Caption: BANKING SERVICES FOR THE VIRGINIA RAILWAY EXPRESS AND THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION

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VIRGINIA RAILWAY EXPRESS AMENDMENT OF SOLICITATION REQUEST FOR PROPOSALS (RFP) ADDENDUM No. 1 Issued: July 22, 2008 Caption: BANKING SERVICES FOR THE VIRGINIA RAILWAY EXPRESS AND THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION Contact: Gerri Hill Email: ghill@vre.org Telephone/Fax:(703) 838-5427 DESCRIPTION OF AMENDMENT The above numbered solicitation is amended as follows: 1. SECTION K TECHNICAL PROPOSAL REQUIREMENTS Paragraph K.2. Tab 11 DELETE: Pages 31 and 32 REPLACE: Pages 31R and 32R attached herewith 2. SECTION N LIST OF ATTACHMENTS 3. ATTACHMENTS DELETE: Page 38 REPLACE: Page 38R attached herewith (a) ATTACHMENT N.3 COST PROPOSAL AND SCHEDULE OF COSTS FOR VRE DELETE: Page 5 of 10 REPLACE: Page 5R of 10 attached herewith (b) ATTACHMENT N.4 COST PROPOSAL AND SCHEDULE OF COSTS FOR PRTC DELETE: ATTACHMENT N.4 REPLACE: ATTACHMENT N.4R attached herewith {Signature Page Follows} Page 1 of 2

CONTINUED ADDENDUM NO. 1 JULY 22, 2008 BANKING SERVICES FOR THE VIRGINIA RAILWAY EXPRESS AND THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION Except as specifically amended herein, all other terms and conditions of this solicitation remain unchanged and in full force and effect. Offerors must acknowledge receipt of this amendment by returning a signed original with the proposal package prior to the hour and date specified in the solicitation. Company Address City State Zip Code Name of Person Authorized to Sign (Print) Signature Date Page 2 of 2

TAB 5 TAB 6 TAB 7 TAB 8 TAB 9 TAB 10 TAB 11 Administrative Office and Branch Location: The Offeror shall identify the administrative office that will oversee this Contract and the branch location or locations for depository services. The nearest full service branch office location to VRE and PRTC shall also be identified. Specific Plan for Providing Services: The Offeror shall restate each requirement listed in SECTION B.1 GENERAL REQUIREMENTS and discuss the approach to meeting these requirements and the level of service to be provided. Indicate if any of these services cannot be provided. Additional Services Offered: The Offeror shall identify additional services beneficial to VRE and PRTC that are not outlined in this RFP. No Cost Services: The Offeror shall identify other banking services and documents not detailed in the cost proposal that will be provided at no cost. Optional Services: The Offeror shall identify the provision of purchasing cards, credit card merchant services, and investment services. Failure to propose on the options will not disqualify proposals. Optional services will not be weighed in the evaluation of proposals. Exceptions to Scope of Services/Terms and Conditions: The Offeror shall state in its proposal whether it accepts the scope of services and terms and conditions as presented in this solicitation or if exceptions are taken. If no exceptions are taken to either document, the Offeror shall so state. Exceptions taken shall be identified. Each exception shall be specifically related to each paragraph and/or specific part of the solicitation to which the exception is taken. The Offeror shall provide rationale in support of the exception and fully explain its impact, if any, on the performance, schedule, cost, and specific requirements of the solicitation. References (Past and Present Experience): The Offeror shall provide three (3) references from parties to whom comparable banking services have been provided. The information requested below shall be provided subject to the limitation of the Bank Secrecy Act. a. The Offeror shall provide the following information for each client: i) Name of firm, address, telephone and fax number, web address; ii) Point of contact and title; 31R

iii) iv) Description of the services performed under Contract; and Volume, number and size of similar accounts. b. The Offeror shall provide a list of contracts within the past four (4) years, if any, on which failure to complete the required work within the specified time frame resulted in the assessment of contract termination. TAB 12 TAB 13 TAB 14 TAB 15 TAB 16 TAB 17 Credit Quality Ratings: The Offeror shall furnish the most recent credit quality ratings. Financial Statements: The Offeror shall furnish complete financial statements for the current fiscal year (interim statements are acceptable) and the past two (2) years or indicate the URL where these statements are located. Resumes for All Proposed Key Personnel: Each resume must indicate educational background, recent experience, certifications, licenses, and specific technical listing of relevant publications. Acknowledge Receipt of All Addenda Issued: The Offerors shall include signed acknowledgement of receipt of all addenda issued to this solicitation. Representations/Certifications: Offerors shall complete and sign the forms included in ATTACHMENT N.2 herein. Cost Proposal and Schedule of Costs: The Offeror shall provide cost information with ATTACHMENT N.3 and ATTACHMENT N.4. 32R

SECTION N LIST OF ATTACHMENTS The following documents are incorporated in the solicitation and resulting contract by this reference. ATTACHMENT NO. TITLE NO. OF PAGES N.1 General Terms and Conditions 27 N.2 Representations, Certifications, and Other Statements of Offerors/Bidders 12 N.3 Cost Proposal and Schedule of Costs 10 for the Virginia Railway Express N.4 Cost Proposal and Schedule of Costs 11 for the Potomac and Rappahannock Transportation Commission 38

C. SCHEDULE OF COSTS Item No. Banking Service BANKING SERVICES FOR THE VIRGINIA RAILWAY EXPRESS A B (A x B) (A x B) x 12 Estimated Monthly Volume Per Item Charge Estimated Monthly Charge Actuals Estimated Annual Charge Oct 07 Nov 07 Jan 08 1 Account Maintenance 1 2 Deposits/credits 16 3 Checks deposited 71 4 Checks Paid (including deposit items) 214 5 Deposit items (return/submitted) 0 6 Wire transfers - incoming 14 7 ACH transfers - incoming 100 8 Wire transfers - outgoing (repetitive) 16 9 Wire transfers - outgoing (non-repetitive) 4 10 ACH transfers - outgoing 5 11 Stop payments 0 12 Check copies 0 13 Account reconciliation services 1 14 Overnight investment services 1 15 Positive Pay Services 1 1 1 1 14 13 20 56 100 56 224 198 220 0 0 0 14 17 12 103 93 103 15 14 18 4 4 3 9 2 4 0 0 0 0 0 0 $ $ TOTAL and the Potomac and Rappahannock Transportation Commission Page 5R of 10 Bank's Name

ATTACHMENT N.4R (Revised July 22, 2008) COST PROPOSAL AND SCHEDULE OF COSTS (submitted to the Potomac and Rappahannock Transportation Commission) Bank s Name: Page 1 of 12

TABLE OF CONTENTS The following forms shall be completed with original signatures and incorporated with the offer. ATTACHMENT NO. TITLE A. COST CERTIFICATION B. COST PROPOSAL C. SCHEDULE OF COSTS D. NON-VOLUME BASED SERVICES E. OPTIONAL SERVICES F. COMPENSATING BALANCE METHOD G. INTEREST EARNINGS ON EXCESS CASH BALANCES H. ADDITIONAL SERVICES OFFERED Page 2 of 12

A. COST CERTIFICATION By my signature on this solicitation, I certify that I am authorized to bind this firm/individual to provide the services specified herein, in compliance with the scope of services and other terms and conditions in this Request for Proposals, at the cost provided in the Cost Proposal. Signature Print Title Date Bank Name Address City, State Zip Code Phone Number Fax Number Page 3 of 12

B. COST PROPOSAL BANKING SERVICES FOR THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION TOTAL COST GRAND TOTAL FROM SCHEDULE OF COSTS (Items 1 35) $ Page 4 of 12

C. SCHEDULE OF COSTS BANKING SERVICES FOR THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION Item No. Banking Service A B (A x B) (A x B) x 12 Estimated Monthly Volume Per Item Charge Estimated Monthly Charge Estimated Annual Charge 1 Account maintenance 4 2 Deposits credited 12 3 Items paid not enclosed 209 4 Electronic debits posted 9 5 Electronic credits posted 46 6 Items deposited (1,364 avg prior to Mar 08) 250 7 Deposit correction 1 8 Stop payments (manual) 1 9 Relationship analysis statement 1 10 Analysis deposit account statement 3 11 Returned items 16 12 Branch currency order/strap 13 Page 5 of 12 Bank's Name:

BANKING SERVICES FOR THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION Item No. Banking Service A B (A x B) (A x B) x 12 Estimated Monthly Volume Per Item Charge Estimated Monthly Charge Estimated Annual Charge 13 Branch coin order/roll (11 avg prior to Mar 08) 2,000 14 Branch cash dep teller line 4,126 15 Cash vault deposits (82 avg prior to Mar 08) 50 16 O/S bulk cash deposits 161,901 17 Vault deposit errors 2 18 Vault coin deposit full bag 5 19 Vault coin deposit mix bag 65 20 Vault automatic change order 4 21 Vault currency order - full strap 50 22 Vault currency order - loose bill 100 23 Vault Rolled Coin Order 15 24 ZBA sub account 1 Page 6 of 12 Bank's Name:

BANKING SERVICES FOR THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION Item No. Banking Service A B (A x B) (A x B) x 12 Estimated Monthly Volume Per Item Charge Estimated Monthly Charge Estimated Annual Charge 25 Wire transfer mailed notification 1 26 Wire transfer outgoing repetititve (online treasu 1 27 Wire transfer internal repetitive (online treasury 3 28 Wire transfer internal non-repetitive (operator a 2/yr 29 Wire transfer incoming 1 30 Automated invest sweep acct 1 31 PD acct maint (2-3 accts) 1 32 Wire service (per month) 1 33 PD detail/per item (<500) 378 34 ACH monthly maintenance 1 35 Positive Pay Services 2 $ $ TOTAL Page 7 of 12 Bank's Name:

D. NON-VOLUME BASED SERVICES (Additional details shall be provided in the proposal narrative, as appropriate) BANKING SERVICES FOR THE POTO MAC AND RAPPAHANNOCK TRANSPORTATION COMMISION TOTAL COST 1. Escrow services (as needed) $ 2. Investment custodial services (as needed) $ Page 8 of 12

E. OPTIONAL SERVICES (Additional details shall be provided in the proposal narrative, as appropriate) BANKING SERVICES FOR THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION TOTAL COST 1. Purchasing Card Program $ 2. Credit Card Merchant Services $ 3. Investment Services $ Page 9 of 12

F. COMPENSATING BALANCE METHOD Compensating balances shall be related to the cost of Bank Services according to the following formula: 365 days # Days in current month / 1-Reserved requirements Earning Allowance = Collected Balances Required to Support $1.00 of Service Monthly Service Charge Collected Balances Required to Support $1.00 of Service = Compensating Balance. The Bank shall use reserve requirements as of June 30, 2008. The earnings allowance rate shall be as of June 30, 2008. The Offeror shall prepare and provide PRTC a six (6) month history of earning allowance rates. TO BE COMPLETED BY OFFEROR 365 day 1-Bank s RR EA % = $ Collected Balances Required to Support (EA) Earning Allowance = % $1.00 of Services (RR) Reserve Requirement = % $ X $ =$ Monthly Services Charges, as Collected Balances Compensating Balances Calculated in Required to Support Attachment N.3C. $1.00 of Services (calculated above) Page 10 of 12

G. INTEREST EARNINGS ON EXCESS CASH BALANCES The Offeror shall provide rates for the mechanisms to be made available for the daily investment of excess cash as described in Tab 6. Specific Plan for Providing Services. BANKING SERVICES FOR THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION Average monthly rate for the six month period from January 1, 2008 through June 30, 2008 1. January 2008 % 2. February 2008 % 3. March 2008 % 4. April 2008 % 5. May 2008 % 6. June 2008 % Actual interest rate on June 30, 2008 % (Attach additional sheets as necessary) Page 11 of 12

H. ADDITIONAL SERVICES OFFERED The Bank may offer services beneficial to PRTC that are not outlined in this RFP. These services shall be included in the Bank s Technical Proposal in Tab 7 - Additional Services Offered. BANKING SERVICES FOR THE POTOMAC AND RAPPAHANNOCK TRANSPORTATION COMMISSION TOTAL COST 1. $ 2. $ 3. $ 4. $ 5. $ 6. $ (Attach additional sheets as necessary) Page 12 of 12