Peninsula Corridor Joint Powers Board (JPB) Board of Directors Meeting 1250 San Carlos Avenue, San Carlos CA MINUTES OF APRIL 5, 2018

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Peninsula Corridor Joint Powers Board (JPB) Board of Directors Meeting 1250 San Carlos Avenue, San Carlos CA 94070 MINUTES OF APRIL 5, 2018 MEMBERS PRESENT: MEMBERS ABSENT: STAFF PRESENT: J. Bruins (Chair), C. Brinkman, C. Chavez, D. Davis, G. Gillett, J. Gee, C. Stone, M. Zmuda D. Pine J. Hartnett, C. Mau, T. Bartholomew, A. Chan, D. Couch, M. Bouchard, J. Cassman, B. Fitzpatrick, C. Fromson, J. Funghi, B. Grizard, C. Gumpal, D. Hansel, L. Larano, L. Millard, S. Murphy, S. Petty, J. Navarro, E. Scanlon, S. van Hoften, C. Boland 1. CALL TO ORDER/PLEDGE OF ALLEGIANCE Chair Jeannie Bruins called the meeting to order at 10:58 a.m. 2. ROLL CALL Assistant District Secretary Gumpal called the roll. A quorum was present. 3. PUBLIC COMMENT Vincent DeMartell, Palo Alto, spoke regarding bicycles and electric multiple unit design. Curt Relick, Redwood City, discussed the importance of allowing bicycles on board. Scott Yarborough, San Francisco, expressed appreciation for bikes on Caltrain. Vaughn Wolffe, Sunnyvale, discussed electrification and cost of diesel fuel. Elika, Oakland, commented on the processing of written comments to the board. Shirley Johnson, discussed reliability of service and bicycles on board. Roland Lebrun, San Jose, discussed electric multiple units. John Aikin, San Mateo, discussed the importance of having bicycles in view of their owners. Adina Levin, Friends of Caltrain, reported on a 300-person activity conducted regarding train best business planning practices. Lois Kellerman, Mt. View, discussed refunds bicycles that are bumped off trains. Page 1 of 6

4. CONSENT CALENDAR MOTION M/S (Davis Brinkman) moved approval of Consent Calendar items a-f. Vote: 8-0-1 Absent: Pine a. Approval of Minutes of Special Meeting of March 1, 2018 b. Approval of Minutes of March 1, 2018 Amended, Page 5, to state that the next board meeting should be April 5. c. Acceptance of Statement of Revenues and Expenditures for February 2018 d. Receive Key Caltrain Performance Statistics February 2018 e. Receive State and Federal Legislative Update f. Authorize Rejection of Bids for New Control Point at Brittan Avenue 5. CHAIRPERSON S REPORT None. 6. REPORT OF THE CITIZENS ADVISORY COMMITTEE Brian Shaw, Chair of the Caltrain Citizens Advisory Committee, provided highlights of his written report from the last advisory committee meeting. 7. REPORT OF THE EXECUTIVE DIRECTOR Mr. Hartnett referred to his written report provided in the packet. a. Financial Dashboard b. Caltrain Transit and Intercity Rail Capital Program (TIRCP) Update Page 2 of 6

Director of Planning Liz Scanlon, provided a brief overview of the program, scope of the application and the cost of the grant application. Ms. Scanlon and Ms. Bouchard answered questions of board members regarding the connection and interaction with the Gilroy station, timeline for the decision on the award of the grant. Shirley Johnson, San Francisco. Scott Yarborough, San Francisco. Miguel Lopez, San Francisco. Curt Relick, Redwood City. Jeff Carter, Millbrae. Elika, Oakland. Adina Levin, Friends of Caltrain. Andy Chow, San Francisco. c. Peninsula Corridor Electrification Project Monthly Report for February 2018 Chief Officer, CalMod, John Funghi, provided a monthly brief report on the electrification project, most notably, the design of the electrification project, the overhead catenary system design, tracks and power system, interconnection design and finally, a tunnel modification contract, currently out for bid and due back April 18. Finally, 35 pole foundations have been erected in San Bruno. He discussed electric vehicle body welding taking place in Utah. d. Positive Train Control Monthly Report Chief Officer, Rail, Bouchard stated she is pleased with recent interactions with Wabtec. She responded to questions of board members regarding the contract. Mr. Hartnett added that he met with the Federal Railroad Administrative executive recently regarding the Positive Train Control project, responded to a public comment regarding a door not closing on a moving train car, and discussed the High Speed Rail Business Plan and stated he would be commenting on the plan soon. 8. AUTHORIZE THE EXECUTIVE DIRECTOR TO EXECUTE CONTRACT CHANGE ORDERS FOR DELAY IN ISSUING FULL NOTICES TO PROCEED FOR DESIGN BUILD CONTRACT WITH BALFOUR BEATTY, INC. AND ELECTRIC MULTIPLE UNIT (EMU) PROCUREMENT CONTRACT WITH STADLER AND AWARD OF CONTRACT INCENTIVES IN THE DESIGN BUILD CONTRACT. Chief Officer, CalMod, John Funghi, provided background information on the delay of the contract, discussed the budgeted contract incentives, and recommended award Page 3 of 6

of three change orders, including reinserting the 5.2 percent Disadvantaged Business Enterprise goal, which was inadvertently excluded but budgeted for. Mr. Fungi responded to directors questions regarding contract incentives. Director Gee commented on the Bay Area s robust construction market certain and the incentives that are often necessary in the market. Jeff Carter, Millbrae. M/S (Gillett/Brinkman) moved approval of Resolution 2018-12, Authorizing the Executive Director to Execute Contract Change Orders for Delay in Issuing Full Notices to Proceed for Design Build Contract with Balfour Beatty, Inc. and Electric Multiple Unit Procurement Contract with Stadler U.S., Inc. and Award of Contract Incentives in the Design Build Contract. ADOPTED: AYES - Bruins, Brinkman, Chavez, Davis, Gillett, Gee, Stone, Zmuda ABSENT: Pine 9. AUTHORIZE DELEGATION OF AUTHORITY TO EXECUTIVE DIRECTOR AND CHAIRPERSON OF THE BOARD OF DIRECTORS TO APPROVE CERTAIN REAL ESTATE OFFERS, TRANSACTIONS AND PROPERTY RIGHTS CONVEYANCES Director of Real Estate, Brian Fitzpatrick, clarified questions of the board. A request was made to amend the Resolution No. 2018-14 to include a provision where staff reports back to the board on periodic transactions. M/S (Stone/Davis) moved approval of Resolution 2018-13, Authorizing the Executive Director, in Consultation with the Chairperson of the Board of Directors, to Approve Certain Real Estate Transactions in Connection with Peninsula Corridor Joint Powers Board Capital Projects. M/S (Stone/Davis) moved approval of Resolution 2018-14, Authorizing the Executive Director to Convey Certain Property Rights to Cities Utility Companies and Other Third Parties to Support Peninsula Corridor Joint Powers Board Capital Projects, as amended to direct the Executive Director, or designee, to provide quarterly updates to the Joint Powers Board on transactions entered into pursuant to this resolution. ADOPTED: AYES - Bruins, Brinkman, Chavez, Davis, Gillett, Gee, Stone, Zmuda ABSENT: Pine Page 4 of 6

10. AUTHORIZE EXECUTION OF MEMORANDUM OF UNDERSTANDING WITH STANFORD UNIVERSITY AND FUNDING AGREEMENTS FOR MEMBER AGENCY SUPPORT OF THE CALTRAIN BUSINESS PLAN, AND INCREASING THE CAPITAL BUDGET At that time, Director Brinkman recused herself from the meeting and left the room. Principal Planner, Sebastian Petty, provided a presentation on the overview of the project, a funding update, and next steps to keep the project moving. He discussed the partnership with Stanford University to assist in the delivery of the business plan, including access to technical assistance. Board members inquired about the contract with Stanford, third party contractors and payment therein. Mr. Petty responded to board members. CEO Hartnett thanked Stanford for its willingness to partner in such an important endeavor. Leslie Low, Senior Environmental Planner, Stanford University. Jeff Carter, Millbrae. M/S (Gee/Chavez) moved approval of Resolution 2018-15, Authorizing the Execution of a Memorandum of Understanding with Leland Stanford Junior University and the Execution of Funding Agreements to Receive Up to $1.5 million of Member Agency Support for the Development of the Caltrain Business Plan and Amending and Amending to Increase the Fiscal Year 2018 Capital Budget By $1.5 million for a Total Capital Budget of $72,823,295. ADOPTED: AYES - Bruins, Chavez, Davis, Gillett, Gee, Stone, Zmuda ABSENT: Brinkman, Pine 11. AUTHORIZE ADOPTING OF THE NEGATIVE DECLARATION CALIFORNIA ENVIRONMENTAL QUALITY ACT (CEQA) DOCUMENT FOR THE SAN MATEO SET OUT TRACK PROJECT Project Manager, Rafael Bolon, reviewed the project, which consists of 1,000 feet of replacement track at 25 th Avenue in San Mateo. M/S (Gee/Stone) moved approval of Resolution 2018-16, Adopting Negative Declaration and Approving the San Mateo Set Out Track Project 25 th Avenue Grade Separation. ADOPTED: AYES - Bruins, Brinkman, Chavez, Davis, Gillett, Gee, Stone, Zmuda ABSENT: Pine Page 5 of 6

CORRESPONDENCE Correspondence received was contained in the reading file. Elika, Oakland. BOARD MEMBER REQUESTS Director Gillett requested an election timeline for a potential November ballot measure and a future agenda item on Transit Oriented Development use policy toolbox. DATE/TIME/PLACE OF NEXT REGULAR MEETING: The next meeting will be held Thursday, May 3, 2018 at 10 a.m., 1250 San Carlos Avenue, 2 nd Floor, San Carlos. ADJOURN Adjourned at 12:35 p.m. Page 6 of 6