METROPOLITAN TRANSIT AUTHORITY OF HARRIS COUNTY, TEXAS MINUTES OF A MEETING OF THE BOARD OF DIRECTORS. October 26, 2017

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1 METROPOLITAN TRANSIT AUTHORITY OF HARRIS COUNTY, TEXAS MINUTES OF A MEETING OF THE BOARD OF DIRECTORS I. CALL TO ORDER 1 October 26, 2017 A meeting of the Board of Directors of the Metropolitan Transit Authority of Harris County, Texas ("METRO") was held on October 26, 2017, at 1900 Main Street, Houston, TX in the board room on the 2nd floor. Chair Carrin F. Patman presided over the meeting. The following directors were present: Carrin Patman, Chair (City of Houston) Lisa Castaneda (Harris County) 2 Don Elder (Multi-Cities ) 3 Lex Frieden (City of Houston) Sanjay Ramabhadran (City of Houston) Jim Robinson, First Vice Chair (Harris County) Cindy Siegel, Second Vice Chair (Multi-Cities) Christof Spieler (City of Houston) Troi Taylor, Secretary (City of Houston) 4 Chair Patman called the meeting to order at 10:02 a.m. It was determined that all members of the Board of Directors were present, except for Ms. Castaneda and Messrs. Elder and Taylor, and that the required notice of the meeting had been given and that a quorum was present. II. APPROVAL OF THE MINUTES Chair Patman called for a motion to approve the minutes of the Board of Directors meeting on September 28, Upon motion duly made by Mr. Ramabhadran, and seconded by Mayor Siegel, such minutes were unanimously approved as presented at the meeting. 5 III. PUBLIC COMMENTS As the next order of business, Chair Patman turned to the receipt of comments from the public. First, Mark Smith provided comments on METRO's planned debt restructuring and requested additional notices and public hearings on any future bus rerouting and service changes. David Tidmore expressed his appreciation for the excellent customer service that he recently received from three METRO employees. He also noted certain service issues with bus route No. 68. Next, Keyunna Sweatt complained about the on-time performance of buses on routes Nos. 4 and 68, as well as instances of buses passing customers by for service. President Thomas C. Lambert asked Chuck Berkshire, METRO's Senior Director of Bus Maintenance, to meet with Ms. Sweatt to further discuss her concerns. Dominic Mazoch commented on the use of customer advisory boards or committees by other metropolitan transit authorities and suggested that the Board consider appointing a member of the public who regularly uses transit to each of its standing committees to provide advice and recommendations on matters of customer concern. Mr. Mazoch also suggested that METRO utilize ham radios for backup communications during emergency situations and noted that certain buses are not pulling up close enough to the curbs for passenger pickup. Ms. Christina Ortega requested an additional bus stop on bus route No. 56 near I-45 and 1 Motions: to ; Resolutions: to Ms. Castaneda joined the meeting at 10: 11 a.rn., during public comments. 3 Mr. Elder joined the meeting at 10:03 a.m., during public comments. 4 Mr. Troi Taylor joined the meeting at 10:05 a.m., during public comments. 5 Motion Page 1 of 5

2 Airline to reduce the distance that certain customers have to walk to obtain service. Mr. Lambert asked Roberto Trevino, METRO's Executive Vice President, Planning, Engineering and Construction to meet with Ms. Ortega to further discuss her request. Next, Mike McMahon advocated for continuing the redesign of Houston's entire transit system. Chair Patman asked Mr. McMahon to document his ideas and suggestions on METRO's website as part of the METRONext process. Finally, Trinidad Renteria provided general comments and also asked METRO to help increase student awareness about METRO's free student fares as part of its Hurricane Harvey recovery efforts. IV. PRESIDENT & CEO REPORT Mr. Lambert reported on the following items: METRO's participation and promotion of its services during Texas Southern University's ("TSU") annual homecoming celebration and METRO's partnership with TSU and University of Houston to offer students free rides on METRO to home football games. The second annual Texas Mobility Summit recently held in Houston. A video of Mr. Lambert's ride on the 161 Wilcrest Express bus interacting with and obtaining feedback from customers. METRO's preparation to transport customers to World Series home games and watch parties, including free rides on METRO Rail. V. CHAIR REPORT Next, Chair Patman expressed her appreciation to the County Commissioners Court for recognizing METRO's efforts to assist with the community's recovery following Hurricane Harvey, including the free jury shuttle provided by METRO to temporary court locations. She also thanked the METRO staff for their outstanding service and continued efforts to work closely with the American Red Cross to assist with transit needs as hurricane relief shelters were consolidated and/or closed and for providing additional shuttle services to numerous customers to medical appointments, pharmacies and other critical locations. Chair Patman also encouraged customers to use METRO's free rides to the polls for early voting and on election day and to the World Series home games and watch parties. In addition, she noted that METRO plans to wrap a train with the "Let's Go Astros and Ride METRO" message, to further illustrate METRO's community support as well as ridership promotion. VI. MONTHLY WORKING COMMITTEE REPORTS At Chair Patman's request, the chairs of the working committees of the Board of Directors reported on their committee meetings during October. 6 Finance & Audit Committee: A meeting was held on October 23, 2017 to review the monthly financial, investment and compliance reports, a proposed amendment to the Non Union Pension Plan providing for employee and non-employee committee members and the appointment of Heidi Davis as a member of the Non-Union Pension Plan. The Committee was also briefed on management's plans to request Board approval in the future of an extension ofmetro's commercial paper facilities and METRO's Investment Policy and Broker/Dealer list for fiscal year Mayor Siegel commented on the slight decline in sales tax revenues in comparison to fiscal year She also addressed a public comment on METRO's debt restructuring, explaining that METRO has healthy cash 6 The Administration Committee did not meet during October. Page 2 of 5

3 reserves and that METRO is restructuring certain debt, in similarity with many other governmental entities, to obtain better financing terms which will result in savings to the agency. She further observed that, as a result of the Board's conservative financial planning and budgeting and additional $10 million reserve requirement, METRO remains in good financial position despite the expenses and damages it suffered due to Hurricane Harvey. Capital & Strategic Planning Committee: A meeting was held on October 19, 2017 to discuss the proposed January 2018 Service Change. Public Safety, Customer Service & Operations Committee: A meeting was held on October 18, 2017 to discuss various items including: the exercise of a one year option to extend the term of METRO's contract with First Transit, Inc. for turnkey operation of the Northwest Bus Operating Facility; ratification of emergency fuel procurement during Hurricane Harvey; a temporary extension of the contract with Universal Protection Service for non-commissioned security services; and an amendment to the HOT Lanes Toll Policy to allow Harris County Toll Road Authority to provide tolling and collection services to METRO under Chapter 284 of the Texas Transportation Code, effective upon approval by the Texas Department of Transportation. Chair Patman then noted that Judge Emmett commended Mr. Lambert on his stellar performance and leadership during the Hurricane Harvey recovery efforts. Mr. Lambert also read a letter from K. Jane Williams, the acting Administrator of the Federal Transit Administration, thanking the entire METRO team for their exemplary service to the community following Hurricane Harvey. VII. BRIEFING Mr. Tim Kelly, Executive Vice President of Operations, Public Safety and Customer Service, briefed the Board on Hurricane Harvey Damage and Recovery Efforts. VIII. CONSENT AGENDA ITEMS Chair Patman then called for approval of consent agenda items 7 through 12. Mr. Elder moved, seconded by Mr. Taylor, to approve the items en bloc. The motion was unanimously approved. 7 Resolution (Agenda Item 7): Approval of a resolution approving and accepting the October 2017 working committee reports, including the financial and investment reports. The motion was unanimously approved. A copy of the approved Resolution ( ) has been included in the official record. Resolution (Agenda Item 8): Approval of a resolution authorizing an amendment to the Non-Union Pension Plan and appointing Heidi Davis as a member of the committee for the Non-Union Pension Plan. A copy of the approved Resolution ( ) has been included in the official record. 7 Motion Page 3 of 5

4 Resolution (Agenda Item 9): Approval of a resolution authorizing the President & CEO to negotiate and execute a one-year option with First Transit, Inc., for turnkey operation of the Northwest Bus Operating Facility; and to increase the contract amount. A copy of the approved Resolution ( ) has been included in the official record. Resolution (Agenda Item 10): Approval of a resolution ratifying the emergency procurement of diesel fuel with Rockport, Inc., in connection with Hurricane Harvey. A copy of the approved Resolution ( ) has been included in the official record. Resolution (Agenda Item 11 ): Approval of a resolution authorizing the President & CEO to increase the maximum amount under the contract with Universal Protection Service LP for non-commissioned security services. A copy of the approved Resolution ( ) has been included in the official records. Resolution (Agenda Item 12): Approval of a resolution amending the METRO HOT Lane Policy. A copy of the approved Resolution ( ) has been included in the official records. IX. EXECUTIVE SESSION 8 At Chair Patman's request, the Board of Directors went into executive session pursuant to the Texas Government Code , , and to seek advice from counsel on legal matters and to consider matters related to pending and potential litigation; to deliberate on matters concerning real property; to deliberate on certain personnel matters and to consider a new employment contract for the President and Chief Executive Officer of METRO; and to deliberate regarding security devices. No action was taken or voted on in executive session. X. PRESIDENT & CEO EMPLOYMENT AGREEMENT Chair Patman reconvened the meeting at 11 :42 a.m. She called for consideration and possible action of Item 13 by the Board. Resolution (Agenda Item 13): Mr. Robinson moved, seconded by Mr. Taylor, that the Board of Directors of METRO authorize the Chair of the Board to negotiate and execute a contract with Thomas C. Lambert to continue his employment with METRO as President & CEO, consistent with the terms and conditions as discussed by the Board of Directors in executive session. The Board of Directors unanimously approved the motion. A copy of the approved Resolution ( ) has been included in the official record. 9 XI. FUTURE MEETING The next regular meeting of the Board of Directors will be held on Thursday, November 16, 2017, at 10:00 a.m. at 1900 Main Street, in the Board office on the second floor. XII. ADJOURNMENT 8 The executive session convened at 10:58 a.m. and adjourned at 11 :40 a.m. 9 Motion Page 4 of 5

5 There being no further business before the Board, Chair Patman adj oumed the meeting at 11:45 a.m. Respectfully submitted, Cydoni V. Fai Executive Vi President, General Counsel and Assistant Board Secretary Page 5 of 5