CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY BOARD OF DIRECTORS MEETING

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CAPITAL METROPOLITAN TRANSPORTATION AUTHORITY BOARD OF DIRECTORS MEETING 2910 East Fifth Street Austin, TX 78702 ~ Minutes ~ Executive Assistant/Board Liaison Gina Estrada 512-389-7458 Monday, March 21, 2016 12:11 PM Meeting Called To Order 12:00 PM 2:27 PM Meeting Adjourned I. Pledge of Allegiance II. Safety Briefing Donna Simmons, Vice President of Administration, gave the safety briefing for the month. In recognition of transit worker appreciation day which occurred last week, she thanked all transit workers for providing safe service to the community. III. Public Comment: Carlos Leon, citizen, thanked all good drivers and stated there are drivers that insult, ignore and disrespect him. Johnny Limon, citizen, asked for the Board's support with the redevelopment of Plaza Saltillo to include affordable family housing units. He strongly feels 3/4 bedroom units need to be included in the building design. Amy Temperley, Chair, Transit Empowerment Fund (formerly Basic Transportation Needs Fund), thanked the Board for the partnership which allows the Fund to distribute bus passes to organizations that serve low income transit dependent individuals. Board member Stafford thanked Amy and the volunteers that oversee the work of the Fund. Jim O'Quinn, citizen, representing Austin Interfaith, asked the Board to include Better Builder Standards in the final contract with Endeavor for the Saltillo Development. Susana Almanza, PODER Director, voiced her support of the redevelopment of Plaza Saltillo and stressed the importance of incorporating affordable family housing units in the Master Development Plan. IV. Advisory Committee Updates: 1. Update on the Customer Satisfaction Advisory Committee (CSAC); and Sam Sargent, Community Involvement team, gave an update from this month's CSAC meeting. Discussions at the meeting included: June 2016 Service Changes and highlights regarding the outreach and planning efforts related to Route 470 - Manor Circulator August 2016 Service Change Concepts Connections 2025 Update There were no resolutions passed by the committee this month. 2. Update on the Access Advisory Committee (AAC) Sam Sargent, Community Involvement team, provided an update of this month's Access Advisory Board of Directors Page 1 Printed 4/18/2016

Committee meeting. Discussions at the meeting included: June 2016 Service Changes and highlights regarding the outreach and planning efforts related to Route 470 - Manor Circulator August 2016 Service Change Concepts Connections 2025 Update There were no action items taken. V. Executive Session of Chapter 551 of the Texas Government Code: VI. Section 551.072 for Real Property issues - Real Estate - Saltillo Property The Board went into executive session at 1:00 p.m. and returned at 1:50 p.m. Board Committee Updates: 1. Finance, Audit and Administration Committee Board Member Mitchell, Chair of Finance, Audit & Administration Committee, presented the report from the committee meeting held March 9, 2016. The items discussed included: Approval of a resolution to amend the Capital and Operating budgets to address the Capital Improvement Plan. Approval of a resolution to approve additional funds in a contract with Sherry Matthews for marketing services Additionally, the Committee heard the following presentation: Ride Share Audit Financial Monthly Report 2. CAMPO update Board Member Mitchell stated CAMPO will be meeting this evening, so a report will be provided next month. 3. Operations, Planning and Safety Committee Beverly Silas, Chair of the Operations, Planning and Safety Committee, presented the report from the March 9 th, 2016 committee meeting. The committee had 2 action items; a contract with Parsons Brinckerhoff which was approved unanimously and is item #3 on today's consent agenda. The second item is the June 2016 Service Changes which is item #1 on today's action agenda. In addition the committee heard the following presentations: Sustainability Efforts/Update Monthly Operations Report VII. Board member Silas indicated she is very pleased with the new format of the Monthly Operations report and thanked staff for their efforts. Consent Items 1. Approval of minutes for the February 22, 2016 Board Meeting. 2. Approval of a resolution authorizing the President/CEO, or her designee, to approve a contract amendment with Sherry Matthews Advocacy Marketing and Door Number 3 for Marketing Services to increase the contract amount by $550,000 to a total not to exceed amount of $4,550,000. Capital Metropolitan Transportation Authority Page 2 Updated 4/18/2016 11:24 AM

VIII. Chair Cooper recused himself and asked that this item be removed from the consent agenda and be placed on the Action items agenda. Vice Chair Beverly Silas welcomed Cynthia Lucas, Manager, Marketing, who presented this item. Cynthia communicated that we are in the final year of this contract but we have a number of initiatives for ridership and new project development (Plaza Saltillo, Project Connect Central Corridor, website overhaul) that require additional services. This proposal is for an additional $550,000 to be added to the not-to-exceed amount to cover these projects and to provide a contingency in the event of unforeseen conditions. 3. Approval of a resolution authorizing the President/CEO, or her designee, to finalize and execute a contract with Parsons Brinckerhoff for Facility Programming Study and Master Plan services in an amount not to exceed $398,442. Action Items: 1. Approval of a resolution authorizing the President/CEO, or her designee, to implement June 2016 Service Changes described in the attached document beginning Sunday, June 5, 2016. Roberto Gonzales and Michelle Meaux, Planning Department team, presented this item. Roberto stated that these changes entail minor schedule adjustments to select routes in order to improve on-time performance. In addition, the UT shuttle and E-services are suspended during the summer to coincide with the end of the school year. Roberto then introduced Manor Circulator, a new service that will connect retail, commercial and medical services around that area. Michelle provided a brief overview about this new service. Michelle said Manor s growth shows a demand for additional transit services. She reported that the Manor/Elgin Express currently provides service to Austin and Elgin, but there is no Manor local services. The proposed new service will provide local bus service within the City of Manor and includes a flex option. The bus will travel on a defined route and will be able to flex off route within a limited area with advanced request. Proposed routes and destinations were also discussed. She reported that this proposed service is budgeted in the Capital Metro financial plan. RESULT: MOVER: SECONDER: ADOPTED [UNANIMOUS] Ann Stafford, Secretary Rita Jonse, Board Member Silas, Stafford, Mitchell, Word, Cooper, Garza, Kitchen, Jonse 2. Approval of a resolution amending the Fiscal Year 2016 Capital Budget in the amount of $3,316,000 to appropriate existing fund balance for capital projects, transferring $887,000 in appropriations from the Capital Budget to the Operating Budget, and updating the Five-Year Capital Improvement Plan to reflect a total amount of $288,332,500 for Fiscal Year 2017 through Fiscal Year 2020. Leslie Browder, CFO, presented this item. She reported that the proposed Capital Budget amendment is for $3,316,000 and includes the following three basic components which were discussed and presented: Carryforward of unspent FY2015 funds needed in FY2016 - $2,246,000 Funding for new vehicles to provide transit services to seniors - $395,000 New funding for projects already underway (more Howard Lane station parking, new maintenance facility, North Operations warehouse) Additionally, a transfer of $887,000 in project management costs from capital budget to operating budget was recommended by external auditors. This transfer has no fiscal impact. Capital Metropolitan Transportation Authority Page 3 Updated 4/18/2016 11:24 AM

RESULT: MOVER: SECONDER: ADOPTED [UNANIMOUS] Delia Garza, Board Member Juli Word, Board Member Silas, Stafford, Mitchell, Word, Cooper, Garza, Kitchen, Jonse IX. 3. Approval of a resolution authorizing the President/CEO, or her designee, to negotiate, finalize and execute the Master Development Agreement, the Ground Lease and other documents related to the development of the owned property locally known as the Plaza Saltillo project, with Plaza Saltillo, Ltd. For a base term of ninety nine (99) years, for an initial lease amount of approximately one million six hundred thousand dollars ($1,600,000) per year. John Hodges, Vice President of Real Estate & Asset Management, provided a high level overview of the project. He stated the RFP process for this project began in October 2013. Ten proposals were received with Board approving negotiations with Endeavor in June 2014. Since that time, detailed discussions between Capital Metro and Endeavor have resulted in a Master Development Agreement for the redevelopment of Plaza Saltillo to include a 99 year triple net lease, anticipating no on-going costs to Capital Metro. The proposed development addresses the four goals of Capital Metro s TOD policy: increasing transit ridership; maximizing long-term revenue; creating high quality mixed used development; and responding to the local community goals. Bo Delp, Workers Defense Project, strongly advocated for fair living wages, overtime, workers compensation, insurance and safety training for the construction workers who will be working on the redevelopment of Plaza Saltillo. He urged the Board to require Endeavor to uphold these better builder standards and stressed the importance of an independent on site monitor. Sam Robles, citizen, appealed to the Board for an independent on-site monitor at Plaza Saltillo. Jose Garza, Workers Defense Project, asked the Board to adopt independent on-site monitoring at Plaza Saltillo. Matt Gonzales, LIUNA representative, asked for fair wages, workers compensation, health insurance, and safety standards for construction workers at Plaza Saltillo. He stated independent on-site monitoring is vital and stated we should put people before profit. After the Board reconvened from Executive Session, Rick Reed, outside counsel reported the following: Living wage is $13.03 Independent Monitor to be selected by Capital Metro & Endeavor Reports generated by Monitor will be provided to Capital Metro & Endeavor On-site monitor can communicate with Capital Metro without Endeavor being present In conclusion, Board members thanked everyone who worked on this 2 year project. RESULT: ADOPTED [7 TO 0] MOVER: Ann Stafford, Secretary SECONDER: Ann Kitchen, Board Member Silas, Stafford, Mitchell, Word, Garza, Kitchen, Jonse RECUSED: Cooper Reports: 1. Central Corridor Project/Connections 2025 Update Todd Hemingson, Vice President of Planning & Development, provided this update to the Board. The Capital Metropolitan Transportation Authority Page 4 Updated 4/18/2016 11:24 AM

report included: Connections 2025 Survey Results - December 21, 2015 - March 11, 2016 Feedback Overview Outreach Update o Open Houses o Pop-up Meetings o Neighborhood Associations Next Steps Board member Kitchen asked for demographics information. Staff responded consultant will be providing a high level demographic statistical analysis and we will share that information with the Board. Board member Stafford had a question regarding pop-up meetings and was pleased with those efforts. 2. President/CEO Updates Linda Watson, President and CEO, presented her report. The report included the following updates: Media Outreach - working with local media outlets to spread the word on the work Capital Metro is doing (Saltillo Development; Connections 2025 service planning efforts; enhancements to MetroRail; the Downtown Station design concepts; new and expanded park & rides; mobile app, etc.) TIGER VII Grant Application update Comments on Austin Smart City Application X. Items for Future Discussion: XI. Adjournment ADA Compliance Reasonable modifications and equal access to communications are provided upon request. Please call (512)389-7458 or email gina.estrada@capmetro.org if you need more information. BOARD OF DIRECTORS: Wade Cooper, chairperson; Beverly Silas, vice chair; Ann Stafford, board secretary; Terry Mitchell, Juli Word, Delia Garza and Rita Jonse. Board Liaison: Gina Estrada (512)389-7458, email gina.estrada@capmetro.org if you need more information. The Board of Directors may go into closed session under the Texas Open Meetings Act. In accordance with Texas Government Code, Section 551.071, consultation with attorney for any legal issues, under Section 551.072 for real property issues; under Section 551.074 for personnel matters, or under Section 551.076, for deliberation regarding the deployment or implementation of security personnel or devices; arising regarding any item listed on this agenda. Capital Metropolitan Transportation Authority Page 5 Updated 4/18/2016 11:24 AM