jul 22, 2020 1:42 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 21, 2020 4:24 pm Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Employee Group Life Insurance Services

Action That the Chief Executive Officer or designee be authorized to increase and extend Contract No. 8005021, for Employee Group Life Insurance Services, with ReliaStar Life Insurance Company, Inc., of Minneapolis, Minnesota, in an amount not to exceed $461,000.00, for a revised Contract not to exceed amount of $4,269,688.00.

Description

• Increase Employee Benefits Contract for employee life insurance services for the Human Resources Department.

Justification

• Extending the Contract for one year will avoid disrupting employee access to benefits and current providers due to the pandemic. • This Contract provides group life and accidental death and dismemberment insurance coverage for Airport employees, their qualifying dependents, retirees and offers voluntary, employee-paid supplemental insurance coverage at reduced rates.

D/S/M/WBE Information

• In accordance with the Board's historical SBE Program, no SBE goal was set for this Contract due to the limited availability of SBE firms that perform the services.

Schedule/Term

• Current Contract Completion Date: December 31, 2020 • Revised Contract Completion Date: December 31, 2021

Contract # Agreement # Purchase Order # Action Amount Revised Amount 8005021 NTE $461,000.00 $4,269,688.00

For Information contact Fund Project # External Funding Source Amount Ollie Malone Operating Fund $461,000.00 3-1161 Edward Dunagan 3-5612 Resolution #

Additional Information

• On July 2, 2015, by Resolution No. 2015-07-125, the Board awarded Contract No. 8005021, for Employee Group Life Insurance, with Voya Financial, of Minneapolis, Minnesota.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to increase and extend Contract No. 8005021, for Employee Group Life Insurance Services, with ReliaStar Life Insurance Company, Inc., of Minneapolis, Minnesota, in an amount not to exceed $461,000.00, for a revised Contract not to exceed amount of $4,269,688.00.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:40 pm Finance and Development Jul 23, 2020 8:08 am Business Diversity and Development Jul 22, 2020 8:57 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Human Resources Pending Jul 22, 2020 10:55 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Acceptance of Advance Funding Agreement

Action Authorize the Chief Executive Office or designee to accept and execute a $3.5 million strategic funding partnership and Advance Funding Agreement (AFA) with the Texas Department of Transportation (TxDOT) that will assist the airport in purchasing electric buses and associated charging infrastructure.

Description

• Acceptance of advance funding agreement for the: ♦ Purchase of four new electric eCOBUS 3000 transit buses (incremental cost of electric over diesel). ♦ Purchase of four 150 kW quick charging units. ♦ Design and construction of supporting charging infrastructure; and ♦ One-year lease of two diesel COBUS 3000 buses to support operations in the interim period before delivery of the new electric buses. • TxDOT Grant $3,510,359.00 • DFW Cost $1,959,417.00 • Total Project Cost $5,469,776.00

Justification

• In 2018, DFW identified a need to expand its airside bus fleet (COBUS) to support existing and anticipated growth in air travel and hardstand operations. COBUS buses are specialized airside shuttles used to transport passengers from aircraft hardstands to the terminals. COBUS fleet electrification will serve the dual purpose of reducing DFW's carbon footprint and improving regional air quality with respect to ozone pollution. This purchase will also serve as a pilot to evaluate and test electric vehicle use on-airport. • In December, 2019, the Board authorized (Resolution 2019-12-287) the purchases and lease described above. This action authorizes the airport to accept the related grant funding. • Since the cost premium associated with electric buses presented an obstacle to beginning the transition to a zero emission COBUS fleet, the offer of Transportation Improvement Program (TIP) funding was a crucial factor in DFW's decision to move forward with this purchase. As a large and complex ecosystem, DFW is uniquely positioned to demonstrate pathways to success that can be applied to other airports and cities. The lessons learned and benefits enjoyed from the deployment of these buses will benefit not only DFW International Airport, but the entire region.

D/S/M/WBE Information

• Not Applicable

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount James Mauldin $0 3-5447 Resolution #

Additional Information

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

Authorize the Chief Executive Office or designee to accept and execute a $3.5 million strategic funding partnership and Advance Funding Agreement (AFA) with the Texas Department of Transportation (TxDOT) that will assist the airport in purchasing electric buses and associated charging infrastructure.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 10:20 am Finance and Development Jul 22, 2020 10:22 am Business Diversity and Development Jul 22, 2020 1:56 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 10:11 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Approval of Fifty-Eighth Supplemental Bond Ordinance

Action That the Airport Board approves the attached resolution, approving the form of the Fifty-Eighth Supplemental Bond Ordinance and requesting its passage by the City Councils of Dallas and Fort Worth; and authorizing the Authorized Officers to take other necessary actions in connection therewith.

Description

• The attached resolution approves the form of the Fifty-Eighth Supplemental Bond Ordinance • This bond ordinance authorizes the airport to issue bonds at any time in the twelve months following its approval to refund all or a portion of the outstanding commercial paper at that time

Justification

• In 2019, the DFW International Airport Board authorized the creation of a self-liquidity commercial paper program as a financing tool to utilize as appropriate • The Board also approved an amended debt policy that states in section 8.2.2.7, "Annually, the Airport will request standby authorization from the Owner Cities to issue refunding bonds in an amount sufficient to refund all anticipated outstanding self-liquidity VRDs" (Variable Rate Debt, which includes commercial paper) • This will be an annual request, per the debt policy, going forward.

D/S/M/WBE Information

• Not Applicable

Schedule/Term The authorization would cover the twelve months following approval of the ordinance.

Contract # Agreement # Purchase Order # Action Amount Revised Amount $0 $0

For Information contact Fund Project # External Funding Source Amount James Mauldin $0 3-5447 Resolution #

Additional Information

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Airport Board approves the attached resolution, approving the form of the Fifty-Eighth Supplemental Bond Ordinance and requesting its passage by the City Councils of Dallas and Fort Worth; and authorizing the Authorized Officers to take other necessary actions in connection therewith.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 10:22 am Finance and Development Jul 22, 2020 10:22 am Business Diversity and Development Jul 22, 2020 8:58 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 10:11 am Chief Executive Officer Date Airport Board Resolution

RESOLUTION NO. 2020-__-___

APPROVING THE FORM OF THE FIFTY-EIGHTH SUPPLEMENTAL CONCURRENT BOND ORDINANCE AND REQUESTING ITS PASSAGE BY THE CITY COUNCILS OF THE CITIES OF DALLAS AND FORT WORTH; AUTHORIZING THE PREPARATION OF THE OFFICIAL STATEMENT; AND AUTHORIZING THE AUTHORIZED OFFICERS TO TAKE OTHER NECESSARY ACTIONS IN CONNECTION THEREWITH

THE STATE OF TEXAS § COUNTIES OF DALLAS AND TARRANT § DALLAS/FORT WORTH INTERNATIONAL AIRPORT BOARD §

WHEREAS, prior to the adoption of this resolution (herein defined and cited as the "Resolution"), the City Councils of the Cities of Dallas and Fort Worth (the "Cities") passed the Master Bond Ordinance (defined and cited herein as the "Master Bond Ordinance") relating to the Dallas Fort Worth International Airport (the "Airport"); and

WHEREAS, terms not defined herein shall have the meanings set forth in the Master Bond Ordinance; and

WHEREAS, the Master Bond Ordinance is the controlling document that relate to the financing of the Airport and that (i) prescribes the terms and conditions upon the basis of which the Additional Obligations, Credit Agreements, and Parity Credit Agreement Obligations may be issued and executed, and (ii) provides and establish the pledge, security, and liens securing the Cities' special obligations to pay when due the Outstanding Obligations and Parity Credit Agreement Obligations, and any Additional Obligations; and

WHEREAS, this Resolution is adopted for the purpose of, among the other purposes set forth below, refunding all or part of the outstanding Refunded Notes, (as defined below); and

WHEREAS, in accordance with the Master Bond Ordinance, the Dallas Fort Worth International Airport Board (the "Board") has sought and obtained the preparation of a proposed ordinance to be passed concurrently by said Cities authorizing the issuance of one or more series of Dallas Fort Worth International Airport Joint Revenue Bonds (the "Bonds") which shall constitute Additional Obligations pursuant to the Master Bond Ordinance the proceeds of which will be used, among other things, to refund all or a portion of the Dallas Fort Worth International Airport Subordinate Lien Commercial Paper Notes, Series I (the "Refunded Notes") and for other purposes as permitted by the Master Bond Ordinance; and

WHEREAS, it is the desire of the Board by this Resolution to approve the Fifty-Eighth Ordinance (as defined below) in substantially the form attached hereto and to respectfully request the City Councils of the Cities of Dallas and Fort Worth to pass said ordinance and thus authorize the issuance and sale of the Bonds and the other matters authorized thereby; and

1 WHEREAS, the Fifty-Eighth Ordinance provides parameters subject to which the Bonds are to be sold to certain purchasers in accordance with the terms of an Underwriting Agreement (as defined in the Fifty-Eighth Supplement); and

WHEREAS, it is the desire of the Board to authorize the preparation of such Underwriting Agreements and authorize their execution by the proper officers of the Board, with parameters set forth in the Fifty-Eighth Ordinance and with such subsequent modifications and terms as may be determined by the Authorized Officers; and

WHEREAS, it is the desire of the Board to authorize the preparation of one or more Official Statements to be used in connection with the issuance and sale of the Bonds; and

WHEREAS, it is the desire of the Board to authorize the preparation of one or more Escrow Agreements, if applicable, to be used in connection with the issuance and sale of the Bonds and the refunding of all or a portion of the Refunded Notes; and

WHEREAS, the Board hereby determines that the meeting at which this Resolution is adopted is open to the public, and public notice of the time, place and subject matter of the public business to be considered and acted upon at said meeting, including this Resolution, was given, all as required by Applicable Law;

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE DALLAS FORT WORTH INTERNATIONAL AIRPORT:

Section 1. That the proposed concurrent ordinance of the City Councils of the Cities of Dallas and Fort Worth, bearing the short title "Fifty-Eighth Supplemental Concurrent Bond Ordinance" (the "Fifty-Eighth Ordinance") be and the same is hereby in all respects approved by the Board, with the parameters set forth therein and in substantially the form and substance attached hereto and made a part hereof. The Board hereby acknowledges and accepts its duties under Section 1.5 of said ordinance for the purpose of continuing disclosure.

Section 2. That it is hereby recommended to the City Councils of the Cities of Dallas and Fort Worth that they pass the Fifty-Eighth Ordinance with the parameters set forth and in the forms attached hereto and said City Councils are hereby requested to so do.

Section 3. That the Chief Executive Officer is hereby directed to promptly forward copies of the Fifty-Eighth Ordinance to the City Councils of said Cities along with a copy of this Resolution, together with the exhibits attached hereto.

Section 4. That, in accordance with the requirements of the Contract and Agreement and the Controlling Ordinances, the Chief Executive Officer is further directed to forward by the earliest practical means a copy of the Fifty-Eighth Ordinance to the City Attorney of each of the Cities with the request that each present the same at a meeting of the respective City Council, along with the request of the Board, respectfully submitted, that the Fifty-Eighth Ordinance be approved and passed.

Section 5. That upon the passage of the Fifty-Eighth Ordinance by said City Councils the appropriate officers of this Board are hereby authorized and directed to take such steps as

2 may be necessary or considered appropriate to accomplish the issuance, sale and delivery of one or more series of Bonds in accordance with the Fifty-Eighth Ordinance.

Section 6. That the Chief Executive Officer is hereby authorized to prepare the Official Statements and Escrow Agreements, if applicable.

Section 7. That the Official Statements, with such subsequent modifications or amendments as shall be approved by subsequent action of the Board and in writing by the Chief Executive Officer, shall be used by the Underwriters in the sale of the Bonds.

Section 8. That the Chief Executive Officer is hereby authorized to execute one or more Underwriting Agreements, providing for the terms of sale of the Bonds by the Cities of Dallas and Fort Worth to the purchasers therein named, at such price, in the aggregate principal amount, with such installments of principal, with such interest rates and such other matters as shall be determined in accordance with the Fifty-Eighth Ordinance, upon a determination by the Chief Executive Officer that the requirements of Article III of the Fifty-Eighth Ordinance have been met.

Section 9. That each Authorized Officer (as defined in the Fifty-Eighth Ordinance) is hereby authorized to take any other actions appropriate or necessary in connection with the issuance, sale and delivery of the Bonds, the preparation of any of the documents described or referenced herein, or the delivery of copies of any such documents to the City Councils of the Cities. In the absence of the Chief Executive Officer, the Executive Vice President and Chief Financial Officer are hereby authorized to act in his stead with respect to such matters.

ADOPTED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD ON THIS ______, 2020.

3 CERTIFICATE FOR RESOLUTION

THE STATE OF TEXAS § COUNTIES OF DALLAS AND TARRANT § DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD §

I, the undersigned officer of said Board, hereby certifies as follows:

1. That the Dallas Fort Worth International Airport Board convened in Regular Meeting on the __ day of ______, 2020, telephonically and in compliance with law, and the roll was called of the duly constituted officers and members of said Board, to wit:

Matrice Ellis-Kirk, Chair Mayor Betsy Price ) Henry Borbolla III, Vice-Chair Mayor Eric L Johnson ) Gloria M. Tarpley, Secretary Vernon Evans ) Ben Leal ) William Meadows ) Raj Narayanan ) Mario Quintanilla ) Eddie W. Reeves ) Mayor Linda Martin* ) ______*non-voting member and all of said persons were present, except ______, thus constituting a quorum. Whereupon, among other business, a written resolution APPROVING THE FORM OF THE FIFTY- EIGHTH SUPPLEMENTAL CONCURRENT BOND ORDINANCE AND REQUESTING ITS PASSAGE BY THE CITY COUNCILS OF THE CITIES OF DALLAS AND FORT WORTH; AUTHORIZING THE PREPARATION OF THE OFFICIAL STATEMENT; AND AUTHORIZING THE AUTHORIZED OFFICERS TO TAKE OTHER NECESSARY ACTIONS IN CONNECTION THEREWITH was duly introduced for the consideration of said Board of Directors. It was then duly moved and seconded that said Resolution be adopted; and said motion, carrying with it the adoption of said Resolution, prevailed and carried by the following vote:

AYES: 0

NOES: 0

ABSTENTIONS: 0

2. That a true, full and correct copy of the aforesaid Resolution adopted at the meeting described in the above and foregoing paragraph is attached to and follows this Certificate; that said Resolution has been duly recorded in the minutes of said Meeting; that the above and foregoing paragraph is a true, full and correct excerpt from the minutes of said meeting pertaining to the adoption of said Resolution; that the persons named in the above and foregoing paragraph are the duly chosen, qualified and acting officers and members of said Board as indicated therein; that each of the officers and members of said Board was duly and

4 sufficiently notified officially and personally in advance, of the time, place and purpose of the aforesaid meeting, and that said Resolution would be introduced and considered for adoption at said meeting, and each of said officers and members consented, in advance, to the holding of said meeting for such purpose; and that said meeting was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Chapter 551, Texas Government Code, as amended and superceded by the orders of the Governor of the State of Texas.

3. That the Resolution has not been modified, amended or repealed and is in full force and effect on and as of the date hereof.

SIGNED AND SEALED the __ day of _____, 2020.

______Staff Secretary, Dallas Fort Worth International Airport Board

5 DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Depository Bank Services

Action That the Chief Executive Officer or designee be authorized to execute Contract No. 8005346, for Depository Bank Services, with JPMorgan Chase Bank, N.A., of Fort Worth, Texas, in an amount not to exceed $526,822.20, for the initial five-year term of the Contract, with options to renew for two additional one-year periods.

Description

• Award a Contract for Depository Bank Services in support of the Treasury Management Department.

Justification

• This is a replacement for a Contract that has been in place for four years. • This Contract will secure the services of a qualified firm to provide banking and depository services. The Airport intends to separately and individually request offers for each investment in accordance with the Public Funds Investment Act. This would include all time deposits, repurchase agreements, treasuries, and commercial paper and agencies to be purchased by the Airport. • The Depository Bank shall demonstrate a strong presence in the Dallas/Fort Worth metroplex area, in relation to the number of branches, number of similar operations.

D/S/M/WBE Information

Schedule/Term

• Start Date: September 2020 • Contract Term: Five years, with two one-year renewal options.

Contract # Agreement # Purchase Order # Action Amount Revised Amount 8005346 NTE $526,822.20 $0

For Information contact Fund Project # External Funding Source Amount James Mauldin Operating Fund $526,822.20 3-5447 Helen Chaney 3-2523 Resolution #

Additional Information

• Three Proposals, none from SBE firms, were received on or before the due date of May 18, 2020: ♦ JPMorgan Chase Bank, N.A., of Fort Worth, Texas ♦ Bank of America N.A., of Dallas, Texas • The Proposal submitted by Truist Bank, of Dallas, Texas, was determined to be non-responsive as the submission did not meet the specifications outlined in the Airport's solicitation. • Based upon the evaluations of Proposals submitted, the Evaluation Committee, consisting of representatives from the Airport's Treasury Management, Communications & Marketing, Finance, and Business Diversity & Development Departments, recommends that the Contract be awarded to JPMorgan Chase Bank, N.A., of Fort Worth, Texas and is the incumbent. • Projected total for the Contract, including all renewals, if approved, is $737,582.69.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Contract No. 8005346, for Depository Bank Services, with JPMorgan Chase Bank, N.A., of Fort Worth, Texas, in an amount not to exceed $526,822.20, for the initial five-year term of the Contract, with options to renew for two additional one-year periods.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 10:22 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Co-Financial Advisor Services

Action That the Airport Board ratify the increase and extension of two Contracts for Co-Financial Advisor Services: Contract No. 8004997, with Hilltop Securities, Inc., of Dallas, Texas, in an amount not to exceed $52,500.00, for a revised Contract not to exceed amount of $315,000.00; and Contract No. 8005013, with Estrada Hinojosa & Company, Inc., of Dallas, Texas, in an amount not to exceed $22,500.00, for a revised Contract not to exceed amount of $135,000.00. The term of each Contract extension is one-year. Total amount of this action is $75,000.00.

Description

• Increase and extend two Contracts for Co-Financial Advisor Services for the Airport's Treasury Management Department. • The amount approved in this action represents the total retainers for the firms for the one year term of each Contract. The retainers are normally paid out of bond funds. • In addition to this amount the firms will also be paid a fee per bond issue, based on the size of the issue. This fee is paid out of bond proceed and is approved in the authorization of the Owner Cities to pay cost of issuance.

Justification

• Hilltop Securities, Inc., has served as the Board's lead Co-Financial Advisor since the formation of the Airport and have an excellent background in working with the Airport on various financial issues. • Estrada Hinojosa & Company, Inc., has served as a Co-Financial Advisor for fifteen years and they also have an excellent track record of performance in working with the Airport. • The Airport is expected to do a number of refunding and new money issues over the next year and it is important to maintain continuity with its Financial Advisors who understand the objectives and goals of the Airport.

D/S/M/WBE Information

• The annual goal for the M/WBE Program is 35%. • In accordance with the Board's M/WBE Program, the M/WBE goal for this contract is 30%. • Hilltop Securities, Inc. has committed to achieving 30% M/WBE Co-Advisor participation with Estrada Hinojosa & Company, Inc. (HM-C).

Schedule/Term

• Current Contract Completion Date: June 21, 2020 • Revised Contract Completion Date: June 21, 2021

Contract # Agreement # Purchase Order # Action Amount Revised Amount 8004997 NTE $52,500.00 NTE $315,000.00 8005013 NTE $22,500.00 NTE $135,000.00

For Information contact Fund Project # External Funding Source Amount James Mauldin Various $75,00000 3-5487 Shannon Hamilton 3-5620 Resolution #

Additional Information

• On May 7, 2015, by Resolution No. 2015-05-079, the Board awarded Contract No. 8004997, to Hilltop Securities, Inc., formerly known as First Southwest Company, LLC, of Dallas, Texas; and Contract No. 8005013, to Estrada Hinojosa & Company, Inc., of Dallas, Texas, for Co-Financial Advisor Services.

Additional Attachments: N

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Airport Board ratify the increase and extension of two Contracts for Co-Financial Advisor Services: Contract No. 8004997, with Hilltop Securities, Inc., of Dallas, Texas, in an amount not to exceed $52,500.00, for a revised Contract not to exceed amount of $315,000.00; and Contract No. 8005013, with Estrada Hinojosa & Company, Inc., of Dallas, Texas, in an amount not to exceed $22,500.00, for a revised Contract not to exceed amount of $135,000.00. The term of each Contract extension is one-year. Total amount of this action is $75,000.00.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Underwood, Max Burks Lee, Tamela Legal Counsel Vice President Finance Vice President Business Diversity Jul 22, 2020 3:41 pm Finance and Development Jul 23, 2020 8:09 am Business Diversity and Development Jul 22, 2020 8:58 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Pending Jul 22, 2020 10:23 am Chief Executive Officer Date DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit COVID-19 Emergency Purchases

Action That the Airport Board Ratify Purchase Order Nos. 277023, 277027, and 277029, with Distinctive Marketing Ideas, Inc., of Plano, Texas, in the amount of $55,020.00; and Purchase Order Nos. 277109, 277123, 277126, 277127, 277130, and 277137, with Torrez Paper Company, of Farmers Branch, Texas, in the amount of $104,064.56 for COVID-19 supplies. Total amount of this action is $159,084.56.

Description

• Ratify 9 Purchase Orders for critical supplies, such as: thermometers, sanitizers, masks, wipes and gloves as part of the Airport's COVID-19 response. • The attached document details the 9 Purchase Orders and amounts.

Justification

• The Purchase Order ratifications will provide for supplies in response to COVID-19 in accordance with applicable federal, state and local laws, ordinances, rules, regulations and protocols.

D/S/M/WBE Information

• The historical annual goal for the SBE Program is 20%. • In accordance with the Board's historical SBE Program, no SBE goal was set for this contract due to nature of the procurement (Emergency Purchase for Public Health & Safety). • Torrez Paper Company (NF-C) and Distinctive Marketing Ideas, Inc. (WF-C) are certified Small Business Enterprises and will count toward the Board's overall SBE Program goal.

Schedule/Term

• Purchase Date: April 2020 • Delivery Date: April 2020 - September 2020

Contract # Agreement # Purchase Order # Action Amount Revised Amount $159,084.56 $0

For Information contact Fund Project # External Funding Source Amount Greg Spoon Operating Fund $159,084.56 3-5610 Resolution #

Additional Information

• The purchases are exempt from public procurement in accordance to Local Government Code 252.223, as it is procurements necessary to preserve or protect the public health and safety of the Airport's traveling public, tenants and employees.

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Airport Board Ratify Purchase Order Nos. 277023, 277027, and 277029, with Distinctive Marketing Ideas, Inc., of Plano, Texas, in the amount of $55,020.00; and Purchase Order Nos. 277109, 277123, 277126, 277127, 277130, and 277137, with Torrez Paper Company, of Farmers Branch, Texas, in the amount of $104,064.56 for COVID-19 supplies. Total amount of this action is $159,084.56.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

Rodriguez, Elaine Miyashita, Glenn Burks Lee, Tamela Legal Counsel Assistant Vice President Capital Vice President Business Diversity Jul 22, 2020 3:42 pm Planning and Development Finance Business Diversity and Jul 23, 2020 8:07 am Development Jul 22, 2020 8:59 pm

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Procurement & Materials Mgmt Pending Jul 22, 2020 2:21 pm Chief Executive Officer Date Purchase Order No. Action Amount Company (Supplier) Items Purchased 277023 $ 15,050.00 Distinctive Marketing Masks Ideas, Inc.N1 277027 $ 19,450.00 Distinctive Marketing Sanitizer Ideas, Inc. 277029 $ 20,520.00 Distinctive Marketing Oral Thermometers Ideas, Inc. 277127 $ 4,500.00 Torrez Paper CompanyN2 Safety Glasses 277109 $ 4,750.00 Torrez Paper Company Sanitizer Stands 277130 $ 6,514.56 Torrez Paper Company Wipes 277137 $ 9,450.00 Torrez Paper Company Cloths 277123 $ 18,850.00 Torrez Paper Company Gloves 277126 $ 60,000.00 Torrez Paper Company Sanitizer Total Action Amount $159,084.56 Note: 1. SBE – Certified through the Women’s Business Council - Southwest 2. SBE – Certified through the Dallas/Fort Worth Minority Supplier Development Council

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit Electronic Visual Display Management Computers

Action That the Chief Executive Officer or designee be authorized to execute Purchase Order No. 277097, for Electronic Visual Display Management Computers, to Now Micro, Inc., of St. Paul, Minnesota, in the amount of $411,200.00.

Description

• Purchase 500 Electronic Visual Display Management Computers used to manage content on visual displays at the Airport.

Justification

• Purchase of computers that manage baggage, flight, and other information displays and kiosks in the terminals. • Purchase order is for 500 Windows Electronic Visual Display Management Computers that will replace equipment that is end of support life. • The action also provides an inventory of spares for the upcoming year.

D/S/M/WBE Information

• The annual goal for the historical SBE Program is 20%. • N/A - Not subject to the goal per the Board's historical SBE Policy due to the nature of the procurement. (Goods/Finished Products).

Schedule/Term

• Purchase Date: August 2020 • Delivery Date: October 2020

Contract # Agreement # Purchase Order # Action Amount Revised Amount 277097 $411,200.00 $0

For Information contact Fund Project # External Funding Source Amount Michael Youngs DFW Capital Acct 26520-01 $411,200.00 3-5350 Keith White 3-5638 Resolution #

Additional Information

• Four bids, none from SBE firms, were received on or before the due date of May 27, 2020. • Bid Tabulation attached. • Now Micro, Inc., of St. Paul, Minnesota, is the lowest responsive, responsible Bidder.

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Purchase Order No. 277097, for Digital Signage Media Players, to Now Micro, Inc., of St. Paul, Minnesota, in the amount of $411,200.00.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Information Technology Svcs Pending Jul 22, 2020 1:22 pm Chief Executive Officer Date Purchase Order No. 277097 Digital Signage Media Players Bid Tabulation

Bidders Bid Amount Now Micro, Inc. $411,200.00 St. Paul, Minnesota Radiant Technology $454,312.50 Lewis Center, Ohio Cellco Partnership dba Verizon $465,000.00 Wireless Irving, Texas Howard Technology Solutions, A $5,950.00 Division of Howard Industries, Inc. (Partial bid) Ellisville, Mississippi

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD OFFICIAL BOARD ACTION/RESOLUTION

Date Committee Subject Resolution # 08/06/2020 Finance/Audit ITS Networking Equipment Refresh

Action That the Chief Executive Officer or designee be authorized to execute Purchase Order No. 277141, for Network Electronic Equipment, to Netsync Network Solutions, of Carrollton, Texas, in the amount of $6,909,091.90.

Description

• Purchase network equipment to support expansion and modernization of the Airport's data communications network.

Justification

• This Contract will facilitate purchase of network equipment needed to support critical Airport technology systems that are essential for maintaining Airport operations. • Purchase represents two years of end of life replacements that will be installed within the next year. End of life equipment can jeopardize the Airport's compliance with Criminal Justice Information Services and Payment Card Industry standards. • The action help brings closure to an internal audit finding regarding end of life technology infrastructure. • This request will also allow for the configuration of a new network management software system that will simplify administration of the network and enhance cybersecurity.

D/S/M/WBE Information

• The annual goal for the historical SBE Program is 20%. • N/A - Not subject to the goal per the Board's historical SBE Policy due to the nature of the procurement. (Goods/Finished Product).

Schedule/Term

• Purchase Date: August 2020 • Delivery Date: September 2020

Contract # Agreement # Purchase Order # Action Amount Revised Amount 277141 $6,909,091.90 $0

For Information contact Fund Project # External Funding Source Amount Michael Youngs DFW Capital 26850-01 $6,909,091.90 3-5350 Keith White 3-5638 Resolution #

Additional Information

• Four bids, none from SBE firms, were received on or before the due date of July 8, 2020. • Bid Tabulation attached. • Netsync Network Solutions, of Carrollton, Texas, is the lowest responsive, responsible Bidder.

Additional Attachments: Y

BE IT RESOLVED BY THE DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD

That the Chief Executive Officer or designee be authorized to execute Purchase Order No. 277141, for Network Electronic Equipment, to Netsync Network Solutions, of Carrollton, Texas, in the amount of $6,909,091.90.

Approved as to Form by Approved as to Funding by Approved as to M/WBE by

SIGNATURE REQUIRED FOR APPROVAL

Approved by

Department Head Information Technology Svcs Pending Jul 22, 2020 9:53 am Chief Executive Officer Date Purchase Order No. 277141 ITS Networking Equipment Refresh Bid Tabulation

Bidders Bid Amount Netsync Network Solutions $6,909,091.90 Carrollton, Texas NWN Corporation $7,588,272.20 Houston, Texas JKL Technologies, Inc. $7,929,221.41 Thousand Oaks, California Dahill Office Technology Corporation $8,310,394.56 dba Xerox Business Solutions Southwest Coppell, Texas

DALLAS FORT WORTH INTERNATIONAL AIRPORT BOARD COMMITTEE DISCUSSION ITEM

Meeting Date Subject Committee 08/06/2020 Monthly Report Finance/Audit

Description

• Report to the Airport Board all Contracts valued between $25,000.00 and $50,000.00, and Contracts Increases/Decreases valued between $25,000.00 and $50,000.00, for the months of May and June 2020. PURCHASE ORDERS BETWEEN $25,000.00 AND $50,000.00 (MAY/JUNE 2020)

PO/ VENDOR/LOCATION CONTRACT DESCRIPTION DEPARTMENT AMOUNT NO. Carahsoft Technology Group 277147 Google License Department of NTE $31,990.50 Reston, Virginia Public Safety • Requisition No. 274068 Paid to Date: $0.00 Cintas Corporation 277155 Nitrile Gloves – COVID-19 Procurement & $44,065.00 Coppell, Texas Materials Management Paid to Date: $0.00 • Requisition No. 274091

CemetricsN1 277134 Consulting Services – COVID-19 Contract Bussing NTE $31,675.00 Dallas, Texas Paid to Date: $31,675.00 • Requisition No. 273824

Digital Intelligence 277087 Forensic Recovery Devices Department of $29,271.00 New Berlin, Indiana Public Safety • Requisition No. 273585

Drone Nerds, Inc. 277151 Purchase a drone and accessories Department of $46,222.00 Dania, Florida Public Safety • Requisition No. 273932 Paid to Date: $0.00

NEC Corporation of America 277022 Licenses Information $32,436.98 Irving, Texas Technology • Requisition No. 273552 Services Paid to Date: $0.00

Nesco LLC 276536 Bucket Truck Rental Information NTE $45,889.00 Fort Wayne, Indiana • Technology • Requisition No. 271444 & 237702 Services Paid to Date: $32,477.00

Simba IndustriesN2 276893 Miscellaneous Industrial Supplies Procurement & $47,009.04 Grapevine, Texas Materials Management Paid to Date: • Requisition No. 273653 $119.04

PURCHASE ORDERS BETWEEN $25,000.00 AND $50,000.00 (MAY/JUNE 2020)

Tensator, Inc. 277138 Stanchions Customer NTE $30,694.20 Bay Shore, New York Experience Paid to Date: $0.00 • Requisition No. 273871

TOTAL $339,252.72 Note: 1. SBE – Certified through the Dallas/Fort Worth Minority Supplier Development Council 2. SBE – Certified through the Texas Department of Transportation NON-PROFESSIONAL SERVICES CONTRACTS BETWEEN $25,000.00 AND $50,000.00 (MAY/JUNE 2020)

PO/ VENDOR/LOCATION DESCRIPTION DEPARTMENT AMOUNT CONTRACT NO. Tele-Communication, Inc. 7006959 Session Border Controllers for MS Teams Information $41,500.00 Houston, Texas Technology Services Paid to Date: $38,261.90

TOTAL $41,500.00

CONTRACT/PURCHASE ORDER INCREASES/DECREASES ($25,000 OR GREATER) (APPROVED BY BOARD STAFF UNDER THEIR DELEGATED AUTHORITY – MAY/JUNE 2020)

PO/ VENDOR/LOCATION CONTRACT NO. DESCRIPTION DEPARTMENT CONTRACT DATA LinkedIn Corporation 7006057 Online Recruiting Services Human Contract Value: $535,239.00 Mountain View, California Resources This Action: $48,250.00 Revised Contract Value: $583,489.00 Paid to Date: $583,445.67 Oracle America, Inc. 8005265 Consulting Services: Unifer Information Contract Value: $761,213.00 Redwood Shores, California Technology This Action: $36,095.52 Services Revised Contract Value: $797,308.52 Paid to Date: $712,690.41 Polsinelli PC 8004871 Legal Services – Retirement Plans Legal Contract Value: $198,750.00 Dallas, Texas This Action: $48,750.00 Revised Contract Value: $247,500.00 Paid to Date: $208,587.83 Torrez Paper CompanyN1 7006649 Janitorial Cleaning Suppliers Customer Contract Value: $1,909,476.25 Farmers Branch, Texas Experience This Action: $49,500.00 Revised Contract Value: $1,958,976.25 Paid to Date: $1,767,912.75 Trott Communications Group, 8005291 Consulting Services – P25 System Information Contract Value: $15,000.00 Inc. Dynamic Distributed Redundancy Technology This Action: $34,900.00 Irving, Texas Services Revised Contract Value: $49,900.00 Paid to Date: $10,536.25 TOTAL $217,495.52 Note: 1. SBE – Certified through the North Central Texas Regional Certification Agency

AGENDA CONCESSIONS/COMMERCIAL DEVELOPMENT COMMITTEE Tuesday, August 4, 2020 1:10 p.m.

CONCESSIONS/COMMERCIAL DEVELOPMENT COMMITTEE 43. Approve the minutes of the Concessions/Commercial Development Meeting of June 2, 2020.

Consent Items for Consideration

Zenola Campbell 45. Approve the Assignment and Assumption of Lease Agreements 101607, 010614, and 010823 to Hossain Enterprise, LLC.

46. Approve the reconception of Lease Agreement 010802 between the Dallas Fort Worth International Airport Board and M2-Newslink of DFW, LLC.

Action Items for Consideration

Julio Badin 47. Approve increases to seven Contracts. Contract No. 7006823 with Diverse Facility Solutions Global, Inc., of Alsip, Illinois, for Terminals A & C Custodial Services - Public in an amount not to exceed $3,025,258.50, for a revised Contract amount of $19,689,812.90; Contract No. 7006398 with APPRO Inc., of Dallas, Texas, for Terminal B Custodial Services in an amount not to exceed $576,869.90, for a revised Contract amount of $18,713,453.88; Contract No. 7006770 with APPRO Inc., of Dallas, Texas, for Terminal D Custodial Services in an amount not to exceed $1,907,236.36, for a revised Contract amount of $26,198,105.40; Contract No. 7006435 with Diverse Facility Solutions Global, Inc., of Alsip, Illinois, for Terminal E Custodial Services in an amount not to exceed $1,127,668.38, for a revised Contract amount of $16,896,707.21; Contract No. 7006685 with ABM Aviation, Inc., of Atlanta, Georgia, for Non-Public Facilities Custodial Services in an amount not to exceed $245,891.13, for a revised Contract amount of $5,000,257.25; Contract No. 7006710 with APPRO Inc., of Dallas, Texas, for Public Facilities Custodial Services in an amount not to exceed $218,633.94, for a revised Contract amount of $8,262,863.61; and Contract No. 7006841 with Marsden South LLC, of Houston, Texas, for Airport Headquarters, Rental Car Center and Corporate Aviation Custodial Services in an amount not to exceed $228,273.50,

Concessions/Commercial Development Committee Meeting Agenda – August 4, 2020 Page 1 of 3

for a revised Contract amount of $7,223,942.78. The total action amount for all seven Contracts is $7,329,831.71.