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SAN FRANCISCO Airport COMMISSION MINUTES August 3, 2010 9:00 A.M. Room 400 - City Hall #1 Dr. Carlton B. Goodlett Place (400 Van Ness Avenue) City and County of San Francisco GAVIN NEWSOM, MAYOR COMMISSIONERS LARRY MAZZOLA President LINDA S. CRAYTON Vice President CARYL ITO ELEANOR JOHNS RICH GUGGENHIME JOHN L. MARTIN Airport Director SAN FRANCISCO INTERNATIONAL Airport SAN FRANCISCO, CALIFORNIA 94128 Minutes of the Airport Commission Meeting of

August 3, 2010 CALENDAR AGENDA RESOLUTION SECTION ITEM TITLE NUMBER PAGE A. CALL TO ORDER: 4 B. ROLL CALL: 4 C. ADOPTION OF MINUTES: Regular meeting of July 20, 2010 10-0254 D. ANNOUNCEMENT BY SECRETARY: 4 E. SPECIAL ITEMS: 1. Retirement Resolution - Michael Ottoboni 10-0255 5 2. Retirement Resolution - Sekio Fuapopo 10-0256 4-5 3. Retirement Resolution - Kit Man Luk 10-0257 5 4. Retirement Resolution - Juan Ayala 10-0258 5 5. Retirement Resolution - Lan Ngoc Trinh 10-0259 5 6. Retirement Resolution - Raymond C. Tsui 10-0260 6 7. Retirement Resolution - Wai Chiu Chu 10-0261 6 8. Retirement Resolution - Vinh Dang 10-0262 6 9. Retirement Resolution - Tom Lau 10-0263 6 10. Retirement Resolution - Yin W. Li 10-0264 6-7 F. ITEMS INITIATED BY COMMISSIONERS: 7 G. ITEMS RELATING TO ADMINISTRATION, OPERATIONS & MAINTENANCE: 11. Award Professional Service Agreement-Contract 8974.9 - C.M. Services - Terminal 3 / B/A Area E Refurbishment - PGH Wong Engineering 10-0265 7-8 12. RFP for Professional Services, Contract 9015.9 - C.M. Services for Replacement Air Traffic Control Tower / Terminal 1 Complex Redevelopment 10-0266 8-9 13. OTA with FAA for Replacement Airport Traffic Control Tower and FAA Offices 10-0267 9-11 H. CONSENT CALENDAR OF ROUTINE Minutes, August 3, 2010, Page 2

ADMINISTRATIVE MATTERS: 14. OTA with TSA for Baggage Screening Safety and Optimization Project 10-0268 11 15. Award Professional Services Contract 8883 - Provide issuing and Paying Agent Services - Deutsche Bank National Trust Company 10-0269 11 16. Award Contract 8924A - Assess Feasibility & Cost to Secure LEED Existing Building Operations and Maintenance Certification at SFO Terminal Complex - Vanasse, Hangen, Brustlin, Inc. 10-0270 11-12 I. NEW BUS8INESS: 12 J. CORRESPONDENCE: 12 K. CLOSED SESSION: Potential Litigation 12 L. ADJOURNMENT: 12 Minutes, August 3, 2010, Page 3

Airport COMMISSION MEETING MINUTES August 3, 2010 A. CALL TO ORDER: The regular meeting of the Airport Commission was called to order at 9:00 AM in Room 400, City Hall, San Francisco, CA. B. ROLL CALL: Present: Absent: Hon. Larry Mazzola, President Hon. Caryl Ito Hon. Eleanor Johns Hon. Linda S. Crayton, Vice President Hon. Richard J. Guggenhime C. ADOPTION OF MINUTES: The minutes of the regular meeting of July 20, 2010 were adopted unanimously. No. 10-0254 D. ANNOUNCEMENT BY SECRETARY: Unanimous adoption of Resolution No. 10-0253 regarding the settlement of the unlitigated claim of Danielle Rinsler in the amount of $215,000 at the closed session of July 20, 2010. E. SPECIAL ITEM: Item Nos. 1 through 10 were called together. They were moved by Commissioner Johns and seconded by Commissioner Ito. The vote to approve was unanimous. Mr. John L. Martin, Airport Director, said that we have 10 custodians retiring. He asked those retirees present to step to the podium (Zeke, Kit Man Luk, Wai, Yin, and Vinh). 1. Retirement Resolution for Mr. Michael Ottoboni No. 10-0255 Resolution thanking Mr. Michael Ottoboni for 30 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Michael Ottoboni began working at SFO in 1980 as a Custodian and was Minutes, August 3, 2010, Page 4

promoted to window cleaner in 1983. He was Window Cleaner Employee of the Year in 1999. 2. Retirement Resolution for Mr. Sekio Fuapopo No. 10-0256 Resolution thanking Mr. Sekio Fuapopo for 29 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Zeke Fuapopo is retiring after 22 years of service. He began as a first level supervisor, or three steps up a supervisory chain. He worked all three shifts and in every facility. He actively participated in Airport activities; served as a Combined Charities Captain; photographer for employee appreciation events and state of the Airport addresses; and Custodial Coordinator for emergency preparedness drills. He helped the Custodial section make the transition in new facilities and he used greener products and safer procedures. Zeke is well known by staff members throughout the Airport. We appreciate his outstanding service over the years. 3. Retirement Resolution for Ms. Kit Man Luk No. 10-0257 Resolution thanking Ms. Kit Man Luk for more than 27 years of faithful service and to offer best wishes for a long and fruitful retirement. Ms. Kit Man Luk began working for the Airport in 1983. Supervisors have always commented on her honesty and her courtesy to the public and to Airport tenants. She has excellent working relationships with her co-workers and supervisors. 4. Retirement Resolution for Mr. Juan Ayala No. 10-0258 Resolution thanking Mr. Juan Ayala for 26 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Juan Ayala started in 1983 and became a supervisor in 1988. He became a second level supervisor a few years later. 5. Retirement Resolution for Mr. Lan Ngoc Trinh No. 10-0259 Resolution thanking Mr. Lan Ngoc Trinh for 24 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Lan Trinh started in 1986. For the past several years he has worked in the BART station, maintaining an excellent level of service there. He was known for his consistent and reliable service. Minutes, August 3, 2010, Page 5

6. Retirement Resolution for Mr. Raymond C. Tsui No. 10-0260 Resolution thanking Mr. Raymond C. Tsui for 24 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Raymond Tsui has worked at the Airport since 1986 and is considered an Airport goodwill ambassador by all who worked with him. He has been a valuable asset during the growth of Airport facilities and most recently employed his exceptional experience and skills with the International Terminal. Raymond has also agreed to be a Travelers Aide volunteer in the I.T. 7. Retirement Resolution for Mr. Wai Chiu Chu No. 10-0261 Resolution thanking Mr. Wai Chiu Chu for 23 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Wai Chiu Chu worked at the Airport since 1986. He has been commended by many of his supervisors for his teamwork, his ability to always get things done and his high level of skill and knowledge. 8. Retirement Resolution for Mr. Vinh Dang No. 10-0262 Resolution thanking Mr. Vinh Dang for 23 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Martin said that Mr. Vinh Dang began his career at the Airport in 1986. He is known for being very responsible, effective, and always willing to assist his coworkers. His supervisors took note of his range of skills and his ability to take on many different assignments at SFO. 9. Retirement Resolution for Mr. Tom Lau No. 10-0263 Resolution thanking Mr. Tom Lau after more than 22 years of faithful service and to offer best wishes for a long and fruitful retirement. Mr. Tom Lau started in 1990 and was 1998 Russell Mayweathers Custodial Employee of the Year. 10. Retirement Resolution for Ms. Yin W. Li No. 10-0264 Resolution thanking Ms. Yin W. Li after more than 20 years of faithful service and to offer best wishes for a long and fruitful retirement. Minutes, August 3, 2010, Page 6

Mr. Martin said that Ms. Yin Li came to the Airport in 1990 and has given 20 years of reliable and committed service over the last seven years. Ms. Li has maintained the Air Train stations as well as assisted in a number of other capacities when required. She had excellent attendance and was a model of reliability. We thank all of these employees for their years of outstanding service. Commissioner Mazzola congratulated and applauded the retirees. Mr. Zeke Fuapopo, on behalf of the retirees, thanked the Commission and the Director for this honor. He also thanked the staff and their boss, Sev Rizzo, for his hard work in making their department so valuable as well as his fellow supervisors and, most importantly, our custodians, especially the ones here today, for their hard work and dedicated service. Thank you. Mr. Raymond Tsui thanked the Director and the Commission. F. ITEMS INITIATED BY COMMISSIONERS: There were no items initiated by Commissioners. G. ITEMS RELATING TO ADMINISTRATION, OPERATIONS & MAINTENANCE: Item No. 11 was moved by Commissioner Johns and seconded by Commissioner Ito. The vote to approve was unanimous. 11. Award Professional Services Agreement - Contract 8974.9 - Construction Management Services for Terminal 3 / Boarding Area E Refurbishment - PGH Wong Engineering, Inc. - $1,757,250 No. 10-0265 Resolution awarding Professional Services Agreement, Contract No. 8974.9, Construction Management Services for Terminal 3 / Boarding Area E Refurbishment, to PGH Wong Engineering, Inc. in an amount not to exceed $1,757,250 for services through August 2012. Mr. Ivar Satero, Deputy Director, Bureau of Design and Construction said that the Commission approved the selection of PGH Wong Engineering as the highest ranked proposer for this project. Airport staff successfully completed negotiations, including billing rates, overhead multipliers, staffing and forecast cost to complete the required to complete the required services within the budget. PGH Wong will work closely with the Airport project management staff and Hensel Phelps Construction, the selected design-builder for the project. Substantial completion is to be achieved by April 2012, just prior to the peak summer travel season. The first phase of services will consist primarily of design management support for the Minutes, August 3, 2010, Page 7

design duration of the design-build contract, and cost/scheduling services. The second phase will provide for construction management and field oversight services once construction begins, following American Airlines relocation into Terminal 2. When actual construction begins they will provide the construction manager, resident engineer, and they will integrate into their team a City field position for inspection services, similar to the T-2 model. It will be a blended approach with City staff and construction management staff. They have committed to 20.5% LBE subcontractor participation against the stated 18% goal. Item No. 12 was moved by Commissioner Johns and seconded by Commissioner Ito. The vote to approve was unanimous. 12. Request for Proposal for Professional Services, Contract No. 9015.9, Construction Management Services for Replacement Airport Traffic Control Tower / Terminal 1 Complex Redevelopment Program No. 10-0266 Resolution authorizing staff to issue a Request for Proposal for Professional Services, Contract No. 9015.9, Construction Management Services for the Replacement Airport Traffic Control Tower / Terminal 1 Complex Redevelopment Program. The contract will provide construction management support services to 1) develop a conceptual plan for Terminal 1, Boarding Area B and integration of the Airport Traffic Control Tower (ATCT) facility into the Terminal 1 Complex; 2) prepare bridging documents to be used as the basis for procuring a design-build contractor for the ATCT and integrated Airport facilities; and 3) design and construction of the ATCT and integrated Airport facilities. Mr. Satero said that this Item provides for the construction management services for the replacement of the Air Traffic Control Tower (ATCT) and the Terminal 1 Complex Redevelopment Program. The CM team will provide services in three primary areas of the program. The first two areas relate to the services to be provided by the Master Architect that is currently in the RFP phase. Their first task is the design of the Terminal 1 Complex to a conceptual plan level of detail to assure that the Tower integration and the FAA offices integration is properly coordinated with the future needs of the Terminal 1 program. The second task is the development of a 45% complete bridging document design set for the Replacement Tower and offices, and SFO facilities integrated with the FAA facilities, for procuring a design-build team to complete the design and construct the project. For these two tasks, the CM team will provide scheduling and cost support, constructability and phasing reviews and project controls. The third area of construction management support will be once the design-builder is on board. They will provide the traditional construction management services which is the project manager, construction manager, project controls, cost/schedule support, special inspection, and any other specialty CM services that we require. Minutes, August 3, 2010, Page 8

The total budget for these services is $4.5 million, which will be funded from both the Federal funding reimbursement for the replacement tower, and from the Airport s Five-Year Capital Improvement Program. The RFP process will follow all Airport procurement procedures, and minimum qualifications will be established as appropriate for the anticipated size and complexity of the project. A Selection Committee will be convened to review the proposals, conduct interviews and score the teams. Staff will return to the Commission with a recommendation to approve the selection of the highest ranked team and authorize negotiations. Given the Federal funding component for these services, we will work with the Airport s Small Business Affairs office to develop a small business program to ensure the participation of local, small and disadvantage businesses. Commissioner Ito asked, relative to the opinion by Planning that the EIR for this proposed project isn t being impacted, do you have some idea what we say because we re covered already and we don t have to go through another process? There should be some savings.. Mr. Satero agreed that there are significant savings. This is the best case scenario that we hoped for. We thought we made a very reasonable case. We could have had to go through a negative declaration process, and worst case a new EIR which would have been a costly process. The fact that we were successful with an EIR addendum to the Master Plan is a significant savings of time and money for us. Commissioner Ito said that it speaks well of the Master Plan.. Mr. Martin noted that it is a 15 year old Planning document that stills stands up. Commissioner Mazzola thought this very exciting and was happy to see it begin. Item No. 13 was moved by Commissioner Johns and seconded by Commissioner Ito. The vote to approve was unanimous. 13 Other Transaction Agreement with the Federal Aviation Administration for the Replacement Airport Traffic Control Tower and FAA Offices No. 10-0267 Resolution authorizing the Airport to enter into an Other Transaction Agreement with the FAA for reimbursement of the Environmental Assessment, and Design and Construction of a Replacement Airport Traffic ontrol Tower and FAA Offices in an amount not to exceed $79,982,500, subject to Board of Supervisors approval. This activity is within the scope of the San Francisco Airport Master Plan Program, which was approved by the Airport Commission on November 3, 1992. The Program EIR prepared for the Master Plan Minutes, August 3, 2010, Page 9

adequately describes the activity and its environmental effects for the purposes of the California Environmental Quality Act (CEQA). Mr. Satero said that this Item provides for the Airport s authorization to enter into an Other Transaction agreement (OTA) with the FAA for the replacement Air Traffic Control Tower and FAA offices subject to Board of Supervisors approval. Under the terms of OTA, SFO and the FAA will enter into a partnership to proceed with the replacement tower, through which the FAA will provide program oversight and SFO will manage the design and construction activities in close coordination with the FAA staff. All costs of the FAA facilities will be reimbursed through the terms of the OTA up to a not to exceed Federal limitation of funds of $79,982,500. The current estimated cost of the FAA facilities is $69,550,000. Staff performed an independent cost estimate and negotiated certain additional costs for management and oversight, as required to properly implement the project in accordance with SFO project management standards and assessment of risk. The OTA defines the roles and responsibilities of the parties and achieves key shared objectives of both the FAA and SFO by expediting the project through a fast track delivery process ensuring continuous implementation from design through construction, even without full Federal appropriations in place; ensuring the proper integration of the FAA facilities with future SFO facilities; and ensuring that construction is properly coordinated with SFO Airport and airline operations. Funding will come from current appropriations, up to an amount of $21,970,000, and future appropriations up to the limitation of funds amount of $79.9 million. The FAA will make best efforts to obtain future appropriations in accordance with the project schedule. In particular there will be another reimbursement at the 40% complete point, which is foundation and structural steel, and the 80% complete point, which is at the completion of the building envelope. Then there may be a final payment at project completion, if there are any cost shortfalls at that point, up to the maximum amount. In the event the appropriations do not keep pace with the cash flows, the Airport will advance the necessary funding and be reimbursed as appropriations are approved. In accordance with the OTA, SFO will have five years from the effective date of the agreement to complete construction of the tower and turn it over to the FAA for equipment installation, testing and commissioning of the FAA systems. The Airport will also be responsible for removing the old tower within 60 days after the FAA removed all equipment from the facility. At the conclusion of the OTA, the Airport and the FAA will enter into a lease agreement. The Airport will be responsible for maintenance, repair and upkeep of the replacement tower, at no cost t the FAA. Commissioner Johns noted a paragraph on Page 3 of the EIR which says that if the EA results in a finding of no significant impact then the FAA will approve the EA... and asked where the Board of Supervisors is in this process. At what point does this reach them and do they have to approve Planning s determination? Mr. Satero responded that because it s an EIR addendum it does not trigger a review and approval by the Board. The OTA does trigger review and approval by Minutes, August 3, 2010, Page 10

the Board in the accept and expend type authorization. There isn t an environmental issue that triggers a review by the Board; it s a federal review. Commissioner Johns asked Mr. Satero to repeat the schedule. Mr. Satero responded that it is five years in the OTA, but our schedule is more aggressive than that. Our schedule is four years... we will endeavor to complete work by August-September of 2014, but the OTA allows us a float to 2015. H. CONSENT CALENDAR OF ROUTINE ADMINISTRATIVE MATTERS: The Consent Calendar, Item Nos. 14 through 16, was moved by Commissioner Johns and seconded by Commissioner Ito. The vote to approve was unanimous. 14. Other Transaction Agreement with the Transportation Security Administration for the Baggage Screening Safety and Optimization Project No. 10-0268 Resolution authorizing staff to enter into an Other Transaction Agreement with the Transportation Security Administration for reimbursement of the design and construction of the TSA Baggage Screening Safety and Optimization Project in an amount not to exceed $545,466, subject to Board of Supervisors approval. 15. Award of Professional Services Contract No. 8883 to Provide Issuing and Paying Agent Services - Deutsche Bank National Trust Company - $100,000 No. 10-0269 Resolution awarding Professional Services Contract 8883 to provide Issuing and Paying Agent Services to Deutsche Bank National Trust Company for three years with two one-year options to extend in an amount not to exceed $100,000. 16. Award Contract 8924A - Assessment of the Feasibility and Cost of Securing LEED Existing Building Operations and Maintenance Certification for the SFO Terminal Complex - Vanasse, Hangen, Brustlin, Inc - $107,470 No. 10-0270 Resolution awarding Contract 8924A, Assessment of Feasibility and Cost of Securing LEED Existing Building Operation and Maintenance Certification for the SFO Terminal Complex to Vanasse, Hangen, Brustlin, Inc., in the amount of $107,470. This contract includes assessment of the U.S. Green Building Council s requirements for certifying Operations and Maintenance activities at the SFO Minutes, August 3, 2010, Page 11

Terminal Complex in compliance with Leadership in Energy and Environmental Design (LEED) at the Silver or higher rating. I. NEW BUSINESS: This is the Public Comment section of the calendar. Individuals may address the Commission on any topic within the jurisdiction of the Airport Commission for a period of up to three (3) minutes. Please fill out a Request to Speak form located on the table next to the speaker s microphone, and submit it to the Commission Secretary. There were no requests to speak from the public. Mr. Martin recognized two retiring Custodians who arrived late and asked Lan Ngoc Trinh and Wai Chiu Chu to stand. Thank you both for your 24 years of outstanding service and thank you for being here. J. CORRESPONDENCE: There was no discussion by the Commission. K. CLOSED SESSION: The Commission did not go into closed session. Discussion and vote pursuant to Brown Act Section 54957.1 and Sunshine Ordinance Section 67.11 on whether to conduct a Closed Session. The Airport Commission will go into closed session in accordance with Government Code Section 54956.9(b) to confer with legal counsel regarding potential litigation. Discussion and vote pursuant to Brown Act Section 54957.1 and Sunshine Ordinance Section 67.12 on whether to disclose action taken or discussions held in Closed Session. L. ADJOURNMENT: There being no further calendared business before the Commission the meeting adjourned at 9:22 A.M. Jean Caramatti Commission Secretary Minutes, August 3, 2010, Page 12