B O A R D O F D I R E C T O R S M A Y

Transcription

1 BOARD OF DIRECTORS M A Y 1 1,

2 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY BOARD ROSTER SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY County Member Alternate Los Angeles: Richard Katz (Chair) Jaime de la Vega Member, General Manager, 4 votes Metro Board of Directors City of Los Angeles Department City of Los Angeles of Transportation Mayor Appointee Michael Antonovich Supervisor, 5 th District County of Los Angeles Vice-Chair, Metro Board of Directors Don Knabe Supervisor, 4 th District County of Los Angeles Metro Board of Directors Ara Najarian Councilman City of Glendale Robert T. Bartlett Appointed by Metro Beatrice Proo Appointed by Metro Maureen Micheline Transportation Deputy Metro San Bernardino: Patrick Morris (Vice-Chair) Larry McCallon* Mayor Mayor 2 votes City of San Bernardino City of Highland Paul Eaton Alan D. Wapner* Mayor Council Member City of Montclair City of Ontario Orange: Paul Glaab Michael Hennessey* Mayor Appointed by OCTA 2 votes City of Laguna Niguel Carolyn Cavecche Mayor City of Orange Riverside: Ron Roberts Greg Pettis* Council Member Council Member 2 votes City of Temecula Cathedral City One Gateway Plaza, 12 th Floor, Los Angeles, CA 90012

3 SCRRA Board of Directors Roster Page 2 Daryl Busch Mayor City of Perris Karen Spiegel* Council Member City of Corona Ventura: Keith Millhouse Brian Humphrey Councilmember Commission Member 1 vote City of Moorpark VCTC EX-OFFICIO MEMBERS Southern California Association of Governments: Michele Martinez Councilwoman City of Santa Ana San Diego Association of Governments: State of California: [CURRENTLY AWAITING APPOINTMENT] Contact: Linda Culp Senior Transportation Planner [CURRENTLY AWAITING APPOINTMENT] Secretary of Business, Transportation and Housing Agency Alternate: Michael Miles Director, Caltrans District 7 *Alternates represent either member Revised

4 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY SCRRA BOARD OF DIRECTORS MEETING FRIDAY, May 11, :00a.m. LOS ANGELES COUNTY METROPOLITAN TRANSPORTATION AUTHORITY (METRO) BOARD ROOM ONE GATEWAY PLAZA, 3 RD FLOOR LOS ANGELES, CALIFORNIA AGENDA DESCRIPTIONS The agenda descriptions are intended to give notice to members of the public of a brief general description of items of business to be transacted or discussed. The posting of the recommended actions does not indicate what action will be taken. The Authority may take any action that it deems to be appropriate on the agenda item and is not limited in any way by the notice of the recommended action. Southern California Regional Rail Authority Consent Calendar Matters (Items 17-24) to be approved in one motion unless a Board Member requests separate action which it deems to be appropriate on the agenda item and is not limited in any way by the notice of the recommended action. The Chair reserves the right to discuss the items listed on the agenda in any order. A person with a disability may contact the Board Secretary s office at (213) or via brozowskik@scrra.net at least 72-hours before the scheduled meeting to request receipt of an agenda in an alternative format or to request disability-related accommodations, including auxiliary aids or services, in order to participate in the public meeting. Later requests will be accommodated to the extent feasible. SUPPORTING DOCUMENTATION The agenda, staff reports and supporting documentation are available from the Board Secretary, located at One Gateway Plaza, 12 th Floor, Los Angeles, CA 90012, and on the Metrolink website at under the Board Agenda link. PUBLIC COMMENTS ON AGENDA ITEMS Members of the public wishing to address the Board of Directors regarding any item appearing on the agenda may do so by completing a Speaker s Form and submitting it to the Board Secretary. Speakers will be recognized by the Chairman at the time the agenda item is to be considered. When addressing the Board, please state your name for the record. Please address the Board as a whole through the Chair. Please note comments to individual Board members or staff are not permitted when addressing the Board. A speaker s comments shall be limited to three (3) minutes. PUBLIC COMMENTS ON ITEMS NOT ON THE AGENDA Members of the public wishing to address the Board of Directors regarding any item not on the agenda, but within the subject matter jurisdiction of the Board, will be taken under Item 15 (Public Comment), and will be subject to the same guidelines as noted above. One Gateway Plaza, 12 th Floor, Los Angeles, CA 90012

5 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 1. Call to Order 2. Pledge of Allegiance REGULAR CALENDAR Item No. 25 is included for consideration under the regular calendar. 3. Approval of Consent Calendar Consent Calendar Items listed at the end of the agenda. 4. Contract No. QM External Audit Recommendation for Award McGladrey & Pullen, LLP SCRRA requires external audit services on an annual basis. The scope of this independent audit includes a review of overall internal controls, disbursement controls, fund controls, eligibility controls and a comprehensive review of SCRRA s financial statements. The firm audits the statement of net assets or balance sheet, the statement of revenues, expenses and changes in net assets/equity and the statement of cash flows. The firm also conducts the Single Audit in support of Federal regulations. Staff recommends the Board authorize the Chief Executive Officer to award Contract No. QM for External Audit Services to McGladrey & Pullen, LLP. The requested contract term will be for three years with one two-year option. The amount for the base period of the contract is $318,000 plus a ten percent contingency for a total not-toexceed amount of $350,000. This award is subject to resolution of any protest timely filed. Funding for the External Audit Services is included in the FY Operating Budget. Page 1 5. Contract No. QM On-Call Audit Services Bench Recommendation to Award Brown Armstrong Accountancy Corporation; KNL Support Services; Thompson, Cobb, Bazilio & Associates, P.C., and Wang Professional Corporation SCRRA requires a bench of technically qualified firm to provide on-call audit services. The on-call pool of auditing firms supports a variety of functional areas within SCRRA requiring financial analysis, auditing and other fiscal-related services. Audit services are also required to perform ongoing accounts payable compliance audits, provide information associated with contract closeouts and miscellaneous audits, and other consultative services. Staff recommends the Board authorize the Chief Executive Officer to award the following four contracts to provide on-call audit services: 1. QM138A-12 Brown Armstrong Accountancy Corporation 2. QM138B-12 KNL Support Services

6 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 3 3. QM138C-12 Thompson, Cobb, Bazilio & Associates, P.C. 4. QM138D-12 Wang Professional Corporation The requested contract term will be for three years with one two-year option. The total not-to-exceed amount for all four contracts is $1,000,000 for the full five years. The awards are subject to resolution of any protest timely filed. Funding for the On-Call Audit Services is included in the FY Operating Budget. Page 3 6. Contract No. SP Media Relations, Digital Photography and Production Services Increase Contract Funding MBI Media, Inc. Media relations, digital photography, and production services are required to provide timely multi-media services including special media events, stakeholder and public outreach, project documentation, safety education, and video production that enables media outlets to receive up-to-date stock footage (b-roll) prepared for media broadcast. Staff recommends the Board authorize the Chief Executive Officer to increase the contract amount for the bench by $100,000 for a not-to-exceed amount for the bench of $400,000 and amend Contract No. SP325A-11 with MBI Media, Inc. (MBI) for Media Relations, Digital Photography and Production Services to increase the contract amount by $100,000 for a not-to-exceed amount of $200,000. Funding for the media relations, digital photography, and production services is included in the FY Operating Budget. Page 6 7. Multiple Single Source Contracts with Original Equipment Manufacturers of SCRRA Track, Signal & Communication Components Request to Award Blanket Purchase Orders An inventory of Original Equipment Manufacturers components and parts are needed to continue the maintenance and repair of SCRRA s Track, Signal and Communication infrastructure. Staff recommends the Board of Directors authorize the Chief Executive Officer to negotiate and execute individual non-competitive blanket purchase orders with Original Equipment Manufacturers listed in Attachment 1 for the routine replenishment of SCRRA s inventory of track, signal and communication maintenance and repair materials in an amount of $2,950,000 for FY The term of BPOS will be two (2) years with one (1) two-year option that may be exercised with board approval. Funding for Track, Signals and Communications materials are included in the FY proposed Material Management Budget. Page 8

7 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 4 8. Memorandum of Understanding between the San Bernardino Associated Governments and the Southern California Regional Rail Authority for the Development of the Eastern Maintenance Facility (EMF) Expansion Phase 2 Project and the Downtown San Bernardino Passenger Rail Project (DSBPRP) San Bernardino Associated Governments (SANBAG) desires to construct the Phase III Expansion of the Eastern Maintenance Facility (EMF) and extend the San Bernardino Line one mile to Downtown San Bernardino as initial phases of a Redlands Branch Expansion that will eventually provide commuter rail service to Redlands. SANBAG is funding the design and construction of the projects, which will be built under separate construction contracts, with construction of the EMF Expansion completing before the start of construction of the Downtown San Bernardino Passenger Rail (DSBPR) Project. The benefits of the projects are that a layover site will be available for storage of cars for the San Bernardino Line and Southern California Regional Rail Authority (SCRRA) will have an expanded EMF for additional storage and maintenance needs. A Memorandum of Understanding (MOU) between SCRRA and SANBAG has been drafted to describe the responsibilities of the parties with regard the design, construction, and handover of completed facilities to SCRRA and will provide compensation to SCRRA for support of the projects. Staff recommends the Board authorize the Chief Executive Officer to negotiate and execute a MOU between SANBAG and SCRRA that provides for support of the projects by SCRRA. Funding for this project has been obtained by SANBAG and therefore, there is no budget impact. Page Mitigation Cooperative Agreement with Caltrans Board approval is needed for the Chief Executive Officer to sign this Agreement. The Interstate 5 Corridor improvement Project (91 Freeway to the 605 Freeway) will begin construction in July/August of 2012 to add a carpool lane in each direction and a regular lane. The Environmental Impact Report for this project stated that Caltrans will work with the Southern California Regional Rail Authority to provide incentives for commuters to use Metro transit service and Metrolink service during the construction period of the Interstate 5 (I-5) Corridor Improvement Project. Staff recommends the Board approve the Mitigation Cooperative Agreement and authorize the Chief Executive Officer to sign the agreement. Any expenses incurred as a result of this agreement will be reimbursed by Caltrans within 30 days of receipt of a Metrolink invoice. Page Contract No. EP Locomotive Fleet Service Life Extension Recommendation for Award RELCO Locomotives, Inc. As the Metrolink locomotive fleet ages, a program dedicated to extending the service life of select high mileage locomotives is needed. The Service Life Extension program

8 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 5 focuses on the revitalization of select PH and PHI locomotives having high mileage and being the least reliable. This is being performed to bridge the gap that marks the end of their service life and the potential procurement of other locomotive options. The program uses a Risk Based approach to target high failure risk components that will root out potential problems that threaten locomotive performance and reliability. The objective of the program is to identify points in the systems that are indicating a potential failure, or by age and wear characteristics or reliability trends of the same components in the industry. Staff recommends the Board authorize the Chief Executive Officer to award Contract No. EP for Locomotive Fleet Service Life Extension to RELCO Locomotives, Inc., the responsive and responsible bidder, in an amount of $4,612, for the base bid and options, plus an allowance of $466, for additional work as approved by SCRRA for a not-to-exceed amount of $5,078, The term of the contract is three years plus one two-year option that may be exercised with board approval. This award is subject to resolution of any protest timely filed. Funding for the Service Life Extension program is included in the FY and FY Rehabilitation and Renovation budgets. Fund sources are member agency funds, federal funds provided under grants from the Federal Transit Administration, and leveraged lease proceeds. Page Locomotive Upgrade Procurement Staff will provide the Board with a presentation about the types of options available for upgrading the locomotive fleet. Staff recommends the Board authorize the Chief Executive Officer to issue a Request for Proposal (RFP) to secure pricing for both Remanufactured and New Tier 4 locomotives. The RFP will be for up to 30 locomotives. The cost of this procurement is funded in the FY and FY Rehabilitation Budget. Issuing the RFP has no operating budget impact. Page Chief Executive Officer s Report Agency Update 13. Chair s Comments 14. Board Members' Comments 15. Public Comment

9 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 6 CLOSED SESSION 16. Closed Session a. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION Pursuant to Subdivision (a) of Government Code Section Chris Davies v. SCRRA et al. BC b. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION Pursuant to Subdivision (a) of Government Code Section William Lydon v. SCRRA et al. BC c. CONFERENCE WITH LEGAL COUNSEL ANTICIPATED LITIGATION Pursuant to Subdivision (b) of Government Code Section (3 or more potential cases) d. CONFERENCE WITH LEGAL COUNSEL PUBLIC EMPLOYMENT Pursuant to Section Title: Chief Executive Officer e. CONFERENCE WITH LABOR NEGOTIATORS Pursuant to Government Code Section Agency Designated Representative: Janelle Strohmeyer, Director, Human Resources Unrepresented Employee: Chief Executive Officer CONSENT CALENDAR (As referenced in Item 3) 17. Approval of Minutes April 13, 2012 Board of Directors Meeting Staff recommends the Board approve the Minutes of the April 13, 2012 Board Meeting. Page Approval of Evaluation Criteria Request for Proposal No. SP Revenue Advertising Services Proposed evaluation criteria were developed to initiate a competitive procurement process to retain a technically qualified firm to provide revenue advertising program services. Several outside agencies have inquired about advertising opportunities using Metrolink train wraps for potential clients. Staff is proposing to issue a new RFP to obtain the services of a qualified firm to provide revenue advertising program services. The Legislative and Communications Committee recommends the Board authorize the Chief Executive Officer to approve the proposed evaluation criteria detailed in Attachment 1 of the staff report, specifying a weighting of sixty percent (60%) for technical qualifications and forty percent (40%) for cost, to retain a firm to provide revenue advertising program services. The proposed criteria are consistent with the Evaluation Criteria Policy adopted by the Board. The process of adopting evaluation criteria has no budget impact. Page 51

10 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page Quarterly Investment Report Third Quarter Ended March 31, 2012 Section VII of the Southern California Regional Rail Authority s Annual Investment Policy requires that the Treasurer make a quarterly investment report to the Board of Directors, and Section of the California Government Code encourages local agencies to file this report. SCRRA is currently managing a portfolio of $66 million, which is managed in two parts. The first is leveraged lease proceeds restricted by the Board. The interest earning generated on these funds produce a revenue stream utilized to subsidize the renovation and rehabilitation of rolling stock. The balance of the portfolio is comprised of operating revenue and funds provided by member agencies to subsidize operating and capital programs. The Board may receive and file this report. There is no budget impact arising from this item. Page Quarterly Accounts Receivable Report Third Quarter Ended March 31, 2012 This report presents the current Accounts Receivable aging schedule as of March 31, 2012 and discusses the status or receivables that are more than 90 days past due. The Board may receive and file this report. There is no immediate budget impact as a result of this status report. Page Contract No. MS Rail maintenance and Grinding Services Recommendation to Award Loram Maintenance of Way, Inc. Rail maintenance and grinding services are needed to improve and extend rail life across the service property, maintain the rail in a state of good repair by reshaping the desired railhead profiles into the rail and removing surface defects including corrugations, shelling, spalling, hard checking, imperfections, surface roughness and/or irregularities where found. The Safety and Operations Committee recommends the Board authorize the Chief Executive Officer to award Contract No. MS for Rail Maintenance and Grinding Services to Loram Maintenance of Way, Inc. The requested contract term will be for three (3) years with one (1) two-year option. The total not-to-exceed amount for the base period of the contract is $2,100,000. This award is not subject to protest as no other bids were submitted. Funding for Rail Maintenance and Grinding Services is available in the FY Capital and Rehabilitation Budget and will be required in the annual budget for subsequent fiscal years. Page 64

11 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page Contract No. H IP Data Communications Services Recommendation to Award Verizon Business Services The Southern California Regional Rail Authority (SCRRA) requires Internet Protocol data communication services to support the Positive Train Control (PTC) network. The PTC program requires additional communication capabilities between locomotives, wayside devices and control centers. These changes are being designed and implemented as elements of the overall PTC program. The Safety and Operations Committee recommends the Board approve and authorize the Chief Executive Officer to award Contract No. H to Verizon Business Services for a total not-to-exceed amount of $250,000. The term of the contract will coincide with California Master Services Agreement (MSA) Contract No , which expires January 23, 2014 and allows independent government agencies to utilize or piggyback onto a contract using pre-existing terms, conditions and pricing. Funding for IP Data Communications Services is included in the FY Operating Budget. Funding for subsequent years will be included in future budgets. Page Multiple Single Source Contracts with Original Equipment Manufacturers of SCRRA Rolling Stock Components Request to Increase Contract Authority and Award Additional Contracts An inventory of Original Equipment Manufacturers components and parts are needed to continue the maintenance and repair of SCRRA s Rolling Stock Fleet. Use of OEM components is required to avoid jeopardizing the integrity of the equipment and potentially exposing the Authority to unnecessary liability if repairs were improperly made. The Safety and Operations Committee recommends the Board to approve and authorize the Chief Executive Officer to: 1) Increase contract authority on existing blanket purchase orders listed in Attachment 1, by a not-to-exceed amount of $2,871,000 for FY ; and 2) Negotiate and execute individual non-competitive blanket purchase orders with additional Original Equipment Manufacturers listed in Attachment 2 for the routine replenishment of SCRRA s inventory of maintenance and repair materials in an amount of $2,155,000 for a term of two (2) years with one (1) two-year option that may be exercised at the sole discretion of the Authority. Funding for Rolling Stock Repair and Maintenance Materials are included in the FY proposed Material Management Budget. Page 70

12 SCRRA Board of Directors Meeting Agenda Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page Contract No. MS Recommendation to Exercise the Two-Year Option for All Nations Security Services, Inc. Security Guard Services for Metrolink Stations and Layover Facilities Armed and unarmed security guards are needed to offer protection at Metrolink stations and layover facilities. Under this contract, the vendor provides security guards that protect Southern California Regional Rail Authority (SCRRA) personnel and property at yards, shops and terminals; safeguards equipment and facilities from vandalism and theft during nighttime hours; and provides personnel during emergencies when equipment is at locations other than layover facilities. SCRRA s layover facilities are located in San Bernardino, Riverside, Lancaster, Moorpark and East Ventura. Security guard services are also provided at the Central Maintenance Facility (CMF), Eastern Maintenance Facility (EMF) and Keller Yard and made available to cities and agencies to provide station security on a recollectable basis. The Safety and Operations Committee recommends the Board approve and authorize the Chief Executive Officer to: 1) Exercise the two-year option for Contract No. MS to provide security guard services for Metrolink stations and layover facilities to All Nations Security Services, Inc.; and 2) Increase the contract authority by $1,800,000 for a not-to-exceed contract authority of $6,800,000. The contract expiration date will be extended from June 30, 2012 to June 30, Funding for security guard services has been requested in the FY Operations Department budget. Additional amounts will be based on available approved budget funds in future fiscal years. Page 72 REGULAR CALENDAR Added 25. Contract No. SP Consultant Services for Executive Recruitment Increase Funding Authority Integrated People Solutions To continue executive recruiting services associated with staffing requirements for SCRRA as required by Human Resources Division for assistance with the search for hard-to-fill positions, additional funds are necessary at this time to provide services for the CEO recruitment. Staff recommends the Board authorize the Chief Executive Officer to amend Contract No. SP with Integrated People Solutions to increase the funding authority by $120,000 for a new total not-to-exceed contract amount of $260,000. Funding for the recruitment services is included in the FY Operating Budget. Funding for future years will be requested in the budgets for those years. Page ADJOURNMENT

13 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 4 TO: FROM: Board of Directors Chief Executive Officer SUBJECT: Contract No. QM External Audit Services Recommendation to Award McGladrey & Pullen, LLP Issue SCRRA requires external audit services on an annual basis. Recommendation Staff recommends the Board authorize the Chief Executive Officer to award Contract No. QM for External Audit Services to McGladrey & Pullen, LLP. The requested contract term will be for three years with one two-year option. The amount for the base period of the contract is $318,000 plus a ten percent contingency for a total not-to-exceed amount of $350,000. This award is subject to resolution of any protest timely filed. Committee Review Since there was no scheduled Executive Management and Audit Committee meeting this month, this item has not been considered by the Committee. Alternative The Board may: 1) Modify the amount of the contract funding authorization; or 2) Reject all proposals and direct staff to re-issue the Request for Proposal (RFP). Background Every public agency is required to have an outside auditing firm conduct an independent review and audit of the agency s financial statements for the preceding fiscal year on an annual basis. The scope of this independent audit includes a review of overall internal controls, disbursement controls, fund controls, eligibility controls and a comprehensive review of SCRRA s financial statements. At a more detailed level, the firm audits the statement of net assets or balance sheet, the statement of revenues, expenses and changes in net One Gateway Plaza, Floor 12 Los Angeles, CA

14 Contract No. QM External Audit Services Recommendation to Award Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 assets/equity and the statement of cash flows. The firm also conducts the Single Audit in support of Federal regulations. On June 10, 2011 the Board approved evaluation criteria for the procurement of external audit services. SCRRA issued a Request for Proposal (RFP) on July 14, The solicitation was posted on SCRRA s online bidding system and advertised in publications in the five member counties. Notices were also sent directly to firms registered in SCRRA s online vendor database. Twenty-two firms downloaded the solicitation. Six proposals were received on October 25, 2011 from Brown Armstrong Accountancy Corporation; Crowe Horwath, LLP; KPMG, LLP; McGladrey & Pullen, LLP; Public Accounting Solutions and Thompson, Cobb, Bazilio & Associates, P.C. The evaluation team consisted of SCRRA staff from Finance, Grants and an outside evaluator. Technical proposals were evaluated and scored for the firms. Only Brown Armstrong Accountancy Corporation; KPMG, LLP and McGladrey & Pullen, LLP met the initial technical minimum score of 49 points. These firms were ranked to proceed with the interview phase. A second round of interviews was held April 26, 2012 and a request for BAFO was sent to Brown Armstrong Accountancy Corporation and McGladrey & Pullen, LLP who were advanced to the cost scoring phase. The results of the combined technical, interview and cost scoring are shown below: Firm Technical Second BAFO Total Score Interview Score Brown Armstrong Accountancy Corporation McGladrey & Pullen, LLP McGladrey & Pullen, LLP met all of the requirements of the RFP, second round interviews and Best and Final Offer (BAFO) and was found to be responsive and responsible. Therefore, Staff recommends the Board authorize the Chief Executive Officer to award Contract Agreement No. QM to McGladrey & Pullen, LLP in the amount of $318,000 for the base period of the contract plus a ten percent contingency for a total notto-exceed amount of $350,000. Budget Impact Funding for the External Audit Services is included in the FY Operating Budget. Prepared by: Nancy Weiford, Director, Finance Jon Bischetsrieder, Senior Contract & Compliance Administrator Bryan Payne, Assistant Director, Contracts JOHN E. FENTON Chief Executive Officer 2

15 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 5 TO: FROM: Board of Directors Chief Executive Officer SUBJECT: Contract No. QM On-Call Audit Services Bench Recommendation to Award Brown Armstrong Accountancy Corporation; KNL Support Services; Thompson, Cobb, Bazilio & Associates, P.C., and Wang Professional Corporation Issue SCRRA requires a bench of technically qualified firm to provide on-call audit services. Recommendation Staff recommends the Board authorize the Chief Executive Officer to award the following four contracts to provide on-call audit services: 1. QM138A-12 Brown Armstrong Accountancy Corporation 2. QM138B-12 KNL Support Services 3. QM138C-12 Thompson, Cobb, Bazilio & Associates, P.C. 4. QM138D-12 Wang Professional Corporation The requested contract term will be for three years with one two-year option. The total notto-exceed amount for all four contracts is $1,000,000 for the full five years. The awards are subject to resolution of any protest timely filed. Committee Review Since the April 27, 2012 Executive Management and Audit Committee meeting was cancelled, this item has not been considered by the Committee. Alternative The Board may: 1) Modify the amount of the contract funding authorization; or 2) Reject all proposals and direct staff to re-issue the Request for Proposal (RFP). Background In April 2007, the Board awarded five contracts for on-call audit services. Contract Numbers QM127-07A, QM127-07B, QM127-07C, QM127-07D, and QM127-07E were awarded to Diversified Capital; KNL Support Services; Mayer, Hoffman McCann PC; Thompson, Cobb, Bazilio and Associates, and Wang Professional Corporation, One Gateway Plaza, Floor 12 Los Angeles, CA

16 Contract No. QM On-Call Audit Services Recommendation to Award Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 respectively. These contracts were awarded for an initial term of two years, with two oneyear options. At the time the final option was exercised, the Board approved an extension of one year as a result of vendor concessions. The final option term expires in May SCRRA has relied on the services of these five audit firms to provide audit services through competitively awarded on-call Contract Task Orders (CTOs). The CTO process has allowed SCRRA to effectively conduct various time sensitive audits. The on-call pool of auditing firms supports a variety of functional areas within SCRRA requiring financial analysis, auditing and other fiscal-related services. Management of the on-call pool is under the direction of the Finance department. On-going internal and state audits have identified the need for additional support in performing cost and price reviews on technical and professional services proposals and CTOs. The cost and price reviews analyze the proposing company s financial material to determine reasonableness of the cost and price information submitted in proposals. Additionally, the review may address the financial stability of proposing firms. Audit services are also required to perform ongoing accounts payable compliance audits, provide information associated with contract closeouts and miscellaneous audits, and other consultative services. In accordance with CA&P CON-10, Competitive Procurement, the selection of an on-call firm for a particular project has been made by evaluating each firm s technical capabilities and cost estimate for the work. Experience with as-needed audit services revealed that limited contractor staff availability and pricing structures prevented one or more on-call firms from submitting competitive offers for projects as they arose. By having a panel of firms, SCRRA will be able to have more competitive offers for individual projects as well as conduct more audits in a timely fashion by avoiding consultant staffing resource constraints. On December 9, 2011 the Board approved evaluation criteria for the procurement of oncall audit services. SCRRA issued a Request for Proposal (RFP) on December 28, The solicitation was posted on SCRRA s online bidding system and advertised in publications in the five member counties. Notices were also sent directly to firms registered in SCRRA s online vendor database. Fifteen firms downloaded the solicitation. Six proposals were received on February 24, 2012 from Brown Armstrong Accountancy Corporation; KNL Support Services; Moss Adams LLP; Sjoberg Evashenk Consulting; Thompson, Cobb, Bazilio & Associates, P.C., and Wang Professional Corporation. The evaluation team consisted of SCRRA staff from Finance and an outside evaluator. Technical proposals were evaluated and scored. All firms were ranked and interviewed. The results of the combined technical, interview and cost scoring are shown below: Firm Technical Score Interview Cost Score Total Brown Armstrong Accountancy Corporation KNL Support Services Moss Adams LLP Sjoberg Evashenk Consulting

17 Contract No. QM On-Call Audit Services Recommendation to Award Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 3 Thompson, Cobb, Bazilio & Associates, P.C Wang Professional Corporation Moss Adams LLP met all the technical requirements of the RFP but provided a cost structure that was out of line with the competing responders. Sjoberg Evashenk Consulting, while a strong auditing and financial enterprise, did not possess the requisite scope of expertise required. For these reasons, Moss Adams LLP and Sjoberg Evashenk Consulting were not selected as part of the on-call audit bench. Brown Armstrong Accountancy Corporation met RFP requirements and was found to be responsive and responsible. KNL Support Services; Thompson, Cobb, Bazilio & Associates, P.C., and Wang Professional Corporation also met all of the requirements of the RFP and were found to be responsive and responsible. These firms have provided on-call audit services to SCRRA in the past and performed in a satisfactory manner. All four recommended firms were found to possess unique capabilities, strengths and expertise in the various areas of pre-award price reviews and operational and financial audits. Having a bench of such diverse firms to conduct specific audits will serve SCRRA well in targeting specific audits to the firm with the best expertise in that area. Also, having four viable firms on the bench will ensure timely acceptance of multiple simultaneous audits. Therefore, staff recommends the Board authorize the CEO to award Contract Nos. QM138A-12, QM138B-12, QM138C-12 and QM138D-12 to Brown Armstrong Accountancy Corporation; KNL Support Services; Thompson, Cobb, Bazilio & Associates, P.C., and Wang Professional Corporation respectively, in the amount of $1,000,000. Budget Impact Funding for the On-Call Audit Services is included in the FY Operating Budget. Prepared by: Jon Bischetsrieder, Senior Contract & Compliance Administrator Bryan Payne, Assistant Director, Contracts Cheryl Taylor, Chief Financial Officer Nancy Weiford, Director, Finance JOHN E. FENTON Chief Executive Officer 5

18 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 6 TO: FROM: Board of Directors Chief Executive Officer SUBJECT: Contract No. SP325A-11 - Media Relations, Digital Photography and Production Services Increase Contract Funding MBI Media, Inc. Issue Media relations, digital photography, and production services are required to provide timely multi-media services. Recommendation Staff recommends the Board authorize the Chief Executive Officer to increase the contract amount for the bench by $100,000 for a not-to-exceed amount for the bench of $400,000 and amend Contract No. SP325A-11 with MBI Media, Inc. (MBI) for Media Relations, Digital Photography and Production Services to increase the contract amount by $100,000 for a not-to-exceed amount of $200,000. Committee Review This item was not considered at the Legislative and Communications Committee meeting as the services are needed as part of the public outreach process for a potential fare increase and Title VI service standards delivery policy, as directed by the Board at its Special Board meeting held on April 27, The current contract funding authority is not sufficient to cover these services. Alternative The Board may: 1) Modify the amount of the contract funding increase and amendment; or 2) Deny the funding increase and contract amendment. One Gateway Plaza, 12 th Floor, Los Angeles, CA

19 Contract No. SP325A-11 - Media Relations, Digital Photography and Production Services Increase Contract Funding Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 Background Media Relations, Digital Photography and Production Services include, but are not limited to, special media events, stakeholder and public outreach, project documentation, safety education, and video production that enables media outlets to receive up-to-date stock footage (b-roll) prepared for media broadcast. On June 10, 2011 the Board awarded contracts for media relations, digital photography and production services to a bench of two firms MBI Media (Contract SP325A-11) and Dietrich Nelson & Associates (Contract SP325B-11) for a not-to-exceed amount of $300,000 for the bench. Contracts were executed with Dietrich Nelson (SP325B-11) in the amount of $200,000 and with MBI Media, Inc. (SP325A-11) in the amount of $100,000 to accommodate the video requirements at that time. The Board at its April 27, 2012 meeting approved moving forward on public outreach efforts regarding a potential fare increase. Since MBI has more service offerings by amending their contract, staff will be able to provide the appropriate public outreach services as significant planning and public relations efforts are necessary for a successful Title VI process. This additional funding will also allow MBI to provide back-up staffing support on-scene or with public outreach if a significant incident were to occur. At the time of contract award, this work was not anticipated at the level of effort required by the Title VI process. As a result, additional funding for the bench contract is needed to support this program. This amendment to MBI s Contract No. SP325A-11 will also equally balance the bench and will allow MBI to provide these important services to the Authority. Therefore, staff recommends the Board approve an increase in the authorized bench contract funding and authorize the Chief Executive Officer to execute a contract amendment to Contract No. SP325A-11 with MBI Media, Inc. Budget Impact Funding for the media relations, digital photography, and production services is included in the FY Operating Budget. Prepared by: Sherita Coffelt, Media & Public Relations Officer Jon Bischetsrieder, Senior Contract & Compliance Administrator Bryan Payne, Assistant Director, Contracts JOHN E. FENTON Chief Executive Officer 7

20 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 7 TO: FROM: SUBJECT: Board of Directors Chief Executive Officer Multiple Single Source Contracts with Original Equipment Manufacturers of SCRRA Track, Signal & Communication Components Request to Award Blanket Purchase Orders Issue An inventory of Original Equipment Manufacturers components and parts are needed to continue the maintenance and repair of SCRRA s Track, Signal and Communication infrastructure. Recommendation Staff recommends the Board of Directors authorize the Chief Executive Officer to negotiate and execute individual non-competitive blanket purchase orders with Original Equipment Manufacturers listed in Attachment 1 for the routine replenishment of SCRRA s inventory of track, signal and communication maintenance and repair materials in an amount of $2,950,000 for FY The term of BPOS will be two (2) years with one (1) two-year option that may be exercised with board approval. Committee Review Since there was no scheduled Safety and Operations Committee meeting this month, this item has not been considered by the Committee. Alternatives The Board may: 1) Request to decrease the not-to-exceed amount for all blanket purchase orders; or 2) Decline to approve the award for the new blanket purchase orders. Background At the October 2010 meeting, the Board approved the in-sourcing of the track, signals and communications contractor supplied services to consolidate the management, warehousing and distribution of maintenance of way and capital materials, parts and supplies, tools, equipment, warranty, repair and return policy. This transition occurred in January One Gateway Plaza, 12 th Floor, Los Angeles, CA

21 Multiple Single Source Contracts with Original Equipment Manufacturers of SCRRA Track, Signal & Communication Components Request to Award Blanket Purchase Orders Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 Staff is requesting award of multiple single source contracts with original equipment manufacturers (OEMs) listed in Attachment 1 for routine replenishment of maintenance and repair components and parts (referred to as materials) required by SCRRA s maintenance of way department to maintain the track and signal/communications. Use of OEM components is required to avoid jeopardizing the integrity of the track and signal/communications and potentially exposing the Authority to unnecessary liability if repairs were improperly made. Funding for those BPOs will be requested annually. In accordance with the Board-approved Policy CON-5, a price analysis has been performed on the pricing provided by the OEMs and staff has determined the catalog pricing to be fair and reasonable. Past performance from the OEMs has been satisfactory. This recommendation for BPO awards is made in accordance with the Board-approved Policy CON-19 Sole Source and Non-Competitive Negotiated Procurements, permitting award when the purchase is for the sole purpose of duplicating or replacing supplies, equipment, or material already in use. Budget Impact Funding for Track, Signals and Communications materials are included in the FY proposed Material Management Budget. Prepared by: Joseph Henderlong, Director, Materials Management & Warehousing Lia McNeil-Kakaris, Assistant Director, Contracts JOHN E. FENTON Chief Executive Officer 9

22 Multiple Single Source Contracts with Original Equipment Manufacturers of SCRRA Track, Signal & Communication Components Request to Award Blanket Purchase Orders Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 3 Attachment 1 Ansaldo STS PO Total NTE for FY Switch gear & hardware spare parts, maintenance and repair for signal and communications $2,000, Portec/L. B. Foster PO Trackside lubricators, insulated joints, anchors $100, Emerson PO I-COM PO Universal Power Supply signal and communication equipment for MOC and TCOSF Communication equipment for Mountain Top Sites and Control Points $250, $300, Convergent PO Radios for Dispatchers for PTC $300, TOTAL $2,950,

23 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 8 TO: FROM: Board of Directors Chief Executive Officer SUBJECT: Memorandum of Understanding between the San Bernardino Associated Governments and the Southern California Regional Rail Authority for the Development of the Eastern Maintenance Facility (EMF) Expansion Phase III Project and the Downtown San Bernardino Passenger Rail Project (DSBPRP) Issue San Bernardino Associated Governments (SANBAG) desires to construct the Phase III Expansion of the Eastern Maintenance Facility (EMF) and extend the San Bernardino Line one mile to Downtown San Bernardino as initial phases of a Redlands Branch Expansion that will eventually provide commuter rail service to Redlands. SANBAG is funding the design and construction of the projects, which will be built under separate construction contracts, with construction of the EMF Expansion completing before the start of construction of the Downtown San Bernardino Passenger Rail (DSBPR) Project. The benefits of the projects are that a layover site will be available for storage of cars for the San Bernardino Line and Southern California Regional Rail Authority (SCRRA) will have an expanded EMF for additional storage and maintenance needs. A Memorandum of Understanding (MOU) between SCRRA and SANBAG has been drafted to describe the responsibilities of the parties with regard the design, construction, and handover of completed facilities to SCRRA and will provide compensation to SCRRA for support of the projects. Recommendation Staff recommends the Board authorize the Chief Executive Officer to negotiate and execute a MOU between SANBAG and SCRRA that provides for support of the projects by SCRRA. Committee Review Since there was no scheduled Safety and Operations Committee meeting this month, this item has not been considered by the Committee. One Gateway Plaza, 12 th Floor, Los Angeles, CA

24 Memorandum of Understanding between the San Bernardino Associated Governments and the Southern California Regional Rail Authority for the Development of the Eastern Maintenance Facility (EMF) Expansion Phase III Project and the Downtown San Bernardino Passenger Rail Project (DSBPRP) Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 Alternatives The Board may: Background 1) Decline to authorize the Chief Executive Officer to negotiate and execute the MOU 2) Reject the proposed expansion of the EMF and direct SANBAG to seek an alternative temporary layover site during construction of the DSBPR Project In August 2007, the Board approved the purchase of a permanent easement for a site in Colton for the construction of the EMF. The EMF, when fully operational, will provide storage, servicing, maintenance, and shop repair facilities to support an increase in Metrolink fleet capacity, particularly in Riverside and San Bernardino counties. The site with more than 20 acres is along the Burlington Northern Santa Fe (BNSF) main lines and provides excellent access to the San Bernardino Station and is on a direct route from the Riverside Station. The development of EMF was planned for three or more phases as funding became available and as the expansion of the fleet and service required. In January 2008, the Board awarded Contract No. C for construction of the EMF Phase I and II improvements. The combined Phase I and II construction included grading and site improvements, track connections to the BNSF Main track, a four-track train storage yard with capacity for four six-car train sets, two service and inspection tracks with pits, fueling, lube and sanding facilities, underground diesel fuel storage tanks, an enclosed train wash, and a single-story 5,150 square foot transportation building containing offices and mechanical staff welfare area and other site work. The construction of Phases I and II were completed and accepted by SCRRA in Since that time, the facility has been used by Hyundai Rotem for the assembly of the Guardian Fleet of crash energy management cars under a lease with SCRRA. In early 2013, SANBAG expects to begin construction on the Downtown San Bernardino Passenger Rail Project (DSBPR) to extend Metrolink Service to E Street Transit Center in downtown San Bernardino. To facilitate construction of the DSBPR, access to the existing Inland Empire Maintenance Facility (IEMF) will be restricted. Therefore, an alternative facility must be provided in order to continue SCRRA operations. The construction of Phase III at the EMF facility will not only allow EMF to fill the void during the IEMF closure, but also serve as the permanent San Bernardino maintenance facility. The proposed EMF project includes a new tail track between Citrus and Laurel Streets, construction of a railroad bridge over Lytle Creek Channel, and lengthening of existing storage tracks to accommodate a total of 13 commuter rail train sets. 12

25 Memorandum of Understanding between the San Bernardino Associated Governments and the Southern California Regional Rail Authority for the Development of the Eastern Maintenance Facility (EMF) Expansion Phase III Project and the Downtown San Bernardino Passenger Rail Project (DSBPRP) Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 3 SANBAG is the lead agency with regard to planning and implementing the Phase III expansion of the EMF and the DSBPR projects. The EMF expansion will accommodate the staging, servicing, and maintenance of train sets proposed for operation on the DSBPR project, an extension of the existing SCRRA service utilizing the Redlands Branch Right of Way (ROW), from the current Santa Fe Depot terminus to a future San Bernardino Transit Center to be located at Rialto Avenue and E Street. SANBAG as the lead agency is primarily responsible for all design and construction of the projects. SCRRA controls, operates, and maintains the EMF pursuant to its rights under a December 12, 2007 Agreement with the BNSF, and upon completion of construction will operate and maintain the service, ROW and associated infrastructure relative to the new Transit Center to be developed through the EMF and DSBPR projects. SCRRA's technical and operational assistance, guidance, and approval are therefore imperative to the successful design and construction of both the EMF Expansion and DSBPR projects. This Memorandum of Understanding defines the rights, duties, and obligations of SCRRA and SANBAG for the construction, ownership, and use of the facilities at EMF, and will provide the authority needed by SANBAG to award a contract and proceed with construction at EMF. Budget Impact Funding for this project has been obtained by SANBAG and therefore, there is no budget impact. Prepared by: William Doran, Director, Engineering and Construction Patricia Watkins, Assistant Director, Public Projects JOHN E. FENTON Chief Executive Officer 13

26 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 9 TO: FROM: SUBJECT: Board of Directors Chief Executive Officer Mitigation Cooperative Agreement with Caltrans Issue Board approval is needed for the Chief Executive Officer to sign this Agreement. Recommendation Staff recommends the Board approve the Mitigation Cooperative Agreement and authorize the Chief Executive Officer to sign the agreement. Committee Review Since there was no scheduled Legislative and Communications Committee meeting this month, this item has not been considered by the Committee. Alternative The Board may reject the Agreement. Background The Interstate 5 Corridor improvement Project (91 Freeway to the 605 Freeway) will begin construction in July/August of 2012 to add a carpool lane in each direction and a regular lane. The Environmental Impact Report for this project stated that Caltrans will work with the Southern California Regional Rail Authority to provide incentives for commuters to use Metro transit service and Metrolink service during the construction period of the Interstate 5 (I-5) Corridor Improvement Project. The I-5 construction is planned in five phases between the 91and 605 freeways. This is mainline construction traffic mitigation, and Caltrans has dedicated funds for each phase to increase awareness of mode shift options through a commuter incentive program. The total amount of funds dedicated to this initiative is not to exceed $5 million. Caltrans will provide Metrolink with funds to mitigate the impacts of the construction project to commuters who are traveling across the I-5 corridor between the 91 and 605 Freeway. One Gateway Plaza, Floor 12 Los Angeles, CA

27 Mitigation Cooperative Agreement with Caltrans Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 Metrolink plays a unique role in Southern California. Metrolink tickets are the only ticket types in the region that offers free connections on other buses and rail service throughout the region. For example, an individual can purchase a Metrolink Monthly Pass and take an OCTA bus to a station, travel to Los Angeles on Metrolink and connect for free on the Red or Purple subway all by using a Metrolink ticket or pass. This connectivity has been developed because of numerous interagency reimbursement agreements with agencies throughout the region. Included in the agreement is a Draft Marketing and Communications Plan which includes a branding and creative design project as well as an advertising campaign to support the multi-year mitigation plan and construction project. There are also traditional and social media components of the plan. Market research will be conducted to help target the communications and marketing strategy and evaluate the effectiveness of the mitigation effort. If the Mitigation Cooperative Agreement is approved, Metrolink will initiate a survey to determine the market potential and make any adjustments (if necessary) to the Draft Marketing and Communications Plan before implementation. Budget Impact Any expenses incurred as a result of this agreement will be reimbursed by Caltrans within 30 days of receipt of a Metrolink invoice. Prepared by: Mark Waier, Manager, Marketing and Sales JOHN E. FENTON Chief Executive Officer 15

28 I-5 COMMUTER INCENTIVE PROGRAM I-5 Corridor Improvement Project 07-LA /6.3 12/ORA /44.4 EA: 21591, 21592, 21593, 21594, EFIS #: , , , , Draft Cooperative Agreement No. 07-Env-006 MITIGATION COOPERATIVE AGREEMENT This Agreement, ENTERED INTO EFFECTIVE on, 2011, is between the STATE OF CALIFORNIA, acting by and through its Department of Transportation, referred to herein as CALTRANS, and the SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY, referred to herein as SCRRA. RECITALS 1. CALTRANS and SCRRA, herein referred to as PARTIES, pursuant to Streets and Highways Code sections 114 and/or 130, are authorized to enter into this Agreement. 2. SCRRA is a five-county joint powers authority, created pursuant to California Public Utilities Code Section and California Government Code Section 6500 et seq., to build and operate the Metrolink commuter train system. The five-county member agencies are comprised of the following: Los Angeles County Metropolitan Transportation Authority ( Metro ), Ventura County Transportation Commission ( VCTC ), Orange County Transportation Authority ( OCTA ), San Bernardino Associated Governments ( SANBAG ), and Riverside County Transportation Commission ( RCTC ). SCRRA builds, operates, and maintains a commuter rail system in the five-county area on rail rights-of-ways owned by the member agencies. 3. CALTRANS and FHWA, in cooperation with the Los Angeles County Metropolitan Transportation Authority ( LACMTA ), Orange County Transportation Authority ( OCTA ), and the I-5 Consortium Cities Joint Powers Authority (I-5 JPA), propose to improve Interstate 5 for approximately 7 miles between State Route 91 in Orange County, California and Interstate 605 in Los Angeles County, California by widening the freeway to provide for a minimum of 10 lanes (hereinafter referred to as "PROJECT"). Construction for this PROJECT is scheduled to begin in 2012 and is estimated to be completed by CALTRANS, in order to comply with the approved environmental document (Final Environmental Impact Report/Environmental Impact Statement, June 2007) and Environmental Commitments Record for PROJECT, must provide mitigation for impacts to traffic during the five-year construction period for PROJECT. The EIR specifically states, Caltrans will work with Metro and the Southern California Regional Rail Authority to provide incentives for commuters to use Metro transit service and Metrolink service during the Interstate 5 Corridor Improvement construction period. CALTRANS intends to satisfy this requirement by funding a program of incentives for commuters to use both the Metro transit services and the Metrolink commuter rail service during the 16

29 Interstate 5 Corridor Improvement construction period. This incentive program shall hereinafter be referred to as the I-5 COMMUTER INCENTIVE PROGRAM. 5. SCRRA intends to assist CALTRANS by implementing the I-5 COMMUTER INCENTIVE PROGRAM, including the development and implementation of an annual Marketing and Communications Plan for each year of PROJECT. The I-5 COMMUTER INCENTIVE PROGRAM is intended to encourage commuters to use Metro transit services and Metrolink as an alternative to driving on Interstate 5 until construction is completed. 6. CALTRANS has determined that the estimated cost of funding the I-5 COMMUTER INCENTIVE PROGRAM is five million dollars, as described in Exhibit A, attached hereto and made a part of this Agreement. Please refer to Exhibit A for an estimate on how the five million dollars will be utilized. 7. The terms of this Agreement shall supersede any inconsistent terms of any prior Memorandum of Understanding (MOU) or Agreement relating to I-5 COMMUTER INCENTIVE PROGRAM. 8. PARTIES now define herein below the terms and conditions under which this Agreement will be implemented. SECTION I SCRRA AGREES: 1. All work performed by SCRRA, or performed on SCRRA s behalf, shall be performed in accordance with all state and federal laws, regulations, policies, procedures, and standards. 2. To obtain any and all necessary property rights and/or rights of entry required prior to the implementation of I-5 COMMUTER INCENTIVE PROGRAM and for full compliance with any terms and conditions thereof. Said rights of entry shall also include rights for CALTRANS personnel. 3. To develop and implement the I-5 COMMUTER INCENTIVE PROGRAM as follows: A. Prior to implementation of the I-5 COMMUTER INCENTIVE PROGRAM, to conduct a pre-construction survey of I-5 commuters, as more particularly described in Exhibit B, in order to obtain a baseline from which to measure the performance and success of the I-5 COMMUTER INCENTIVE PROGRAM. The pre-construction survey protocol shall be subject to CALTRANS review and approval. Following the completion of the pre-construction survey, success criteria shall be developed in order to provide a basis for the annual evaluation of the I-5 COMMUTER INCENTIVE PROGRAM. Success criteria shall be included in the Marketing and Communications Plan prepared each calendar year as described in Section 1, Article 3(C) below. Page 2 of 17 17

30 B. Prior to the completion of the I-5 COMMUTER INCENTIVE PROGRAM, to conduct a follow-up survey of I-5 commuters in order to evaluate the overall performance and success of the I-5 COMMUTER INCENTIVE PROGRAM and to make adjustments to the program if necessary. C. To develop an I-5 COMMUTER INCENTIVE PROGRAM Marketing and Communications Plan for every calendar year (2012 through 2017) that funds will be received from CALTRANS. The Marketing and Communications Plan shall be subject to CALTRAN s review and approval. The Marketing and Communications Plan for each calendar year shall coincide with the construction periods identified in Exhibit A. D. To ensure that the estimates included in the Marketing and Communications Plan will be as comprehensive as possible and shall include the cost for all items of work necessary for the implementation of the I-5 COMMUTER INCENTIVE PROGRAM which includes, but is not limited to, the cost of advertising, billboard rentals, materials, labor, and direct and indirect overhead costs. E. To provide a summary report of the results of each year s Marketing and Communications Plan for the I-5 COMMUTER INCENTIVE PROGRAM to CALTRANS at the end of each year s construction period. This report shall provide an evaluation of the I-5 COMMUTER INCENTIVE PROGRAM based on the established success criteria. The final year s (2017) summary report shall include the results of a post-construction survey in order to measure the overall success of the I-5 COMMUTER INCENTIVE PROGRAM. Each year s summary report shall be subject to CALTRANS review and approval. F. To advertise, award, and administer any and all necessary contracts for the I-5 COMMUTER INCENTIVE PROGRAM. G. To coordinate Contract Task Order approval for all work related to the I-5 COMMUTER INCENTIVE PROGRAM with CALTRANS. 4. To submit invoices to CALTRANS within ninety (90) days of receipt of contractor invoices for project costs incurred and paid. Upon completion of I-5 COMMUTER INCENTIVE PROGRAM and all work incidental thereto, to furnish CALTRANS with a detailed statement of I-5 COMMUTER INCENTIVE PROGRAM costs to be borne by CALTRANS. SCRRA thereafter shall refund to CALTRANS, promptly after completion of SCRRA s final accounting of I-5 COMMUTER INCENTIVE PROGRAM costs, any amount of CALTRANS deposits remaining after actual costs to be borne by CALTRANS have been deducted, or to bill CALTRANS for any additional amount required to complete CALTRANS financial obligations pursuant to this Agreement. 5. If work performed under this Agreement is done under contract (not completed by SCRRA s own employees) and is governed by the California Labor Code's definition of a Page 3 of 17 18

31 "public work" (section 1720(a)(a)), SCRRA will conform to sections of the California Labor Code and all applicable regulations and coverage determinations issued by the Director of Industrial Relations. 6. SCRRA will include wage requirements in all contracts for public work and will require their contractors and consultants to include prevailing wage requirements in all Agreement-funded subcontracts for public work. 7. If work performed under this Agreement is done under contract, is paid for in whole or part with federal funds, and is of the type of work subject to federal prevailing wage requirements, SCRRA must conform to the provisions of the Davis-Bacon and Related Acts, 40 U.S.C. 276(a) in addition to Labor Code provisions. 8. SCRRA agrees to include federal prevailing wage requirements in its contracts for public work. Work performed by SCRRA s own forces is exempt from federal prevailing wage requirements. 9. To retain all books, documents, papers, accounting records, and other evidence pertaining to costs incurred, including support data for cost proposals, and to make such materials available at the respective offices of CALTRANS at all reasonable times for three (3) years after the termination date of this Agreement. CALTRANS, the Federal Highway Administration, or any duly authorized representative of the Federal Government shall have access to any books, records, and documents of SCRRA that are pertinent to this Agreement for audits, examinations, excerpts, and transactions, and copies thereof shall be furnished when requested. CALTRANS AGREES: SECTION II 1. To submit invoices to CALTRANS within ninety (90) days of receipt of contractor invoices. Issue payment within 30 days of receipt of SCRRA monthly invoice (applies to reimbursement). 2. To coordinate with SCRRA on all Public Information and Public Affairs activities related to the PROJECT, including the I-5 COMMUTER INCENTIVE PROGRAM. 3. To notify SCRRA five (5) working days in advance of any material changes to the construction PROJECT. SECTION III IT IS MUTUALLY AGREED: 1. All obligations of CALTRANS under the terms of this Agreement are subject to the appropriation of resources by the Legislature, State Budget Act authority and the allocation of funds by the California Transportation Commission (CTC). Page 4 of 17 19

32 2. All applicable laws, rules and policies relating to the use of federal or state funds shall apply notwithstanding other provisions of this Agreement. 3. The I-5 COMMUTER INCENTIVE PROGRAM Marketing and Communications Plan shall be jointly reviewed by SCRRA and CALTRANS annually. CALTRANS and SCRRA, each individually, retains the right to suspend or cancel the I-5 COMMUTER INCENTIVE PROGRAM for any reason. 4. CALTRANS and SCRRA agree to identify a point person for each party to assist in coordinating issues and getting responses to requests related to the I-5 COMMUTER INCENTIVE PROGRAM and the PROJECT. 5. Any notice sent by first class mail, postage paid, to the address and addressee, shall be deemed to have been given when in the ordinary course it would be delivered. The representatives of the parties who are primarily responsible for the administration of this Agreement, and to whom notices, demands and communications shall be given, are as follows: CALTRANS: SCRRA: Garrett Damrath Mark Waier Senior Environmental Planner Manager, Sales and Marketing 100 S. Main Street Suit 100 MS 16A One Gateway Plaza, Floor 12 Los Angeles, CA Los Angeles, CA Garrett_damrath@dot.ca.gov waierm@scrra.net Telephone: Telephone: Fax: Facsimile: If there are any changes in the above names and/or addresses, the party desiring to make such change shall give a written notice to the respective parties within five (5) days of such change. 7. Neither SCRRA nor any officer or employee thereof is responsible for any injury, damage, or liability occurring by reason of anything done or omitted to be done by CALTRANS and/or its agents under or in connection with any work, authority, or jurisdiction conferred upon CALTRANS under this agreement. It is understood and agreed that CALTRANS will fully defend, indemnify, and save harmless SCRRA and all of its officers and employees from all claims, suits, or actions of every name, kind, and description brought forth under, but not limited to, tortious, contractual, inverse condemnation, or other theories or assertions of liability occurring by reason of anything done or omitted to be done by CALTRANS and/or its agents under this agreement. 8. Neither CALTRANS nor any officer or employee thereof is responsible for any injury, damage or liability occurring by reason of anything done or omitted to be done by SCRRA and/or its agents under or in connection with any work, authority or jurisdiction Page 5 of 17 20

33 conferred upon SCRRA under this Agreement. It is understood and agreed that SCRRA will fully defend, indemnify and save harmless CALTRANS and all its officers and employees from all claims, suits or actions of every name, kind and description brought forth under, including, but not limited to, tortious, contractual, inverse condemnation or other theories or assertions of liability occurring by reason of anything done or omitted to be done by PUBLIC ENTITY and/or its agents under this Agreement. 9. In the event of any breach of this Agreement by either party, the other party may enforce this Agreement by any means available at law or in equity. In the event of litigation, mediation or arbitration to resolve any breach of, or dispute related to this Agreement, each party agrees to pay for their own attorneys cost and expenses, without regard to who prevails. 10. A failure by either party to enforce any provision of this Agreement shall not be construed as a continuing waiver, or as a waiver of the right to compel enforcement of that provision. 11. This Agreement may be executed in several counterparts and all counterparts so executed shall constitute one Agreement that shall be binding on all of the parties, notwithstanding that all of the parties are not a signatory to the original or the same counterpart. If any provision of this Agreement is held invalid, the other provisions shall not be affected thereby. 12. No alteration or variation of the terms of this Agreement shall be valid unless made by a formal amendment executed by the parties hereto and no oral understanding or Agreement not incorporated herein shall be binding on any of the parties hereto. 13. Nothing within the provisions of this Agreement is intended to create duties or obligations to or rights in third parties not party to this Agreement or to affect the legal liability of either party to the Agreement by imposing any standard of care different from the standard of care imposed by law. 14. This Agreement shall terminate upon CALTRANS written acceptance that SCRRA has completed I-5 COMMUTER INCENTIVE PROGRAM, however all indemnification, document retention, audit, claims, environmental, legal challenge, hazardous material, operation, maintenance, and ownership articles will remain in effect until terminated or modified in writing by mutual Agreement. Page 6 of 17 21

34 PARTIES declare that: 1. Each PARTY is an authorized legal entity under California state law. 2. Each PARTY has the authority to enter into this Agreement. 3. The people signing this Agreement have the authority to do so on behalf of their public agencies. STATE OF CALIFORNIA Department of Transportation SCRRA Southern California Regional Rail Authority By: Deputy District Director By: CEO Approved as to form and procedure: Approved as to form: Attorney Department of Transportation General Counsel Certified as to budgeting of funds: District Budget Manager Certified as to financial terms and policies: Accounting Administrator Page 7 of 17 22

35 Exhibit A I-5 Commuter Incentive Cost Estimate Below are the construction phases for the PROJECT and the allocation of I-5 COMMUTER INCENTIVE PROGRAM funds available for each phase. Phase 1: Construction period 1/12 8/17 Expenditure Estimated Cost License Plate Survey $100,000 Advertising Agency Consultant Fee $53,000 Outdoor Advertisements $200,000 Traffic Radio Advertisements $120,000 Microsite $10,000 Media Event- Campaign Kickoff $7,500 Public Education Collateral (carpool, $20,000 vanpool, other commute options) Direct Mail Campaign $60,000 Ethnic Print Advertising $20,000 Mobile App Development $20,000 Grassroots Marketing / Promotional Ticket $30,000 Offers / Rideshare Events Print Advertising $30,000 Social Media Advertising $45,000 Community Outreach Support $1,000 How to Ride video $30,000 Total $726,500 Phase 2: Construction period 7/13 3/19 Expenditure Estimated Cost Advertising Agency Consultant Fee $25,000 Outdoor Advertisements $200,000 Traffic Radio Advertisements $120,000 Microsite maintenance $2,000 Ongoing Survey $15,000 Public Education Collateral (carpool, $20,000 vanpool, other commute options) Direct Mail Campaign $120,000 Ethnic Print Advertising $20,000 Mobile App maintenance $5,000 Grassroots Marketing / Promotional Ticket $30,000 Page 8 of 17 23

36 Offers / Rideshare Events Print Advertising $30,000 Social Media Advertising $45,000 Community Outreach Support $1,000 Total $633,000 Phase 3: Construction period 8/12 4/17 Expenditure Estimated Cost Advertising Agency Consultant Fee $25,000 Outdoor Advertisements $200,000 Traffic Radio Advertisements $120,000 Microsite maintenance $2,000 Ongoing Survey $15,000 Public Education Collateral (carpool, $20,000 vanpool, other commute options) Direct Mail Campaign $60,000 Ethnic Print Advertising $20,000 Mobile App maintenance $5,000 Grassroots Marketing / Promotional Ticket $30,000 Offers / Rideshare Events Print Advertising $30,000 Social Media Advertising $45,000 Community Outreach Support $1,000 Total $573,000 Phase 4: Construction period 8/12 10/17 Expenditure Estimated Cost Advertising Agency Consultant Fee $25,000 Microsite maintenance $2,000 Ongoing Survey $15,000 Public Education Collateral (carpool, $20,000 vanpool, other commute options) Direct Mail Campaign $60,000 Ethnic Print Advertising $20,000 Mobile App maintenance $5,000 Grassroots Marketing / Promotional Ticket $30,000 Offers / Rideshare Events Print Advertising $30,000 Social Media Advertising $45,000 Community Outreach Support $1,000 Page 9 of 17 24

37 Total $573,000 Phase 5: Construction period 7/13 12/17 Expenditure Estimated Cost Advertising Agency Consultant Fee $15,000 Microsite maintenance $2,000 Post Survey $100,000 Public Education Collateral (carpool, $5,000 vanpool, other commute options) Mobile App maintenance $5,000 Social Media Advertising $45,000 Community Outreach Support $1,000 Total $173,000 NOTE: THE ABOVE ESTIMATES DO NOT INCLUDE COSTS FOR CAPACITY INCREASES. Five Million Dollars is the maximum amount allocated for the identified phases. Notes: All Metrolink capacity increases are subject to equipment availability and consist cycles. Available capacity (as noted in EXHIBIT C) reflects empty seats available for increasing ridership. Funding may also support additional Metrolink conductors should trains need to be lengthened to more than six cars to meet the demand from I-5 commuters. Disclaimer: Any expenditures outside of a preapproved Marketing and Communications Plan must be approved by the Caltrans District 7 Division of Environmental Planning. Page 10 of 17 25

38 Exhibit B Preliminary Performance Indicators for the I-5 Commuter Incentive Program Metrolink ridership growth will be one of the key ways to measure the outcome of this mitigation. Several other performance indicators may be measured as well. A pre-construction survey of I-5 commuters will be conducted in order to obtain a baseline from which to judge the success of the I-5 COMMUTER INCENTIVE PROGRAM. The following performance measures and data sources may be included. Performance measures: Increase in ridership on the Orange County and 91 lines by 6.5% after 12 months of campaign (measured by ridership report) Customer satisfaction results in the positive category (measured by onboard survey) Change in mode choice Increase in tele-commuting Change in awareness of alternative travel options Change in motorists route choice and travel frequency Other measures as determined Data Sources: Metrolink ridership counts On board surveys during campaign Pre and post license plate surveys Metro and OCTA vanpool statistics Pre-Construction Survey Overview Conduct a computerized license plate survey in February, 2012 to generate pre-construction base-line data of current I-5 users. Match with DMV records to create mailing list Conduct a mail-out survey to learn about travel patterns (trip origins and destinations), travel frequency, awareness of project and alternative travel options. Additional follow up surveys may be conducted for the duration of the project to measure behavior changes in response to communications program Post-Construction Survey Overview A post-construction survey of I-5 commuters will be conducted in order to evaluate the overall 5-year success of the I-5 COMMUTER INCENTIVE PROGRAM. Page 11 of 17 26

39 Exhibit C DRAFT Marketing and Communications Plan 2012 NOTICE: This DRAFT Marketing and Communications Plan is reflective of ongoing discussion with CALTRANS and SCRRA regarding marketing and communication efforts for the I-5 COMMUTER INCENTIVE PROGRAM. The Marketing and Communications Plan may be modified after survey results are analyzed as described in Exhibit B. Exhibit C is to serve as an example of the annual Marketing and Communications plan that will be submitted by SCRRA to CALTRANS by October 15 of every calendar year. Overview The Interstate 5 Corridor improvement Project (91 Freeway to the 605 Freeway) will begin construction in June or July of A ceremonial groundbreaking will occur in February As stated in the Environmental Document (EIR/EIS), Caltrans will work with the Southern California Regional Rail Authority to provide incentives for commuters to use Metro transit service and Metrolink service during the construction period of the Interstate 5 (I-5) Corridor Improvement Project. The I-5 construction is planned in five phases between the 91and 605 freeways. This is mainline construction traffic mitigation, and Caltrans has dedicated funds for each phase to increase awareness of mode shift options through a commuter incentive program. Caltrans will provide Metrolink with funds to mitigate the impacts of the construction project to commuters who are traveling across the I-5 corridor. Metrolink will act as the agency of record to develop various transit programs with our funding agencies who are impacted by this project: Metro, OCTA, VCTC, and RCTC. Metrolink plays a unique role in Southern California. Metrolink tickets are the only ones in the region that offers free connections on other buses and rail service throughout the region. For example, an individual can purchase a Metrolink Monthly Pass and take an OCTA bus to a station, travel to L.A. on Metrolink and connect for free on the Red or Purple subway all by using a Metrolink ticket or pass. This connectivity has been developed because of numerous interagency reimbursement agreements with agencies throughout the region. The Marketing and Communications Plan includes a branding and creative design project as well as an advertising campaign to support the multi-year mitigation plan and construction project. There are also traditional and social media components of the plan. Further, market research will be conducted to help target the communications and marketing strategy and evaluate the effectiveness of the mitigation effort. Below is an overview of ridership and capacity as of June Current Metrolink Ridership: Orange County Line: 7, Line: 2,508 Rail2Rail: 1,591 Seating Capacity: Page 12 of 17 27

40 Goals/Objectives Orange County Line current available capacity (AM and PM PEAK) 7,004 Available capacity (AM and PM PEAK) after lengthening all trains to 6-cars: 10,167 Available capacity (AM and PM PEAK) after lengthening all trains to 6-cars and current 6-car trains to 8 cars: 12,134 Primary Goal: To encourage use of public transportation as an option to avoid or circumvent delays due to the construction of the I-5 between the 91 and 605 freeways. Secondary Goals: Leverage the shift in commute patterns to convert situational riders into long-term users of public transportation. Communications Proposed Messaging Project: The Interstate 5 Corridor Improvement Project, from the 91 to the 605 freeways, will begin construction in 2012 and continue during the duration of construction. Considerable delays can be expected as the road s configuration is modified and various lanes are shifted to allow for the widening of one of the region s heaviest travelled freeways. Caltrans is working with Metrolink and other transit providers, such as MTA, RCTC, VCTC and OCTA, to enhance the public transportation options available to ensure commuters can rely on public transportation options to avoid delays due to the construction. Long term: Southern California is one of the most congested regions in the country. As the population continues to grow, public transportation is going to have to play a more prominent role in how commuters get to their destinations. We hope this project will result in a permanent shift from automobiles to public transportation. Taking public transportation decreases congestion, improves air quality and saves money resulting in an improved quality of life. APTA estimates Angelenos save over $10,000 every year by taking public transportation. The construction project, when completed, will improve the movement of people and goods in Southern California. Caltrans Messaging Overview: The California Department of Transportation (Caltrans) is working to improve the Santa Ana Freeway (Interstate 5) from the Los Angeles County/Orange County line to the San Gabriel River Freeway (Interstate 605), a distance of nearly 14 miles (seven miles in each direction). Page 13 of 17 28

41 Metro: LA County s Measure R, the voter-approved commitment for funding towards transit and highway improvements, is contributing to the funding for the I-5 South Corridor Improvement Projects from the Los Angeles County/Orange County line to I-605. Measure R s Traffic Reduction goals: Reduce highway traffic congestion throughout Los Angeles County Enhance highway safety and improve traffic flow Enhance capacity Caltrans: Project Benefits: A milestone transportation improvement project Improving mobility and providing congestion relief are two main challenges in transportation today. Interchange improvements will increase the capacity of the interchange and local roadways to improve mobility, enhance safety, alleviate congestion and delay, and accommodate planned growth while minimizing impacts on surrounding properties. The improvements will: Eliminate northbound I-5 bottleneck traffic due to the reduction of lanes from five to four lanes at the Orange County/Los Angeles County line. Improve performance to major intersections and interchanges; Add freeway capacity to meet or exceed forecasted demands; Upgrade the I-5 corridor to meet current Caltrans and FHWA design standards; Continue the HOV, or carpool lane, facility on I-5 from southern Orange County (Dana Point?) to I-605 in Los Angeles County; Improve freeway Level of Service (LOS) during peak travel hours; Reduce travel time delays and congestion-related incidents. HOV lanes: Reduce congestion; Uses freeway capacity more efficiently; Increases regional mobility; Moves more people rather than more cars. Commuting Tip during construction: The California Department of Transportation (Caltrans) is advising motorists to plan ahead and become familiar with alternate routes or other commute options, such as Metrolink trains, to avoid traffic congestion and delays. Questions? Page 14 of 17 29

42 For questions about the project improvements, call the Caltrans Public Affairs Office at Metrolink Public Affairs: Sherita Coffelt Commute To help make your commute better, safer and faster so that you can spend less time in traffic and more time with family and friends doing the things you d rather be doing. Improvements Extensive improvements will enhance Los Angeles County s world-class freeway system. These improvements will preserve and protect our transportation infrastructure Partnerships These highway improvements are possible because of teamwork and collaborative efforts between agencies to implement and complete significant projects. These highway improvements will truly make a difference for generations. Target Audiences [This is an assumed target audience. Once results are returned from the survey, we can refine the target audience.] Adults 18+ Primary: Commuters driving between Orange County, Riverside County and Downtown Los Angeles and beyond on I-5 corridor three or more days a week. Secondary: Recreational drivers traveling between Orange County and Downtown Los Angeles on I-5 corridor Specifically, commuters traveling on the I-5 Freeway corridor between the 91 and 605 Freeways and beyond to reach their destination Strategies Front-loading advertising and marketing efforts in the first years to create more awareness and behavior change early in the construction phase Emphasize advantages of using public transportation as opposed to driving for a variety of different demographics Partner with member agencies to increase the reach of all campaigns Tactics Tactics Overview Conduct grassroots marketing opportunities at corporations, universities and schools along the corridor Digital and social media Use of freeway message boards (CMS/ PCMS) Develop a mobile app that highlights alternatives to driving Page 15 of 17 30

43 Expanded use of social media to increase awareness of transportation options (Facebook, Twitter, blogs, Foursquare, YouTube) Develop a microsite that highlights alternatives to driving. This site will be linked to all of the partners involved Traditional marketing and advertising Outdoor Advertising: Most geographically-targeted capability of all major national media Traffic Radio Buy o Advertising during traffic reports while target market is sitting in traffic listening to radio Print advertising encouraging use of alternative modes to ethnic communities Direct mail home end and work end Promotional ticket offers Media and Public Relations Press conference (ground breaking events) News releases Media advisories News interviews *Metrolink Public Relations will work with Caltrans Public Relations team and coordinate messaging. Collateral development New rider kits New joint timetable Other: Identify park & ride lots along the corridor that can serve as overflow where there is a shortage of available Metrolink parking Supplement MTA and OCTA vanpool service Branding/Creative Concept Development Concept development and creative direction for a complete marketing and communications program that promotes various mode shift options as the best alternative to I-5 during construction. Tasks to include concept development, creative direction, copy writing, design/layout, art direction, computer production, and account planning/supervision. Advertising Considerations Lock in lowest media rates with long-term agreements Consider incorporating additional media vehicles to increase long-term reach and frequency, such as: o Radio traffic sponsorships Page 16 of 17 31

44 o Digital advertising on key sites for commuters o Print advertising in downtown LA publications o Direct mail campaign o Develop synergy between outdoor and other outlets with a creative approach o Continue to investigate and recommend new media opportunities as the campaign evolves and the project matures Existing Metrolink Communication Network: Ongoing s to staff, Board of Directors, stakeholders, contractor co-workers (Distribution 1,000) Offers and Promotions E-newsletter (Distribution 12,000) Metrolinktrains.com (9,000 Unique Visitors Per Day) On board distribution (15,000 quantity) Train Posters Internal (300 posters needed) Station Panels (15, two-sided panels available at stations) Corporate Partners database (150 Corporate Partners, reach 5,000) Metrolink Twitter Nation (10,000 plus followers) Metrolink Facebook (2,000 plus fans) Metrolink Matters Print Publication on trains (20,000) Call center interactive voice recorder Use Caltrans existing communications network when appropriate. First Year Timeline Present-1 st quarter 2012 Planning, Messaging Non-paid media launch 1 st quarter 2012 Advertising campaign launch 2 nd quarter 2012 Execution/Construction Start 3 rd quarter 2012 Analysis/Re-evaluation of Marcom plan 4 th quarter 2012 Evaluation Please see Exhibit B for criteria on evaluation. Page 17 of 17 32

45 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 10 TO: FROM: SUBJECT: Board of Directors Chief Executive Officer Contract No. EP Locomotive Fleet Service Life Extension Recommendation for Award RELCO Locomotives, Inc. Issue As the Metrolink locomotive fleet ages, a program dedicated to extending the service life of select high mileage locomotives is needed. The Service Life Extension program focuses on the revitalization of select PH and PHI locomotives having high mileage and being the least reliable. This is being performed to bridge the gap that marks the end of their service life and the potential procurement of other locomotive options. The program uses a Risk Based approach to target high failure risk components that will root out potential problems that threaten locomotive performance and reliability. Recommendation Staff recommends the Board authorize the Chief Executive Officer to award Contract No. EP for Locomotive Fleet Service Life Extension to RELCO Locomotives, Inc., the responsive and responsible bidder, in an amount of $4,612, for the base bid and options, plus an allowance of $466, for additional work as approved by SCRRA for a not-to-exceed amount of $5,078, The term of the contract is three years plus one two-year option that may be exercised with board approval. This award is subject to resolution of any protest timely filed. Committee Review Since there was no scheduled Safety and Operations Committee meeting this month, this item has not been considered by the Committee. Alternatives The Board may: 1) Reject bids received; and 2) Direct staff to re-issue a new Invitation for Bid (IFB). One Gateway Plaza, 12 th Floor, Los Angeles, CA

46 Contract No. EP Locomotive Fleet Service Life Extension Recommendation for Award Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 Background SCRRA operates and maintains a commuter rail locomotive fleet of fifty-two (52) locomotives. The thirty (30) locomotives in consideration for this program are high mileage units. Because of the high mileage on these units, the reliability continues to deteriorate and problems occurring are becoming more frequent. This program is focused on identifying and addressing these areas in an effort to bridge the 2 to 3 year gap while other locomotive options are explored. The current scope of work to be performed will include qualification of critical life limited components and systems as indicated in the work scope. The objective of the program is to identify points in the systems that are indicating a potential failure, or by age and wear characteristics or reliability trends of the same components in the industry. SCRRA staff issued an Invitation for Bid (IFB) on February 24, The solicitation was posted on the Metrolink website, advertised in publications in the five (5) member counties, and notices were sent directly to firms registered on the Metrolink website and identified through industry publications. Eight (8) prime, subcontractor and supply firms requested the solicitation and five (5) firms attended the pre-bid conference that was held on March 6, Two bids were received on April 24, 2012 from Transportation Technology, Inc. and RELCO Locomotives, Inc. The bid submitted by Transportation Technology, Inc., was found to be non-responsive as they submitted an incomplete bid. Staff recommends award of the contract to RELCO Locomotives, Inc., the responsive and responsible bidder. A cost analysis prepared by the Equipment department indicated that RELCO s bid for the base was found to be reasonable and within the Engineer s estimate. The options may be exercised if needed as determined by the results of the inspection. Budget Impact Funding for the Service Life Extension program is included in the FY and FY Rehabilitation and Renovation budgets. Fund sources are member agency funds, federal funds provided under grants from the Federal Transit Administration, and leveraged lease proceeds. Prepared by: Ron Svoboda, Director, Equipment Richard Tripoli, Project Manager Lia McNeil-Kakaris, Assistant Director, Contracts JOHN E. FENTON Chief Executive Officer 34

47 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM11 TO: FROM: SUBJECT: Board of Directors Chief Executive Officer Locomotive Upgrade Procurement Issue Staff will provide the Board with a presentation about the types of options available for upgrading the locomotive fleet. Recommendation Staff recommends the Board authorize the Chief Executive Officer to issue a Request for Proposal (RFP) to secure pricing for both Remanufactured and New Tier 4 locomotives. The RFP will be for up to 30 locomotives. Committee Review Since there was no scheduled Safety and Operations Committee meeting this month, this item has not been considered by the Committee. Alternative The Board may choose to delay the procurement, issue an RFP for Tier 2 or Tier 3 locomotives or request additional information prior to releasing an RFP. Background In January 2012 the Board adopted the Fleet Plan that recommended upgrading 30 locomotives to Tier 4 status. In April 2012 the Board authorized the use of a negotiated procurement for the locomotive contract. During the review of that item additional information was requested about pricing, grant availability and viability of Tier 4 technology. Therefore, staff is returning to the Board to discuss the various options. One Gateway Plaza, 12 th Floor, Los Angeles, CA

48 Locomotive Upgrade Procurement Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 Budget Impact The cost of this procurement is funded in the FY and FY Rehabilitation Budget. Issuing the RFP has no operating budget impact. Prepared by: Gray Crary, Chief Strategic Officer JOHN E. FENTON Chief Executive Officer 36

49 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY MINUTES OF THE SCRRA BOARD OF DIRECTORS REGULAR MEETING April 13, 2012 ITEM 17 BOARD MEMBERS/ALTERNATES IN ATTENDANCE: Votes METRO: RICHARD KATZ 1.5 (4 votes) MICHAEL ANTONOVICH Beatrice Proo 2 1 Bob Bartlett 3 Jaime de la Vega 4 SANBAG: PATRICK MORRIS 1 (2 votes) PAUL EATON 1 Larry McCallon Alan Wapner OCTA: CAROLYN CAVECCHE 1 (2 votes) Michael Hennessey 1 RCTC: DARYL BUSCH 1 (2 votes) Greg Pettis 1 Karen Spiegel VCTC: KEITH MILLHOUSE 5 1 (1 vote) Meeting minutes are prepared in a format that corresponds with the Board Meeting Agenda, which is incorporated by reference with these minutes. SCRRA Board Agendas are available online at under the Board Agenda link or from the Board Secretary at (213) Call to Order The SCRRA Board of Directors Meeting was called to order by Chair Katz on Friday, April 13, 2012 at 10:03 a.m. Chair Katz stated that Ventura County Transportation Commission (VCTC) would join the meeting via Teleconference as noted on the Agenda. 1 Director Antonovich arrived prior to the discussion of Item No. 4 2 Director Proo assumed all votes for Director Knabe as he was absent from the meeting 3 Director Bartlett assumed the vote for Director Antonovich on Item No. 3 and Item No. 6 Recommendation No. 1 4 Director de la Vega arrived prior to the discussion of Item No. 3 5 Director Millhouse joined the meeting via teleconference during the discussion of Item No. 5 and left following the roll call vote on Item No. 6 Recommendation No. 2 One Gateway Plaza, 12 th Floor, Los Angeles, CA

50 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 2 2. Pledge of Allegiance Vice-Chair Morris led the group in the Pledge of Allegiance. Chair Katz requested a moment of silence in remembrance of the passing of Director Glaab s daughter, Meri Theresa Tokona who lost her battle with cancer. Director Hennessey also requested that the meeting be adjourned in her memory. REGULAR CALENDAR 14. Public Comment Mr. Jose Rodriguez, student at Cal State Los Angeles, commented regarding the recent collaboration with the FlyAway and requested staff consider extending all Metrolink passengers possessing any ticket type to ride the FlyAway for free, not only Metrolink monthly pass holders. Mr. Rodriguez also requested staff consider a replacement for the 10-trip ticket, which will be discontinued soon, noting the 7-day pass that s currently available does not work well for students who only have to attend classes 2-days a week suggesting a 7-trip ticket. Mr. Rodriguez also suggested staff consider the formation of a student car which could have tables at almost all seats and would encourage more students to ride Metrolink. Mr. Max Leyva addressed the Board regarding what he believes to be a wrongful citation recently issued to him by the LA County Sheriffs, and commented on the process noting his dissatisfaction. He further noted he had forwarded a copy of his citation information to both the Chair and the Chief Executive Officer and informed them if they needed anything further to contact him. Chair Katz thanked Mr. Leyva for sending him a copy of his information and bringing this issue before the Board, noting staff is investigating and will be addressing his request. Chair Katz introduced Mr. Geoffrey Forgione, the new Associate General Counsel for Metrolink who joined the Agency on March 29, Approval of Consent Calendar ACTION: Upon a motion by Vice-Chair Morris and seconded by Director Proo, the Board unanimously approved Consent Calendar Items [Consent calendar items are contained on pages of these minutes.] 4. Fare Restructuring History and Chronology Mr. Mark Waier, Manager, Sales and Marketing, provided a presentation on this item as detailed in the staff report and requested approval of staff s recommendation. He mentioned that in 2004, the Metrolink Board adopted a policy to restructure fares from a zone-based to a mileage-based system as there were pricing inconsistencies within the system and to make the fares equitable system-wide. Mr. Waier provided historical background explaining the Board s 2004 policy and the implementation 38

51 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 3 timeline of this fare restructure which was initiated in 2005 with an implementation to occur annually over a 10-year period. He detailed the Board s chronology on the action items between 2005 until 2011, and explained that the fare restructure did not occur last year given a change in staff and requested the Board consider amending the policy to extend the fare restructure implementation by one year to 2015 to be compliant and complete the fare restructure. Director Hennessey inquired whether Metrolink s fares are comparable with other commuter rail agencies. Mr. Waier responded that this is a fare restructure and should not to be confused with a fare increase; however, the Agency s base fares are comparable within the industry. Mr. Fenton clarified that this is a 10-year Board established policy to restructure fares from a zone based to a mileage-based system. At this time, Chair Katz called on Mr. Jose Rodriguez and Mr. Paul Castillo who requested public comment on this item. Mr. Jose Rodriguez, student at Cal State Los Angeles, mentioned that if the 10-trip ticket is eliminated and students need to purchase a one-way ticket they would pay approximately fifty cents more each time. He requested staff to consider reduced fares for students. Mr. Paul Castillo, a frequent Metrolink rider, stated that he is in favor of this fare restructure but inquired if the Agency has looked to other commuter agencies such as CalTrain or San Diego to see if fares are comparable. Chair Katz replied that this question will be answered during the following presentation. Director Spiegel commented that the Board may wish to begin discussions regarding potentially eliminating the 8% cap associated with the 2004 fare restructure policy. Mr. Don Del Rio, General Counsel, noted that the 2004 policy included Title VI and CEQA analysis as well as a public hearing process prior to approval and any changes to this policy would require these same procedures before adjustments could be made. Chair Katz stated that this process including the public hearing could be addressed when the Agency is considering a potential fare increase. Vice-Chair Morris commented that he believed the reason for the 10-year policy was intended to provide some equalization to the riders while this change to a mileage based structure was implemented. Chair Katz agreed but also noted that while it provides some protection to the riders, the possible elimination of the 8% cap would allow the Board flexibility to address fiscal needs. A copy of the PowerPoint presentation is available upon request from the Board Secretary. Upon a motion by Vice-Chair Morris and seconded by Director Antonovich the Board unanimously approved staff s recommendation. 39

52 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 4 ACTION: The Board amended the 2004 Fare Restructuring Policy to extend fare restructuring implementation by one year. This would allow for an annual adjustment to occur in 2012, 2013, 2014 and 2015, which would complete the restructuring. 5. Transmittal of Preliminary Fiscal Year (FY13) SCRRA Budget Mr. John Fenton, Chief Executive Officer, provided a presentation on this item as detailed in the staff report and requested approval of staff s recommendation. A copy of the presentation is attached to these minutes for reference (Attachment A). Mr. Fenton explained the FY13 budget is currently estimating a request of new budgetary authority of $221.8 million. This budget consists of operating budget authority of $194.0 million (an increase of $14.4 million or 8% over the FY12 budget), and new capital program authority of $27.8 million in rehabilitation projects. He highlighted the key drivers to the increased budget numbers for FY13, with the largest dollar increase within the operating budget being the cost of fuel, which is 20.9% ($4.7million) over FY12 budget and 78% (12 million) over the FY11 budget. Other key drivers include Amtrak contracted labor settlements, an increase of $1.0 million to estimated insurance premiums due to a restructuring of the participant pricing pool, $3 million increase associated with additional parts and equipment required for MP36 and Rotem maintenance, and startup costs for implementation of Positive Train Control (PTC). Mr. Fenton further noted that maintenance of way costs will increase as the implementation of PTC occurs. Vice-Chair Morris inquired if implementation of Tier 4 locomotives would provide better fuel performance, to which Mr. Fenton responded that manufacturers are projecting fuel efficiency savings between eight and ten percent (8 10%). Vice-Chair Morris also asked if Bombardier provides maintenance on all the cars or just on the Bombardier stock and thus had assumed that with the new Rotem cars, a savings in operational expenses would appear. Mr. Fenton responded that Bombardier maintains all of the rolling stock, and that Rotem cars with warranty issues does provide a savings, however, the normal wear and tear maintenance on the entire fleet is included in the operating expenses. Director Cavecche asked if the $82.7 million in operating revenue included any type of fare increase. Mr. Fenton stated that these figures being discussed are a year over year comparison with no increase to member agency costs. Mr. Fenton then reviewed the options to fund the $13 million shortfall for consideration, which include member agencies fund the entire shortfall, member agencies fund a portion of the shortfall, use of potential operating surplus, a fare increase, consideration of services reductions, or a combination of part of all of the aforementioned options. Chair Katz remarked that the Chief Financial Officer, Ms. Cheryl Taylor, has been working with the member agencies for months as the budget was developed in an effort to ascertain the member agencies positions as it relates to funding of the FY13 budget. These options are now presented to the Board for consideration. 40

53 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 5 Mr. Fenton reviewed the impact of a fare increase to monthly pass holders, using a 3.5% and a 7% fare increase as examples. He noted that the Finance Task Force supported a 7% fare increase, and the Technical Advisory Committee (TAC) supported a 9% fare increase. There was discussion among the Board about the potential impact to ridership if a fare increase is considered, and the net result to the member agencies subsidies. Director Pettis requested clarification if fare increase action was needed on this item today, to which Chair Katz responded that the action today is to transmit the preliminary budget to the member agencies as required by the Joint Powers Agreement, and seek direction from the member agencies on how to fund the shortfall. Mr. Waier explained that staff would return to the Board to seek authority to initiate the public outreach process on a potential fare increase, which would include a 30-day public comment period, along with Title VI and California Environment Quality Act (CEQA) analysis. Following that process, staff would then return to the Board to hold a Public Hearing and present the public comments received, the Title VI and CEQA findings, and present a recommendation on a fare increase at that time. Mr. Fenton commented that much value has been achieved with the services and cost absorption of one-time events and large savings of over $3.1M resulting from negotiations with our five major operating contracts. He thanked staff for their commitment and diligence as they have spent many hours developing this preliminary budget. He gave a special thanks to the following staff members: Cheryl Taylor, Nancy Weiford, Greg Wong, Luis Navarro, Henning Eichler, Sherita Coffelt, and the senior management team. Chair Katz also thanked the staff for their hard work. Director Antonovich commented on the proposed rehabilitation/renovation program, and inquired about the difference between staff s recommended projects totaling $79.3M and TAC s reduced proposed funding of $27.8M and asked if these maintenance needs were a result of the discussion at the Rail Infrastructure Board Workshop held in February. Mr. Fenton explained that railroads are capital intensive items and noted that it is important to understand the impact of under investments and delays to maintain the railroad in a state of good repair. Mr. Fenton added that Metrolink s Engineering and Mechanical departments have performed an analysis and estimate that $79.3 million annually is needed to maintain the railroad in a state of good repair. Director Antonovich also commented that certain areas of the system experience extremes in weather conditions face regular maintenance repairs. Director Antonovich requested the Board direct the member agencies TAC to reconsider their proposed rehabilitation program funding amount, and report back to the Board with a possible revision to the rehab funding needs. Mr. Crary stated that the TAC meets on a monthly basis and over the course of the past three months extensive conversations regarding the FY13 budget and prioritization of rehabilitation projects as listed in the budget item have occurred. He also noted this was the first time the Agency included the ask in the budget documents to provide visibility to all rehabilitation projects funded and not funded. Director Antonovich again remarked that the project list may have been prioritized but expressed concern over the $52 million difference and urged the Board to have the TAC re-evaluate their recommendations and return to the Board in May with potential revisions. Director 41

54 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 6 Antonovich remarked that Metro will make a commitment to increase their funding and stressed the importance of seeing that regional system needs are met. Director Spiegel concurred with Director Antonovich, and noted that maintaining the railroad in a state of good repair and allowing for efficiency in operations will have the greatest impact to the passengers. However, she noted that RCTC is supportive of a fare increase (9%) and has committed to funding the additional service requests, such as the Perris Valley Line. She encouraged the Board to suggest a fare increase amount today. Director Millhouse was in agreement with Director Spiegel s comments as having a fare increase percentage at this point would be helpful for the member agencies to know what they are responsible for and provide direction on funding needs. He also addressed concerns regarding the lack of rehab budget funding and requested at some point the Chair could appoint an Ad Hoc Committee to review alternative funding mechanisms that would provide a dedicated funding source for rail so there is no competition for funding and non-subject to the member agencies to fund in full. Chair Katz concurred and mentioned that this might be something that the Finance Ad Hoc Committee could consider, as this option definitely needs to be addressed. Vice-Chair Morris inquired about information regarding the Amtrak s contract, as it relates to salary/benefit negotiations. Mr. Fenton responded that some negotiations regarding overtime and trains starts occur; however, Metrolink will be initiating an audit of the General and Administrative (G&A) costs to receive justification as to why these costs continue to rise and stated that currently these costs are not negotiable. He also commented on Director Spiegel s concern for additional service on the upcoming Perris Valley Line (PVL) noting that crew utilization is one of the biggest challenges staff is facing, and staff has been working diligently to figure out the most economical way to include the PVL schedule while keeping additional service costs to a minimum. Vice-Chair Morris questioned the negotiations with the Agency s insurance carriers and thought that perhaps with the new Rotem cars and better safety equipment insurance costs may have decreased. Mr. Fenton replied that staff has not completed negotiations at this time and could not report on actual costs. He also noted that services will be increasing additional 32 trains in operation for a total of 167 trains running daily and that will increase the risk as more train miles will be used. Staff, however is hopeful that insurance costs will stay the same, despite the increase in service. Director McCallon inquired about the timeline for consideration of a fare increase in relation to adoption of the budget by June 30, Mr. Del Rio explained that a public outreach program would take place, concluding with a special board meeting to hold a public hearing and the Board would then consider the amount of the fare increase. Mr. Fenton stated that staff needs guidance from the Board as it relates to the range of the potential fare increase. Chair Katz added that perhaps the Board could informally specify a range or percentage for the sake of discussing the shortfall with their member agencies while staff proceeds on the formal process of conducting a public comment period, a public hearing, Title VI and CEQA analysis. 42

55 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 7 Director McCallon addressed the same concerns of Director Antonovich regarding the rehab reduced funding and inquired how much of those projects are related to safety and how much are general maintenance needs. Chair Katz stated that although there is old equipment that requires regular maintenance, there are no safety critical needs with rolling stock that are not being funded, to which Mr. Fenton agreed. Director Cavecche discussed the potential operating surplus, which could range between $1 $3 million, and asked if this was a one-time savings or if these savings are due to structural changes. She also requested that consideration be given to applying surplus funds to the rehab budget in future budgets. Director Cavecche also expressed concerns of transferring the budget with this shortfall to the member agencies without knowing the action that will be taken whether member agency subsidy or fare increase will fund the shortfall. Chair Katz remarked that he felt the goal was to receive feedback from the Board as to what the member agencies were willing to do or not do. Director Cavecche again requested for the Metrolink Board to provide a potential fare increase range so that the members could report to their respective agencies to determine how to fund the shortfall. Chair Katz mentioned that staff has requested this information from the member agencies for months will no response. Director Pettis stated that RCTC is comfortable with a 9% increase and the commission will make up the difference to share their portion, and has reported this commitment to the Metrolink staff. Director Busch made a motion to transmit the budget with the support of this Board for a potential fare increase of up to 9%. Mr. Del Rio confirmed that the Board can act on the recommendation to transmit the budget along with an informal recommendation to consider member agency feedback as to a percentage increase. A copy of the PowerPoint presentation is attached for reference with these minutes (Attachment A). Upon a motion by Director Busch and seconded by Vice-Chair Morris the Board approved staff s recommendation as amended. The Board Secretary called roll and the motion passed by a majority vote of 10 to 1. Ayes Votes: Directors Antonovich, Katz, Proo, Morris, Eaton, Cavecche, Hennessey, Busch, Pettis. No vote from Director Millhouse. ACTION: The Board authorized the transmittal of SCRRA s Preliminary Fiscal Year (FY13) Budget to the Chief Executive Officers of its Member Agencies for their respective Boards consideration and adoption as amended to include an informal recommendation from the Board to the member agencies to consider a fare increase ranging between 5% to 9% and the impact to each individual member agency. Separately, upon a motion by Director Antonovich and seconded by Vice-Chair Morris, the Board requested that the TAC reconsider their proposed rehabilitation program 43

56 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 8 funding amount, and report back to the Board with a possible revision to the rehab funding needs Chair Katz reiterated that the Board will consider up to a 9% increase but the percentage will also be determined by what the member agencies are able and willing to contribute. Director Millhouse wondered how the Board would handle the situation if the five member agencies had different recommendations as to the amount of the fare increase. Chair Katz stated that member agencies will consider this budget at their respective Board meetings and that those agencies should provide their members with an approved fare increase range which would then allow the Metrolink Board to engage in dialogue and formally agree to a fare increase percentage. At this time, Chair Katz called on Mr. Jose Rodriguez who requested public comment on this item. Mr. Jose Rodriguez, student at Cal State Los Angeles, expressed concern about a fare increase while the unemployment rates are so high and encouraged the Board to reconsider raising fares. 6. Approval of Evaluation Criteria Request for Proposal No. EP Purchase of Tier 4 Locomotives Mr. Gray Crary, Chief Strategic Officer, provided a brief background on this item as detailed in the staff report and requested approval of staff s recommendation. He reiterated that the Board in January 2012 adopted the Five-Year Fleet Plan which included upgrading thirty locomotives to Tier 4, and staff responded to discussions at the previously held Safety and Operations Committee meeting as noted in the staff report. He further noted that staff will return to the full Board next month to provide a full comparison of the types of options available for upgrading the locomotive fleet. Director Pettis requested clarification regarding the potential reimbursements to proposers if the Board decided to cease moving forward. Mr. Crary responded that there would be no reimbursement costs to the Agency if staff is directed to not issue the proposal next month. Chair Katz requested that the Board consider action on the three items separately. Director Hennessey stated that clean air is important but expressed concerns regarding this program while at the same time facing a large budget shortfall as well as the uncertainty of Tier 4 factors, and inquired of the costs between Tier 2 and Tier 4 locomotives. Chair Katz reminded the Board that a federal mandate has been set for the year 2015 that all new locomotives must be Tier 4. Director Hennessey stated that although he is aware of these mandates for purchasing new locomotives he felt that the Agency currently had a lot to manage with the implementation of Positive Train Control (PTC) and other maintenance needs. Chair Katz also noted the grant funds that will be provided by Air Quality Management District (AQMD) to subsidize the costs of upgrading the locomotives. Mr. Crary noted that currently the Agency has 30 locomotives at Tier 0, and 22 locomotives at Tier 2. Mr. Fenton commented on the feasibility of Tier 4 locomotives and reported that these locomotives are currently in 44

57 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 9 testing mode and awaiting certification. The other challenges that Metrolink faces, he noted are compatibility and component sizing into the existing locomotives. However, he continued that discussions need to occur at the Board level to review all the locomotive rehabilitation needs. Director Cavecche commented given the budget constraints previously discussed and the additional funds the member agencies would need to pay to upgrade the locomotives at this time, although acknowledging the need for rehab, the Director was not certain this was the best decision for the Agency at this time. Recommendation No. 1: Upon a motion by Director McCallon and seconded by Director Proo, the Board Secretary called roll to establish a two-thirds vote with Ayes votes from Directors Katz, Bartlett, Proo, Morris, Eaton, Busch, Pettis and Millhouse and No votes from Directors Cavecche and Hennessey. Recommendation No. 2: Upon a motion by Vice-Chair Morris and seconded by Director Proo, passed with the roll call voting. (Director Antonovich was now present and voted) Mr. Crary provided additional clarity regarding Recommendation No. 3 and the reimbursement for engineering costs and preliminary drawings to proposers of up to $150,000. Director Wapner wondered if staff would be able to keep the work product from the proposers in exchange for the $150,000 reimbursement, to which Mr. Crary replied that the work product would be kept but would most likely labeled proprietary and therefore, would not be able to be sold or used for other procurements. Vice-Chair Morris inquired of other known users of Tier 4 technology that the Agency would be able to collaborate with to reduce costs. Mr. Crary noted that currently CalTrain is in the process of issuing Tier 4 procurement, but at this time have not conducted a nationwide analysis of agencies using the same locomotives as Metrolink. Chair Katz encouraged staff to explore that request. Recommendation No. 3: Upon a motion by Vice-Chair Morris and seconded by Director Proo, the motion passed with the roll call voting. (Director Millhouse did not vote as he had left the teleconference) ACTION: The Board: 1) Found, by at least a two-thirds vote, that the procurement of Tier 4 locomotives qualifies as the type of procurement eligible for the competitive negotiation process authorized pursuant to Public Utilities Code Section and Public Contract Code 20216; 2) Approved the proposed evaluation criteria detailed in Attachment 1; and 3) Authorized the Chief Executive Officer to reimburse unsuccessful proposers up to $150,000 each, with a maximum expenditure not to exceed $450,000 for the 45

58 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 10 preparation of the conceptual design documentation necessary for the Southern California Regional Rail Authority (SCRRA) to conduct a complete evaluation of the proposal. 7. Contract No. C Maintenance Support Facility (MSF) Renovation Recommendation to Award MS Construction Management Group Mr. Darrell Maxey, Director, PTC/C&S Systems, provided a brief background on this item as detailed in the staff report and requested approval of staff s recommendation. Upon a motion by Director Busch and seconded by Director Proo the Board unanimously approved the recommendation. ACTION: The Board authorized the Chief Executive Officer to award Contract No. C for the Maintenance Support Facility (MSF) Renovation Project to the responsive and responsible bidder, MS Construction Management Group for the base bid and additional work options, in the amount of $1,693,550 plus a fifteen percent contingency of $254,000, for a total amount not-to-exceed $1,947, Contract No. PO Recommendation to Exercise the One-Year Option with Southern Counties Oil Company, dba SC Fuels Mr. Bryan Payne, Assistant Director, Contracts, provided a brief background on this item as detailed in the staff report and requested approval of staff s recommendation. Upon a motion by Director Proo and seconded by Director Pettis the Board approved the recommendation. (Abstention from Director Cavecche citing the Levine Act) ACTION: The Board authorized the Chief Executive Officer to exercise the one-year option for Contract No. PO for ultra low sulfur diesel fuel (ULSD), required to ensure continuation of uninterrupted service of the Metrolink Commuter Rail System and increase the contract authority by $27,000,000 for a not-to-exceed contract authority of $67,000,000. The new contract term will be from January 1, 2013 to December 31, Takeover Agreement with Arch Insurance Company Completion of Los Angeles Union Station Platform 7 Project Mr. Bryan Payne, Assistant Director, Contracts, provided a brief background on this item as detailed in the staff report and requested approval of staff s recommendation. Upon a motion by Director Eaton and seconded by Director Pettis the Board unanimously approved the recommendation. ACTION: The Board authorized the Chief Executive Officer to complete negotiations and execute an agreement with Arch Insurance Company for the completion of the Los Angeles Union Station Platform 7 Project in the amount of $5,871,738.22, plus $897, in remaining Contract No. C contingency, for a total not-toexceed amount of $6,769,

59 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page Federal Transit Administration (FTA) Financial Management Oversight Review Ms. Cheryl Taylor, Chief Financial Officer, provided a presentation on this item as detailed in the staff report. She emphasized the date of the review conducted by the Federal Transit Administration, noting that this review was initiated in early 2011, and went over the findings and the timeline to correct these as outlined in the report. Director Proo commented that many of the corrections are done manually and wondered if the system will ever be automated. Ms. Taylor replied that many of the processes are undergoing change but once information is included in the Financial Information System (FIS) upgrade it will be much easier to manage. She noted, however, that some information will always need to be entered manually. Director McCallon noted that he found that in the staff report under material deficiency #2, the deficiency was explained but not the resolution/action plan. Ms. Taylor thanked Director McCallon for pointing that out and explained that some of the resolutions for this deficiency include hiring financial management staff as well as assistance updating the grants module which will be included as part of the transition in the fixed asset module for the grants management accounting area. Chair Katz mentioned that staff continues to work towards the implantation of the FIS system and appreciated the update. A copy of the PowerPoint presentation is available upon request from the Board Secretary. ACTION: The Board received and filed this report. 11. Chief Executive Officer s Report Agency Update Mr. John Fenton, Chief Executive Officer provided a brief update on the following items: o Train Wash update Happy to report that the trains will be clean and showed a short video of a train going through the car wash. o Frangible Tables update Reported that tables in all Metrolink trains have been replaced. 12. Chair s Comments None. 13. Board Members' Comments Director Cavecche informed the audience that tomorrow Orange County Transportation Authority (OCTA) was holding Train Day at Knott s Berry Farm with the Boy Scouts working on their train safety badges. She also requested the Chair to present a 2 and 2 YouTube video at the next Board meeting. 47

60 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 12 Vice-Chair Morris reported that next week San Bernardino will also be celebrating Train Day headed by a historic steam engine from Los Angeles Union Station to San Bernardino. Director Spiegel reported on a few positive experiences riding Metrolink. She noted that the Corona City Manager who had only ridden Metrolink twice, was on a train when there was an incident delay and informed her that the Metrolink crew was very professional and helpful. She further commented on an event that occurred that morning on her train and how discretely the Sheriffs handled the situation regarding an unruly passenger. The Board then convened to Closed Session at 12:35 p.m. to discuss Item No. 15 a. through d. and reconvened in open session at 12:58 p.m., at which time Legal Counsel indicated on Item No. 15 a. that the Board approved the proposed temporary settlement negotiated with the City of Los Angeles and the City of Glendale to pursue a one-way westbound improvement to Doran Street in lieu of closure during the interim 6 months time period while Los Angeles County Metropolitan Transportation Authority ascertains whether there is funding for a grade separation at Doran. The Board approved this settlement and the parties will take this to the California Public Utilities Commission (CPUC) for their approval. Legal Counsel also indicated on Item No. 15 c. and d. the Board discussed and provided direction to Legal Counsel. CLOSED SESSION 15. Closed Session a. CONFERENCE WITH LEGAL COUNSEL ANTICIPATED LITIGATION Pursuant to Subdivision (b) of Government Code Section (2 or more potential cases) b. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION Pursuant to Subdivision (a) of Government Code Section ; Squires Lumber Company, Inc. v. FTR International, Inc. and SCRRA Case No. 12K02115 c. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION Pursuant to Subdivision (a) of Government Code Section William Lydon v. SCRRA et al. BC d. CONFERENCE WITH LEGAL COUNSEL EXISTING LITIGATION Pursuant to Subdivision (a) of Government Code Section Chris Davies v. SCRRA et al. BC

61 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 13 CONSENT CALENDAR (As referenced in Item 3) 16. Approval of Minutes (a) February 24, 2012 Rail Infrastructure Workshop (b) March 9, 2012 Board of Directors Meeting; and (c) March 20, 2012 Safety Leadership Workshop ACTION: The Board approved the Minutes of the (a) February 24, 2012 Rail Infrastructure Workshop (b) March 9, 2012 Board Meeting and (c) March 20, 2012 Safety Leadership Workshop. 17. Contract No. E Project Management, Construction Management, and Staff Assistance Services Exercise Two-Year Option and Increase Contract Funding RailPros, Inc., AECOM Technical Services, and URS Corporation, Inc. ACTION: The Board of Directors authorized the Chief Executive Officer to: 1) Exercise the two-year option with AECOM and URS without an increase in contract authority and retain the existing not-to-exceed contract funding of $20,000,000; and 2) Exercise the two-year option with RailPros Inc. and increase the contract authority by $8,000,000 for a total not-to-exceed contract amount of $28,000,000. The following firms are part of the on-call project management, construction management, and staff assistance service bench: E736A-09 RailPros, Inc. E737B-08 AECOM Technical Services, Inc. E737C-08 URS Corporation, Inc. Work under these contracts is released under CTO s on a per-project basis. All CTO s are contingent upon funding availability. 18. Blanket Purchase Agreement No. PO Procurement of Original Equipment Manufacturer Components, Narrowband Radios and Parts for Signal & Communications Infrastructure Award of Non-Competitive Blanket Purchase Agreement General Electric Transportation Systems Global Signaling, LP ACTION: The Board of Directors authorized the Chief Executive Officer to award noncompetitive blanket purchase agreement (BPO) No. PO to General Electric Transportation Systems Global Signaling, LP (GETS), in an amount of $5,222,000 for a five-year term for OEM parts and components and narrow band radios needed to maintain SCRRA s rolling stock and signal and communications infrastructure. 19. Contract No. PM Drug and Alcohol Program Management Recommendation to Award Advanced Workplace Strategies, Inc. ACTION: The Board of Directors authorized the Chief Executive Officer (CEO) to execute Contract No. PM to Advanced Workplace Strategies, Inc. (AWSI) to 49

62 SCRRA Board of Directors Meeting Minutes April 13, 2012 Transmittal Date: May 4, 2012 Page 14 provide drug and alcohol program management services in an amount not to exceed $130,000 annually for a contract term of three (3) years with a single two-year option. 20. Revenue Advertising Policy Restatement ACTION: The Board approved the Restated Revenue Advertising Policy. 21. ADJOURNMENT There being no further business for consideration by the Board, the meeting was adjourned at 12:59 p.m. Respectfully Submitted, Kari Brozowski Board Secretary 50

63 Preliminary Fiscal Year (FY13) SCRRA Budget April 13, 2012 John Fenton, Chief Executive Officer Board of Directors Item No Attachment A

64 Our commitment this fiscal year (July 2011-June 2012) Growth in ridership and revenues 9% growth in ridership over last year Near 6% increase in revenue over last year Increased service offerings from 144 to 163 trains Express Service Pilot (round trip service at peak times) Metrolink Service Expansion Program implemented in Orange County 14 % increase in train miles due to additional train starts Sustainable fuel conservation program saving 800 thousand gallons annually On-going coverage Other Post Employment Benefits (OPEB) OF $2.5M not previously reflected in budget, but covered through operating efficiencies* No increase to member agency subsidies; no fare increase for passengers In addition, through rigorous expense management over the last two years (FY ) the Agency was able to absorb $15.2 million in inventory adjustments, other post employment expenses, and claims accruals * Reflects transparency in budgeting for operating expenses based on audit recommendations Item No Attachment A 2

65 Next fiscal year (July 2012-June 2013) $14.4 million increase in operations budget Fuel price increase of $2.6 million Fuel usage increase of $2.1 million for heavier fleet (Guardian fleet) Passenger transfer rate increase of $1.3 million for seamless ridership Amtrak increase of $3.2 million for contractor union wage settlement, G&A and fringe benefit rates Bombardier increase of $1.0 million to support locomotive reliability program The implementation of Positive Train Control increased costs by $1.0 million Insurance liability costs increased $1.0 million Inclusion of previously unbudgeted annual costs including Other Post Employment Benefits (OPEB) for $2.5 million * Headcount, other costs remained flat * Reflects transparency in budgeting for operating expenses based on audit recommendations Item No Attachment A 3

66 Proposed FY Budget $ millions Operating Expense FY Adopted FY Proposed $ Change % Change Train Operations $112.2 $121.2 $ % Maintenance of Way (track & signal maintenance) $26.5 $27.7 $ % Insurance $17.8 $18.6 $ % Other costs (non operating) $23.1 $26.5 $ % Total Operating Expense $179.6 $194.0 $ % Train operations increased $4.7 million for fuel, $3.8 million for contracted vendors, $1.3 million for passenger transfer rates and $0.4 million for PTC. Metrolink absorbed $1.2 million in these increased costs. Maintenance of Way costs increased $0.4 million for PTC and $0.8 million to update standards and design. Other Costs (NonOperating) includes $2.5 million in OPEB, which was not previously reflected in the budget. Item No Attachment A 4

67 Cost Drivers $ millions Diesel Fuel FY09-10 Actual FY10-11 Actual FY11-12 Budget FY12-13 Budget Total Budget $12.7 $15.3 $22.5 $27.3 Total Annual Fuel Cost $12.7 $17.1 $22.5 $27.3 Price per gallon $1.80 $2.40 $3.40 $3.75 TOTAL Total Price Increase $4.3 $6.5 $2.6 $14.4 Increased Miles 0 0 $1.0 0 $1.0 Burn Rate change from 2.5 to 2.7 (gallons per mile) 0 0 $1.0 $2.1 $2.1 Total incremental costs 0 $4.3 $7.5 $4.7 $16.5 Item No Attachment A 5

68 Cost Drivers $ millions Major Contracted FY09-10 Actual Vendors FY10-11 Actual FY11-12 Budget FY12-13 Budget Amtrak/Connex $24.6 $25.3 $29.5 $32.5 VTMI $8.9 $10.4 $9.6 $9.2 MECC $9.5 $11.2 $11.1 $11.2 Comments 8.5% Labor wage settlement agreement, G&A, and fringe rates; includes $.5 million take back for insurance Bombardier $18.5 $17.0 $15.8 $16.8 Locomotive Reliability Program staffing Sheriff $6.1 $5.8 $5.1 $5.3 No reduction in uniformed personnel Total $67.6 $69.7 $71.1 $75.0 Item No Attachment A 6

69 Proposed FY Budget $ millions Operating Revenue FY Adopted FY Proposed $ Change % Change Fares $81.7 $82.7 $ % Dispatching $2.9 $2.8 $(0.1) (3.4)% Payments from other RR s (Freight/Amtrak) $13.9 $14.3 $ % Subtotal: Operating Revenue $98.5 $99.9 $ % Funding Gap $ % Fare revenues are projected based on modest growth following nearly 6% projected growth for current year FY Reduced dispatching due to NCTD assuming dispatching Other RR payments revenue increases are primarily due to additional freight traffic Numbers may not tie due to rounding. Item No Attachment A 7

70 Summary $ millions FY09-10 Actual FY10-11 Actual FY11-12 Budget FY12-13 Budget Operating Expenses $166.3 $168.2 $179.7 $194.0 Revenues $85.2 $91.3 $98.5 $99.9 Member Agency Operating Subsidy $81.1 $76.9 $81.1 $94.1 % increase year over year (5.2%) 6.4% 16.0% TOTAL Agency Budget Gap ($4.2) $4.2 $ % of the 16% year over year increase is attributed to fuel increase This slide does NOT include new service requests from Member Agencies The funding gap presented at the March 23, 2012 Planning & Finance Committee meeting of $14.4 million was reduced with further cuts in operating expenses, including labor from vacancies and improved management of parts/equipment used in the daily operations of the railroad. Numbers may not tie due to rounding. Item No Attachment A 8

71 Risks and Opportunities Ridership Retention / Growth Economic Conditions impacting revenue growth Extraordinary Events State of good repair Uncertainty of Fuel Prices: Cost to Metrolink Cost to consumers at the pump Rail to Rail Program Item No Attachment A 9

72 Agency Budget Gap Funding Options Option 1 Option 2 Option 3 Option 4 Option 5 Option 6 Member agencies fund entire shortfall Generates $13 m Member agencies fund portion of shortfall Generates between $0 and $13 m Fare increase Generates between $0 and $13 million Use of Potential FY12 operating surplus Service reductions Combination of part of or all of the previous options The estimated agency budget gap is $13.0 million over FY 12. Transmitting preliminary budget with $13.0 million budget gap and seeking Board direction to determine how to close gap Item No Attachment A 10

73 Options 1 & 2 : Additional Member Agency Subsidy Proposed FY Budget $ millions LACMTA OCTA RCTC SANBAG VCTC Total Member Agency funds entire budget gap (maximum potential increase in Subsidy) Increase Over FY11-12 Budget 19.2% 10.4% 10.8% 18.9% 8.3% 16.0 % Member Agency funds portion of the budget gap (increase in Subsidy) TBD TBD TBD TBD TBD TBD The estimated agency budget gap is $13.0 million over FY 12. Numbers may not tie due to rounding. Item No Attachment A 11

74 Option 3 Fare Increase [Benchmarking Recent and Planned increases] Agency Region Last Fare Change Mon/Year Last Fare Change (%) Base Fare (OW Ticket) Proposed changes over next 12 months MBTA Boston, MA Jun-05 20% N/A 35-45% VRE Washington, DC Jan-10 6% $5.35 3% SEPTA Philadelphia, PA Jul % $3.77 7% Long Island Railroad New York, NY Dec-10 9% % NJT New Jersey, NJ May-10 25% 4.00 none Front Runner Salt Lake City, UT May-11 12% - Base Fare % - Base Fare METRA Chicago, Ill. Jan-12 25% none Caltrain San Jose, CA Jul-11 9% 5.50 Up to 9% Metro-North New York, NY Dec-11 9% % Metrolink Southern California Jul-10 6% 2.53 Item No Attachment A 12

75 Option 3 Fare increase Proposed FY Budget $ millions Fare Increase: Total amount generated Member agency breakdown LACMTA OCTA RCTC SANBAG VCTC 3.5% $2.3 $1.2 $0.5 $0.2 $0.3 $0.1 5% $3.2 $1.7 $.7 $0.2 $0.5 $0.1 6% $3.9 $2.0 $.9 $0.3 $0.6 $0.1 7% $4.5 $2.3 $1.0 $0.3 $0.7 $0.1 8% $5.2 $2.6 $1.2 $0.4 $0.8 $0.2 9% $5.8 $3.0 $1.3 $0.4 $0.9 $ % $13.0 $6.7 $2.9 $0.9 $2.0 $0.4 There is an average loss of 25 thousand passengers in annual ridership for each 1% of fare increase Item No Attachment A 13

76 3.5% Systemwide Average Fare increase impact to monthly pass holders MONTHLY PASS Minimum Increase Median Average Increase Maximum Increase Amount of Increase % of Affected O/D Pairs $-2.50 $10.25 (average) $ % 99.8%.1% Percent Increase -2.0% 3.16% 7.8% Item No Attachment A 14

77 3.5% Systemwide Average Fare increase Item No Attachment A 15

78 7% Systemwide Average Fare increase impact to monthly pass holders MONTHLY PASS Minimum Increase Median Average Increase Maximum Increase Amount of Increase % of Affected O/D Pairs $1.75 $20.25 (average) $ % 99.8%.1% Percent Increase 1.4% 6.64% 11.48% Item No Attachment A 16

79 Passenger Fare Increase Ridership # in thousands Annual Monthly Daily Fare Increase Base Ridership Change Net Base Ridership Change Net Base Ridership Change Net Rider Retention ,338.6 (90.5) 12, ,028 (8) 1, (0) % 5% 12,338.6 (128.2) 12, ,028.2 (10.7) 1, (0.4) % 6% 12,338.6 (152.9) 12, ,028.2 (12.7) 1, (0.4) % 7% 12,338.6 (177.4) 12, ,028.2 (14.8) 1, (0.5) % 8% 12,338.6 (201.5) 12, ,028.2 (16.8) 1, (0.6) % 9% 12,338.6 (225.5) 12, ,028.2 (18.8) 1, (0.6) % Item No Attachment A 17

80 Passenger Fare Increase Revenue $ in thousands Annual Monthly Daily Fare Increase Base Revenue Change Net Base Revenue Change Net Base Revenue Change Net Revenue Change 3.5% 82, ,017 6, , % 5% 82, , , , , % 6% 82, , , , , % 7% 82, , , , , % 8% 82, , , , , % 9% 82, , , , , % Item No Attachment A 18

81 Options 4, 5 & 6 Option 4 Use of Potential FY12 operating surplus Option 5 Service reductions Option 6 Combination of part of or all of the previous options Item No Attachment A 19

82 Other considerations New service requests approved by Member Agencies IEOC / MSEP $ thousands IEOC Weekend Year -Round New OC Weekend Year-Round Crew Fuel $408 $128 $128 $604 $150 $261 Equipment Maintenance $28 $8 $8 BNSF/NCTD $172 $67 $72 All Other $40 $0 $0 Total Exp. $1,252 $352 $469 Net Revenue $689 $37 $285 M/A Subsidy $563 $315 $184 Numbers may not tie due to rounding. 20 Item No Attachment A

83 Other considerations Rehab requests FY Proposed Rehabilitation New Authorization Request $ millions Infrastructure Category Original Recommended Rehab Need * TAC Proposed Funding 3/23/2012 TAC Proposed Funding 04/03/2012 Track and Structures $10.1 $11.7 $7.4 Signal & Communications $21.6 $6.0 $8.7 Equipment Rolling Stock $40.4 $5.6 $5.6 Information Technology $4.0 $2.9 $2.9 Central Maintenance Facility $2.0 $1.6 $1.6 Other $1.2 $3.0 $1.6 Total $79.3 $30.8 $27.8 * Represents year one of five year capital rehabilitation plan Item No Attachment A 21

84 Decision schedule/next steps 4/3 Final meeting with TAC to discuss budget 4/9 Deadline for Commitment from Member Agencies to fund subsidy shortfall and to confirm decision on funding of additional service options 4/13 SCRRA seeks Board approval to transmit FY 13 Preliminary Budget to Member Agencies 5/1-6/9 Member Agencies submit SCRRA FY 13 Preliminary Budget to Member Agencies for consideration at their respective Boards 6/9-6/30 SCRRA Board adopts final FY 13 Proposed Budget Item No Attachment A 22

85 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 18 TO: FROM: SUBJECT: Board of Directors Chief Executive Officer Approval of Evaluation Criteria Request for Proposal No. SP Revenue Advertising Program Services Issue Proposed evaluation criteria were developed to initiate a competitive procurement process to retain a technically qualified firm to provide revenue advertising program services. Recommendation The Legislative and Communications Committee recommends the Board authorize the Chief Executive Officer to approve the proposed evaluation criteria detailed in Attachment 1, specifying a weighting of sixty percent (60%) for technical qualifications and forty percent (40%) for cost, to retain a firm to provide revenue advertising program services. The proposed criteria are consistent with the Evaluation Criteria Policy adopted by the Board. Committee Review The Legislative and Communications Committee reviewed and approved this item at its meeting held on April 13, Alternative The Board may: 1) Request modifications to the proposed evaluation criteria; and/or 2) Request a delay in the procurement of Revenue Advertising Program Services. Background On May 13, 2005, the Board authorized staff to pursue new revenue sources through selling advertising space on the exterior and interior of Metrolink trains. A draft Revenue Advertising Policy was developed with assistance from the Los Angeles County Metropolitan Transportation Authority (Metro) and San Mateo County Transit District (SamTrans), a member agency and administrator of Caltrain commuter rail service. The policy incorporated many of the standards and best practices criteria for acceptable advertising from transit agencies nationwide, and specified restrictions on advertising content and SCRRA editorial approval of all ads. In accordance with transit industry One Gateway Plaza, 12 th Floor, Los Angeles, CA

86 Approval of Evaluation Criteria Request for Proposal No. SP Revenue Advertising Program Services Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 practice, most agencies competitively procure their revenue advertising service, which is the recommended approach for SCRRA. The Revenue Advertising Policy was approved by the Board on October 14, Under the terms of the approved policy, SCRRA will only accept commercial advertising that promotes for sale, lease or other form of financial benefit a product, service, event or other property interest in primarily a commercial manner for primarily a commercial purpose. Request for Proposal No. SP was issued to retain a qualified firm to provide exterior and interior train advertising services. By the proposal due date, there were no proposals submitted to SCRRA. At this time, there is no approved outside firm to sell advertising on behalf of SCRRA. The two bicycle train wraps installed by the Orange County Transportation Authority in November 2011 generated a positive response by commuters as well as the general public. Several outside agencies have inquired about advertising opportunities using Metrolink train wraps for potential clients. Staff is proposing to issue a new RFP to obtain the services of a qualified firm to provide revenue advertising program services. This RFP will reflect the Revenue Advertising Policy restatement. The contract will be awarded to the firm with the highest scoring proposal that represents the best overall value to the Authority, considering both technical qualifications and proposed compensation plan. Staff has developed the evaluation criteria outlined below and detailed in Attachment 1 of this agenda item. The proposed evaluation criteria are consistent with the format and guidelines in CP&P CON-7, Technical Criteria and Weights. However, revenue advertising technical and cost weights are not specifically listed in the Type of Work/Services, as the unique nature of revenue advertising was not contemplated at the time of adoption. Unlike most procurements, revenue advertising will result in an income stream for SCRRA, rather than payments and expenditures. Therefore, the evaluation criteria replaces the Cost/Price element with a Compensation Plan for income to the Authority generated from the program. The proposed criteria were developed to secure a qualified and experienced team whose proposal is the most advantageous to SCRRA. Evaluation Criteria: Qualifications of Firm/Subcontractors 25% Project Management Qualifications and Organization 10% Work Plan 10% Interviews 15% Compensation Proposal 40% The period of performance of the resulting contract is proposed to be two years with two one-year options. 52

87 Approval of Evaluation Criteria Request for Proposal No. SP Revenue Advertising Program Services Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 3 Budget Impact The process of adopting evaluation criteria has no budget impact. Prepared by: Charlene Ariza, Marketing Manager Jon Bischetsrieder, Senior Contract and Compliance Administrator Bryan Payne, Assistant Director, Contracts JOHN E. FENTON Chief Executive Officer 53

88 Approval of Evaluation Criteria Request for Proposal No. SP Revenue Advertising Program Services Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 4 ATTACHMENT 1 EVALUATION CRITERIA Request for Proposal No. SP Revenue Advertising Proposed Evaluation Criteria Proposals will be evaluated based on the following: Qualifications of Firm/Subcontractors 25% Knowledge, technical capabilities, and experience with Outdoor 10 Advertising Marketing, Sales and Management in an urbanized market area Experience working with public transit agencies and/or commuter rail 5 operations for purposes of revenue advertising Financial capacity and stability of firm 5 Knowledge of and documented ability to sell advertising for exterior and 5 interior revenue advertising on rail vehicles Project Management Qualifications and Organization 10% Knowledge, technical ability, and skill of proposed Project Manager 4 Success in completing work on time and within budget on previous similar or related work/projects (references) 3 Demonstrated organization and availability of personnel resources to ensure a timely response to SCRRA requirements 3 Work Plan 10% Demonstrated understanding of SCRRA s requirements 4 Demonstrated understanding of factors affecting the Southern 3 California advertising market and how requirements are to be met Demonstrated ability to provide a monthly work plan for revenue 3 Opportunities 54

89 Approval of Evaluation Criteria Request for Proposal No. SP Revenue Advertising Program Services Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 5 Interviews 15% Presentation of an annual sales plan for revenue advertising opportunities 10 Responsiveness to questions and overall presentation 5 Compensation Proposal 40% Compensation Proposal in relationship to other proposals 40 55

90 SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY TRANSMITTAL DATE: May 4, 2012 MEETING DATE: May 11, 2012 ITEM 19 TO: FROM: SUBJECT: Board of Directors Chief Executive Officer Quarterly Investment Report Third Quarter Ended March 31, 2012 Issue Section VII of the Southern California Regional Rail Authority s Annual Investment Policy requires that the Treasurer make a quarterly investment report to the Board of Directors, and Section of the California Government Code encourages local agencies to file this report. This report covers the third quarter ended March 31, Recommendation The Board may receive and file this report. Committee Review The Planning and Finance Committee received and filed this item at its meeting held on April 27, Background SCRRA is currently managing a portfolio of $66 million, which is managed in two parts. The first is leveraged lease proceeds restricted by the Board. The interest earnings generated on these funds produce a revenue stream utilized to subsidize the renovation and rehabilitation of rolling stock. The balance of the portfolio is comprised of operating revenue and funds provided by member agencies to subsidize operating and capital programs. We continue to work diligently with our portfolio manager ensuring that our investments remain prudent, and the economic impact to the Agency mitigated as much as can be in this current market. The securities maintained in our portfolio were highly rated at purchase. In the event a securities credit rating falls below Agency policy we will closely monitor the security in order to mitigate risk to the Agency. Under the current investment One Gateway Plaza, Floor 12 Los Angeles, CA

91 Quarterly Investment Report Third Quarter Ended March 31, 2012 Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 2 policy, the Treasurer in consultation with the portfolio manager will determine if these securities require disposition in order to mitigate the risk and manage the Agency s assets. Attachment A provides a listing of the investment portfolio categorized by restricted and unrestricted investments as of March 31, It also provides a summary list of investments including a chart representing the entire portfolio broken down by investment class to indicate compliance with SCRRA s investment policy. The activity of the portfolio in the third quarter is summarized below. Total Portfolio On March 31, 2012, the total value of SCRRA s investment portfolio was $66 million of which $62 million was in unrestricted investments and $4 million was considered restricted. Interest income generated from the portfolio for the third quarter totaled $117,634. Year to date income for the three months ending March 31, 2012 totaled $401,784 which reflects an annualized yield of 2.279% on an average value of $19 million. Activity on Restricted Investments Restricted investments totaled $4 million on March 31, Total interest earned on restricted investments for the third quarter totaled $45,272. Translating into an annualized yield of 3.603% based on an average book value balance of $3.8 million. Year-to-date interest earned on restricted lease proceeds investments totaled $196,771. Activity on Unrestricted Investments Unrestricted investments totaled $62 million on March 31, Interest earnings attributable to unrestricted investments totaled $72,362 for the quarter. This translates into an annualized yield of 1.480% based on an average book value of $16.3 million. Year to date interest income on unrestricted investments totaled $205,013. Portfolio Compliance The composition of the portfolio as of March 31, 2012 complies with all the provisions of SCRRA s Annual Investment Policy. The chart included in Attachment A displays the composition of the Authority s portfolio at March 31, Cash Sufficiency Staff has reviewed the anticipated cash requirements for the next six months and continues to work with all funding agencies to ensure that the current portfolio provides sufficient liquidity to meet the cash requirements over this period. 57

92 Quarterly Investment Report Third Quarter Ended March 31, 2012 Transmittal Date: May 4, 2012 Meeting Date: May 11, 2012 Page 3 Budget Impact There is no budget impact arising from this item. Prepared by: Sean Duong, Accountant Cheryl Taylor, Chief Financial Officer/Treasurer JOHN E. FENTON Chief Executive Officer 58

93 ATTACHMENT "A" SOUTHERN CALIFORNIA REGIONAL RAIL AUTHORITY Investment Portfolio March 31, 2012 Credit Ratings Yield to RESTRICTED INVESTMENTS: Maturity Date Book Value Market Value Moodys S&P Maturity Cash Equivalents: Columbia Treasury Reserves Mutual Fund # 351 On Demand 80, , NR NR 0.13% BofA Money Market Reserves # 4378 On Demand 509, , % Investment Pool: 589, , Local Agency Investment Fund On Demand 143, , NR NR 0.51% Corporate: 143, , General Electric Capital Corporation 06/15/12 3,178, ,032, Aaa AA+ 4.39% 3,178, ,032, Total Restricted Investments 3,912, ,766, UNRESTRICTED INVESTMENTS: Cash Equivalents: BofA Money Market Reserves # 4378 On Demand 563, , NR NR 0.13% Supplemental Executive Retirement Plan On Demand 220, , NR NR 0.00% Premium Checking 11,572, ,572, % 12,356, ,337, Investment Pool: Local Agency Investment Fund On Demand 45,289, ,289, NR NR 0.38% Corporate: General Electric Capital Corporation 06/15/12 4,238, ,043, Aaa AA+ 4.39% US Treasury STRIPS 05/15/12 193, , AAA 1.48% US Treasury STRIPS 08/15/12 190, , AAA 1.78% 4,621, ,445, Total Unrestricted Investments PORTFOLIO TOTAL 62,266, ,072, $ 66,179, $ 65,838, Interest Annualized Earnings Yield Quarter Ended 03/31/12 $117, % Fiscal Year To Date 03/31/12 $401, % Page 1 of 2 59

94 ATTACHMENT "A" SCRRA INVESTMENT POLICY COMPLIANCE Investment Portfolio Investment Instruments Dollar Invested Percentage of Portfolio Investment Policy Maximum Percentages Money Mkt Funds 1,373, % 20.00% Premium Checking 11,572, % 50.00% U.S. Treasuries 383, % % Medium-Term Maturity Corporate Securities 7,416, % 30.00% Local Agency Investment Fund 45,432, % $50 Million Total $66,179, % SCRRA PORTFOLIO COMPOSITION As of March 31, 2012 Money Mkt Funds 2% Premium Checking 17% U.S. Treasuries 1% Medium-Term Maturity Corporate Securities 11% Local Agency Investment Fund 69% Page 2 of 2 60