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STATEMENT OF PROCEEDINGS FOR THE REGULAR MEETING OF THE FOOTHILL TRANSIT ADMINISTRATIVE OFFICE 2ND FLOOR ROOM 100 SOUTH VINCENT AVENUE WEST COVINA, CALIFORNIA 91790 Friday, 8:00 AM CALL TO ORDER 1. Call to order. (13-4953) The meeting was called to order by Vice Chair Paula Lantz at 8:02 a.m. PLEDGE 2. Pledge of Allegiance. (13-4954) The Pledge of Allegiance was led by Vice Chair Paula Lantz. ROLL CALL 3. Roll call. (13-4955) Roll call was taken by Mr. Garen Khachian, Staff, Board of Supervisors Executive Office, Commission Services Division. Present: Vice Chair Paula Lantz, Treasurer Carol Herrera, Member Michael De La Torre, Member Margaret McAustin and Member Peggy A. Delach I. ADMINISTRATIVE MATTERS 4. Approval of the minutes for the Regular Meeting of the Executive Board of September 27, 2013. (13-4956) On motion of Member Michael De La Torre, seconded by Member Margaret McAustin, the minutes for the Regular Executive Board Meeting of September 27, 2013 were approved by the following vote:

Ayes: Abstentions: 4-1 - Vice Chair Paula Lantz, Treasurer Carol Herrera, Member Michael De La Torre and Member Margaret McAustin Member Peggy A. Delach II. PRESENTATIONS 5. 5.1 Contractors Employee Recognition (13-4957) Dan Mckeehan, General Manager, First Transit, introduced and recognized the following Arcadia location First Transit Operator of the Month and Employee of the Quarter: Sandra Rivera, Operator of the Month (October 2013) Christian Thomas, Employee of the Quarter (1st Quarter) Jim Marshall, General Manager, First Transit, introduced and recognized the following Pomona location First Transit Operator of the Month and Employee of the Quarter: Carlos Criss, Operator of the Month (October 2013) Diane Pree, Employee of the Quarter (1st Quarter) After discussion, by common consent and there being no objection, this item was received and filed. 5.2 New and Promoted Staff (13-4958) Doran Barnes, Executive Director, Foothill Transit, recognized the following Foothill Transit newly hired staff and promoted staff: New Hires Sarah Tseng, Quality Assurance Analyst Tanya Pina, Operations Contract Manager Promotion Hector Ortega, Safety Compliance Coordinator After discussion, by common consent and there being no objection, this item was received and filed. Page 2

III. PUBLIC COMMENT 6. Public Comment. (13-4959) Barrick J. Neill, Regional Vice President, Veolia Transportation addressed the Board. Heidi McNary, Vice President Sales and Marketing, Proterra addressed the Board. IV. CONSENT CALENDAR 7. SEPTEMBER 2013 FINANCIAL STATEMENTS AND INVESTMENT SUMMARY Recommendation: Receive and file the September 2013 Financial Statements and Investment Summary for Fiscal Year 2014. (13-4960) unanimously carried, this item was received and filed. 8. OCTOBER 2013 LEGISLATIVE SUMMARY Recommendation: Receive and file the October 2013 Legislative Summary. There are no recommended positions on bills this month. (13-4961) unanimously carried, this item was received and filed. 9. RESOLUTION ADOPTING MEETING SCHEDULE FOR 2014 Recommendation: Adopt Resolution No. 2013-02 Board Meeting Schedule for 2014. (13-4962) unanimously carried, this item was adopted. 10. FOOTHILL TRANSIT MAJOR SERVICE CHANGE, FARE CHANGE, DISPROPORTIONATE BURDEN AND DISPARATE IMPACT POLICIES Recommendation: Adopt the recommended Major Service Change, Fare Page 3

Change, Disproportionate Burden and Disparate Impact Policies. (13-4963) unanimously carried, this item was adopted. 11. REQUEST TO ISSUE INVITATION FOR BIDS (IFB) NO. 14-014 - PUENTE HILLS TRANSIT STORE REMODEL Recommendation: Authorize the Executive Director to Issue IFB No. 14-014 for the expansion and remodel of the Puente Hills Transit Store. (13-4964) 12. CONTRACT AMENDMENT - INSPECTION, REMOVAL AND RE-INSTALLATION OF SMARTBUS EQUIPMENT Recommendation: Authorize the Executive Director to approve Amendment No. 1 to Contract No. 13-023 with ACS/Xerox in the amount of $407,130.05 to: a. Inspect, remove and re-install 47 sets of vehicle SMARTBus equipment from retired coaches and install them on 47 newly procured coaches; and b. Provide 17 sets of new vehicle SMARTBus equipment and install them on 17 new procured coaches. c. Provide engineering to develop a new radio code plug to interface 17 new Motorola radios into Foothill Transit s system. (13-4965) 13. CONTRACT AMENDMENT - WEBSITE DEVELOPMENT Recommendation: Approve an amendment to the Pulsar Advertising General Marketing Contract (No. 12-038) in the amount of $96,500 for the technical construction of the website redesign of foothilltransit.org to include backend programming required to execute a mobile first user interface, customized content management, and design execution. (13-4966) Page 4

14. CONTRACT EXTENSION - GENERAL LEGAL SERVICES Recommendation: Authorize the Executive Director to execute an amendment to Contract 06-011 for legal services with Darold D. Pieper, Attorney at Law, extending the contract for an additional five years. (13-4967) 15. CONTRACT EXTENSION - SPECIAL LEGAL SERVICES Recommendation: Authorize the Executive Director to execute an amendment to contract 07-017 for legal services with Thompson Coburn LLC, Attorneys at Law, revising the fee structure and extending the contract for an additional five years. (13-4968) 16. CONTRACT AWARD - PRODUCTION OF BUS LIVERY, INSTALLATION OF BUS LIVERY AND DECALS AND COMPLETE REPAINTING OF BUSES Recommendation: Authorize the Executive Director to negotiate final contract terms and conditions and execute a contract with:1) B2B Media in the amount of $67,634.00 for the production of bus livery; 2) Complete Coach (CCW) in the amount of $675,315.20 for the installation of bus livery and decals, and total repainting of 56 Foothill Transit buses including bus pick-up and delivery of buses. (13-4969) V. DISCUSSION ITEMS (REGULAR AGENDA) 17. CONTRACT AMENDMENT - FOOTHILL TRANSIT CNG FUELING STATIONS Recommendation: Authorize the Executive Director to: 1. Execute Agreement 14-012 with Clean Energy, which extends the term of lease Agreement 01-024 through June 30, 2025 and reduces the rate for operation and maintenance of Foothill Transit s Pomona CNG station from $0.7768 per gallon to $0.2790 per Page 5

gallon effective November 1, 2013, subject to annual CPI increases beginning on July 1, 2015; and 2. Execute Amendment No. 3 to Foothill Transit s Agreement No. 05-006 with Clean Energy extending the term of the agreement through June 30, 2025 and increasing the rate for operation and maintenance of Foothill Transit s Arcadia CNG station from $0.2215 per gallon to $0.2790 per gallon effective November 1, 2013 subject to annual CPI increases beginning on July 1, 2015. (13-4970) La Shawn Gillespie, Director of Customer Service and Operations, presented this item and reported the following: Clean Energy designed and built the Compressed Natural Gas (CNG) fuel station at the Pomona Operations and Maintenance Facility in 2001. Foothill Transit leased the station built on Foothill Transit property from Clean Energy. Foothill Transit's agreement with Clean Energy for operation and maintenance of the CNG station in Pomona expires in May 2017. A contract was awarded to Clean Energy to build a CNG station at Foothill Transit's Arcadia Operations and Maintenance Facility in 2005. The Arcadia CNG station is owned by Foothill Transit with maintenance provided by Clean Energy. The contract for Arcadia CNG station expires in June 2015. The Pomona CNG station is now the property of Foothill Transit. Clean Energy has submitted a proposal to Foothill Transit to implement a new operation and maintenance rate of $0.2790 per gallon for both facilities and extending the term of both agreements through June 30, 2025. The new rates would reduce Foothill Transit's cost for CNG from an average of $0.4992 per gallon to an average of $0.2790 per gallon. At current usage levels, savings is estimated at $1.2 million annually. Board members were impressed with the savings included in the new contract. On motion of Treasurer Carol Herrera, seconded by Member Michael De La Torre, Page 6

18. MANAGEMENT COMPENSATION PROGRAM MODIFICATIONS AND STAFFING ADDITIONS Recommendation: Authorize the Executive Director to implement changes to the management compensation program as noted below. (13-4971) Doran Barnes, Executive Director, Foothill Transit presented this item and reported the following changes to be implemented to the management compensation program: The position of Procurement Coordinator changed to Procurement Manager. The position of Procurement Assistant (Part Time) to be re-classified to full time Records Specialist. The creation of the position of Director of Customer Relations to enhance Foothill Transit's interactions with customers. The addition of one Maintenance Quality Assurance Inspector position. Transit Bus passes provided to all Employees and their dependents. Employees and dependents reimbursed annually for flu shot. Creation of Internship program. Board Members stressed the importance of the Director of Customer Relations position. On motion of Member Margaret McAustin, seconded by Treasurer Carol Herrera, 19. PERFORMANCE INDICATORS FISCAL YEAR 2014-1st QUARTER REPORT Recommendation: Receive and file the Performance Indictors Quarterly Report. (13-4972) Joe Raquel, Director of Planning, presented this item and reported the following: Foothill Transit's focus is on the following goals to accomplish its mission: Goal #1 Operate a Safe Transit System Preventable Accidents per 100,000 Miles Page 7

Goal #2 Provide Outstanding Customer Service Complaints per 100,000 Boardings Schedule Adherence Average Hold Time Average Miles between Service Interruptions Goal #3 Operate an Effective Transit System Boardings per Vehicle Service Hour Average Weekday Boardings Goal #4 Operate an Efficient Transit System Average Cost per Vehicle Service Hour Fare Box Recovery Foothill Transit has achieved four of nine key performance indicators for the 1st Quarter of Fiscal Year 2014. The indicators met for the quarter are: Preventable Accidents per 100,000 Miles; Boardings per Vehicle Service Hours; Average Cost per Vehicle Service Hour and Fare Box Recovery ratio. Foothill Transit will continue to work to reduce the numbers of Preventable Accidents per 100,000 miles Complaints per 100,000 Boardings and improve schedule Adherence. On motion of Member Michael De La Torre, seconded by Member Margaret McAustin, 20. FOOTHILL TRANSIT ARCADIA FACILITY SERVICE AND MAINTENANCE REVIEW Recommendation: Receive and file a report on on-street service and fleet and facility maintenance at Foothill Transit s Arcadia Operations and Maintenance facility. (13-4973) LaShawn Gillespie, Director of Customer Service and Operations, presented this item and reported the following: First Transit contract was awarded and began service July 1, 2013 First Transit operates and maintains 15 Foothill Transit lines, 121 Compressed Natural Gas buses and 23 Diesel buses Page 8

The contract stipulates that emphasis will be placed on maintaining courtesy to passengers, maximizing on-time performance, and providing well maintained and mechanically safe vehicles. Dan Mckeehan, General Manager, First Transit, reported that efforts are in place to make improvements in all areas addressed by the Board with focus on improving on time-performance, Fleet maintenance performance, preventable accidents performance and missed service. Board Members noted the improvements, stressed the importance of continuing the improvements, and requested that a progress report of improvement be provided to the Board Members on a monthly basis. Board Members stressed the importance of having tangible results. On motion of Member Michael De La Torre, seconded by Member Peggy Delach, VI. EXECUTIVE DIRECTOR COMMENT 21. Comments by Mr. Doran Barnes, Executive Director, Foothill Transit Executive Board. (13-4974) Mr. Barnes reported the following: The Strategic Planning Workshop for Foothill Transit is scheduled for February 21, 2014. A special meeting of the Foothill Transit Governing Board is scheduled for Wednesday, October 30, 2013 at 7:45 a.m. Immediately after this scheduled Governing Board meeting, the new livery will be introduced to the Governing Board and the public. The next regular meeting of Foothill Executive Board scheduled for November 29, 2013 has been cancelled. A special meeting of the Foothill Transit Executive Board meeting is scheduled for Friday December 13, 2013. A Special meeting of the Foothill Transit Governing Board meeting is scheduled for Wednesday, December 18, 2013. The ribbon cutting ceremony for the completion of the Industry Park and Ride is scheduled for November 22, 2013. Foothill Transit is marketing an arm band with the logo "Be Seen Be Safe" for Halloween. Page 9

Shawn Chavira, was recognized as one of the top 40 Professionals under the age of 40 by the Mass Transit Magazine. After discussion, by common consent and there being no objection, this item was received and filed. VII. MEMBER COMMENT 22. Comments by Members of the Foothill Transit Executive Board. (13-4975) Treasurer Carol Herrera reported that she attended the American Public Transportation Association (APTA) Annual Meeting held in Chicago, IL. After discussion, by common consent and there being no objection, this item was received and filed. VIII. ADJOURNMENT 23. Adjournment for the, Foothill Transit Executive Board Meeting. (13-4976) There being no further business, the Foothill Transit Executive Board meeting adjourned at 9:00 a.m. Page 10