WILKES-BARRE/SCRANTON INTERNATIONAL AIRPORT BOARD MEETING JULY 26,, 2018

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A regular meeting of the Wilkes-Barre/Scranton International Airport Joint Board of Control was held Thursday, July 26, 2018 in the Terminal Building Conference Room at the Airport. The meeting was called to order at 10:39 A.M. with Commissioner Patrick O Malley presiding. PRESENT: ALSO PRESENT: ABSENT: Commissioner Patrick O Malley Commissioner Jerry Notarianni Councilman Timothy McGinley Carl R. Beardsley, Jr., Executive Director Gary Borthwick, Assistant Airport Director Stephen Mykulyn, Director of Engineering Attorney Michael Butera, Luzerne County Solicitor Germaine Helcoski, Lackawanna County Deputy Controller Reggie Mariani, Lackawanna County Chief Internal Auditor Councilwoman Jane Walsh Waitkus Attorney Don Frederickson, Lackawanna County Solicitor Michelle Bednar, Luzerne County Controller Mark Majikes, Luzerne County Deputy Controller ITEM 1: PUBLIC COMMENTS: None. (Patrick O Malley, Chairman) ITEM 2: APPROVAL OF MINUTES: (Patrick O Malley, Chairman) To accept and approve the minutes of the May 23, 2018 Bi-County Airport Board Meeting minutes. ITEM 3: SERVICE REPORT: (John Bartorillo, MLB Advertising) John Bartorillo, partner in MLB Advertising, AVP s Marketing Consultant gave a brief presentation on the marketing initiatives we will be working on. ITEM 4 AIRPORT ACTIVITY REPORT: (Carl R. Beardsley, Jr., Executive Director) Mr. Bartorillo discussed the upcoming Park & Fly rewards program which will be unveiled to our customers; banners have been placed around the terminal with valuable information for customers; buses have been wrapped promoting new American service to Chicago; and TV spots used for various message promoting service from AVP. June 2018 showed many positive signs; June 2018 was second highest enplanement on record, with only June 2017 being higher. Also, comparing the last five (5) years of 2014 through 2018 and averaging them, we had a 10% increase to enplanements. Mr. Beardsley also reported that both the new American service to Chicago, and the existing United service to Chicago are seeing 85 and 83 percent load factors, respectively.

AIRPORT ACTIVITY REPORT Cont d ITEM 5 AWARDS and PERSONNEL (Carl R. Beardsley, Jr., Executive Director) New York license plate data is up 10% from our June 2017 date. Also, worthy of noting is the local parking frequency has grown 12% compared to last year. A. Information Technology Policy Request the Airport Board approve an Acceptable Use of Information Technology Resource Policy. This policy provides for access to information technology (IT) resources and communication networks within a culture of openness, trust, and integrity. Additionally, the Wilkes-Barre/Scranton International Airport is committed to protecting itself and its staff from unethical, illegal, or damaging actions by individuals using these systems. To authorize the policy. Unanimous B. Personnel Recommend a change of position for Todd Kuna, 418 Wyoming Ave., Dupont, PA 18641, from the position of Maintenance to Lead Fireman, effective September 2, 2018. To approve the personnel change of position. AIRPORT FINANCIAL REPORT: (Gary Borthwick, Assistant Airport Director) A. Financial Report (1) Revenue Expense Report. As noted on the attached profit/loss statements, for the month of June 2018, Airport Operations had a net income totaling $100,850.00 compared to a net income of $109,951.00 in June 2017, which is a difference of $9,101.00. Year to date, our net income through June 2018 is $312,811.00 compared to a net loss of $47,081.00 through June 2017 which is a difference of $265,730.00. Invoices received since the last meeting for supplies and services totaling $2,536,425.95 are presented on the attached sheets for review and approval of the Board. These invoices include major construction project costs of $2,228,593.17. (2) Project Invoices. The following Airport Capital Project Invoices and Applications for Payment have been received since the last Board Meeting and are recommended for payment.

AIRPORT FINANCIAL REPORT Cont d Demolish Old Terminal Building ACP 13-02 1 TSE Inc. $ 161,213.57 Application #6, dated July 16, 2018, for Construction. Security Cameras & Card Readers ACP 14-01 Johnson Controls $6,464.87 Invoice #41170907, dated June 25, 2018, for Access Control Material. Parking Garage Maintenance ACP 14-03 Desman Associates $17,451.91 Invoice #17-146, dated July 31, 2017, for Design. Upgrade Electronic Exit Lane Systems ACP 14-04 Check Video $43,527.00 Invoice #PJIN004147, dated June 27, 2018, for System Commissioning. Relocate TSA Checkpoint ACP 15-031 Scranton Electric Heating & Cooling $ 2,941.00 Application #6, dated July 16, 2018, for Fire Suppression &Plumbing. Scranton Electric Heating & Cooling $ 793.00 Application #6, dated July 16, 2018, for Mechanical. D&M Construction $62,843.70 Application #6, dated June 20, 2018 for Construction. Rehabilitate Taxiway B & D (West) ACP 16-01 New Enterprise Stone & Lime Co., Inc. $1,930,695.30 Application #4, dated July 16, 2018, for Construction. Wildlife Assessment Survey ACP 17-06 USDA $2,662.82 Invoice #3002813556, dated July 6, 2018, for Survey. The following PFC transfers are recommended for Airport Board approval. PFC Drawdown #2018/6 (Check #1080). Demolish Old Terminal Project #09# 09-015 015 TSE, Inc. $ 80,606.79 CIP 19613-02

AIRPORT FINANCIAL REPORT Cont d Security Cameras & Card Readers Project #09-011 011 Johnson Controls $6,464.87 CIP 19614-01 Upgrade E Lane Project #12-005 Check Video $43,527.00 CIP 19614-04 Wildlife Assessment Survey Project #12-008 USDA $ 2,662.82 CIP 19617-06 Rehab Taxiways B & D Project #12-007 New Enterprise Lime & Stone Co., Inc. $ 96,534.77 CIP 19616-01 Request the Airport Board approve the above transactions, payments, and transfers as indicated. Commissioner Jerry Notarianni ITEM 6 ENGINEERING NEERING REPORT: (Steve Mykulyn, P.E., Director of Engineering) A. Change Order Terminal Demolition Phase 3, Site Restoration Recommend the Airport Board ratify the approval of Change Order #1, increasing our contract with TSE, Inc., $207,588.40 from $1,093,111.75 to $1,300,700.15. This change order covers the additional costs incurred as follows: Increases in the contract scope at the request of the Airport including; removal of additional asphalt paving to provide for better transitions between new areas and existing pavements and to accommodate the installation of new concrete pavements in the Ground Service Equipment (GSE) parking area and the change of asphalt pavement in the GSE parking areas to concrete pavement to eliminate future problems with rutting. Additional increases in the contract scope to accommodate unforeseen field conditions or additional work required but not covered by the original bidding, these include: Removal of additional duct bank encountered; Installation of additional storm water piping, installation of an additional inlet and relocation of an inlet to accommodate changes in the blast fence foundation design; Relocation of security fence to accommodate drainage work; changes in the blast fence foundation to accommodate existing field conditions; and additional topsoil required in lawn areas. We request that the Board ratify the approval of this change order.

ENGINEERING REPORT Cont d To approve the change order. B. Award Upgrade Airfield Lighting Bids for the "Upgrade Airfield Lighting Computers and Controls project were opened on Thursday, July 19, 2018 at 2:00 P.M. in the Airport Board Room by Airport Administration and Luzerne County Controller Michelle Bednar and Luzerne County Deputy Controller Mark Majikes. Two (2) bid packages were received and are tabulated below: Everon Electrical $59,908.00 Walsh Electrical, Inc. $55,000.00 Our consultant for the project, Borton-Lawson, tabulated and reviewed the bids and has recommended award to the low bidder, Walsh Electrical, Inc., 927 N. State St., Clarks Summit, PA. This project is being funded through our Passenger Facility Charge Program. Recommend the Board approve the award of this bid. To approve the award of this bid. C. Contracts 1. Taxiway B Extension (Runway 4 Approach End) a. Recommend the Airport Board approve the Contract between the Wilkes-Barre/Scranton International Airport and McFarland-Johnson, Inc., Binghamton, NY for Taxiway B Extension (Runway 4 Approach End), Phase I, Environmental and Preliminary Engineering Design, subject to FAA, Pennsylvania Department of Transportation - Bureau of Aviation and solicitor s concurrence. This project is being funded 90% FAA, 5% PA DOT-BOA with 5% Local share covered by our PFC collections. Total contract cost for this phase is $457,748.00. This fee is supported by an Independent Fee Estimate. To approve the contract. Mr. Pedri asked Mr. Mykulyn to show where, on the visually displayed map, the extension is located. Mr. McGinley asked Mr. Mykulyn how the fee estimate is supported. Mr. Mykulyn reported that first a work scope for the project is negotiated with the selected consultant. Then the Airport hires a separate consultant, not associated with the project, to complete and Independent Fee Estimate (IFE) based on reasonable time and fees associated with that work scope. At the same time the selected consultant is preparing their Fee Proposal. Mr. McGinley asked what would happen if the proposal came in higher than the IFE estimate. Mr. Mykulyn said the airport would go to preferred consultant and

ENGINEERING REPORT Cont d express that their fee was excessive and ask them to adjust their fee schedule and/or give an explanation of why there would be a discrepancy. b. Recommend the Airport Board approve the attached Non-Federal Preliminary Design Reimbursable Agreement between the Department of Transportation Federal Aviation Administration and Luzerne and Lackawanna Counties, Wilkes-Barre/Scranton International Airport, subject to solicitor s concurrence and the award and acceptance of a Federal Aviation Administration Grant. The purpose of this Agreement is to provide preliminary engineering design services related to NAVAIDs relocation that may be required for the Airport s Taxiway B Extension (Runway 4 Approach End) Project. This project is being funded 90% FAA, 5% PA DOT-BOA with 5% Local share covered by our PFC collections. Amount under this agreement is not to exceed $48,010.28 for this phase. To approve the agreement. Commissioner Jerry Notarianni 2. Taxiway D (East) Recommend the Airport Board approve the Contract between the Wilkes- Barre/Scranton International Airport and C&S Companies, Inc., Syracuse, NY for Taxiway D (East) Rehabilitation, Phase I, Design, subject to FAA, Pennsylvania Department of Transportation Bureau of Aviation and solicitor s concurrence. This project is being funded 90% FAA, 5% PA DOT-BOA with 5% Local share covered by our PFC collections. Total contract cost $379,500.00. This amount is supported by an Independent Fee Estimate. To approve the contract. 3. Upgrade Airfield Lighting Computers and Controls Recommend the Airport Board approve the Contract between the Wilkes- Barre/Scranton International Airport and Walsh Electrical, Inc., Clarks-Summit, PA for the "Upgrade Airfield Lighting Computers and Controls project subject to solicitor s concurrence in the amount of $55,000.00. The costs of this project are being funded through our PFC collections. To approve the contract.

ENGINEERING REPORT Cont d D. Projects ACP 13-02 Demolition Old Terminal Building Design Services: Borton-Lawson Engineering Environmental Remediation: Sargent Enterprises, Inc. Building Demolition: Smart Recycling, Inc. Site Restoration: TSE, Inc. The blast fence components were delivered this week and we expect that the erection of the fence will begin on Monday and be completed before the end of the week. Work remains on the chain-link fence and electrical. Current Project Costs are approximately $2,413,400.00 Project payments to date represent approximately 75.89% of total Funding: State Capital Fund Grant, Airport Generated PFC Funds ACP 14-03 Parking Garage Maintenance Design Services: Desman Associates Construction: Krisha Construction, Inc. Construction Monitoring: Desman Associates Work on the parking garage maintenance repairs is underway and progressing well. It is anticipated that construction will run into October to completion. Operations and Security Staff continue to work with the Contractor on closing off parking spaces for the work to progress. Current Project Costs are approximately $750,000.00 Project payments to date represent approximately 33.38% of total Funding: State Capital Grant, Airport Funds ACP 15-02 Master r Plan Update and Airport Layout Plan (ALP) Update Consultant: McFarland-Johnson, Inc. We are working on completing estimates for additional projects to include in the Master Plan schedule and financing. Current Project Costs are approximately $927,688.00. Project payments to date represent approximately 87.61% of total Funding: Federal AIP, State Aviation Grant, Airport Generated PFC Funds ACP 15-03 Relocate TSA Checkpoint Preliminary Study & Estimate: McFarland-Johnson Checkpoint Relocation: Fennick McCredie Architecture, Ltd. General Construction: D&M Construction Unlimited, Inc. Fire Suppression & Plumbing Construction: Scranton Electric Heating & Cooling Services, Inc. Mechanical (HVAC) Construction: Scranton Electric Heating & Cooling Services, Inc. Electrical Construction: Everon Electrical Contractors, Inc. Construction Monitoring: Fennick McCredie Architecture, Ltd. Final payments have been made to each of the Contractors and we will be closing out the contract with the Consultant in the coming weeks. Current Project Costs are approximately $1,194,821.00. Project payments to date represent approximately 98.10% of total. Funding: State Capital Grant, Airport Capital Funds.

ENGINEERING REPORT Cont d ITEM 7 OTHER MATTERS: (Carl R. Beardsley, Jr., Executive Director) ACP 16-01 Taxiways B & D (West) Rehabilitation Design Services Consultant CDI - L.R. Kimball. Contractor Popple Construction Construction Monitoring McFarland-Johnson, Inc. Work continues on the project with taxiway lighting, milling, drainage, grading and sub-base placement in the mid-field work area. Rock excavation and weather have slowed progress through this phase. We are working with the Contractor to move forward with the schedule and reopen areas closed to traffic so that we can proceed into the next phase of work. Current Project Costs are approximately $10,057,867.00 Project payments to date represent approximately 45.70% of total Funding Federal AIP, State Aviation Grant and Airport Generated PFC Funds ACP 17-08 Upgrade Airfield Lighting Computers and Controls Design Services Borton-Lawson Engineering Bids for the project were received and reviewed. Award recommendation has been made at today s meeting and we will work to set up pre-construction meetings with the Contractor and begin the process of submitting and reviewing shop drawings. Current Project Costs are approximately $64,900.00 Project payment to date represents approximately 11.70% of total Funding Airport Generated PFC Funds Mr. Beardsley informed the Board that one of our car rental tenants, Hertz Corporation, is expanding their service and are now also offering their sister company, Dollar Car Rental at AVP. This brings the number of car rental companies offered at AVP to six (6): Avis, Budget, Dollar, Enterprise, Hertz, and National. Mr. Beardsley also introduced Marywood University student Elal Alhowsawi. Elal, who is an Aviation Management student at Marywood, will be interning at AVP through October. ITEM 8 ADJOURNMENT: (Chairman) ON: It is recommended to adjourn the meeting. Unanimous The meeting was adjourned at 11:19 A.M.