a resolution expenditures under the professional services

RESOLUTION NO. 2009-36

A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO INCREASE THE AUTHORIZEDEXPENDITURES UNDER THE PROFESSIONAL SERVICES CONTRACT WITH GSFADVISORS FOR DEFEASED LEASE ADVISORY SERVICES

WHEREAS, METRO currently has twelve (12) defeased leases, involving seven

(7) Bus Operating Facilities (BOFs), 620 buses, and bus equipment; and

WHEREAS, GSF Advisors is the only advisory entity with the necessary

knowledge and experience in these matters; and

WHEREAS, METRO entered into Contract No. LA0900003 with GSF Advisors in

September 2008 for advisory services to ensure compliance with the terms of the

defeased lease program requirements; and

WHEREAS, the original contract amount of $75,000.00 has been exhausted; and

WHEREAS, METRO continues to require the services provided by GSF;

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OFTHE METROPOLITAN TRANSIT AUTHORITY THAT:

Section 1. The Board of Directors hereby authorizes that additional funds be

approved for expenditures for professional advisory services with GSF, and directs the

President & CEO to execute and deliver Modification No. 1 to Contract LA0900003 with

GSF Advisors for an amount not to exceed $150,000.00.

RESOLUTION NO. 2009-..;:..36.:....-_ ()

Section 2. This Board Resolution is effective immediately upon passage.

PASSED this 21 st day of May, 2009APPROVED this 21 st day of May, 2009

David S. WolffChairman of the Board

RESOLUTION NO. 2009- 31

A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE, EXECUTE, AND DELIVERA PROFESSIONAL SERVICES CONTRACT FOR AUDIT SERVICES FOR FISCALYEARS 2009,2010,2011,2012, AND 2013

WHEREAS, METRO is required to conduct annual audits under the Texas

Metropolitan Rapid Transit Act, the Single Audit Act, and agreements with the Federal

Transit Administration; and

WHEREAS, the contract for professional audit services was competitively bid;

and

WHEREAS, KPMG, LLP was determined by the Evaluation Committee to be the

most qualified bidder; and

WHEREAS, Deloitte & Touche, LLP was determined by the Evaluation

Committee to be the second most qualified bidder;


Section 1. The President & CEO is hereby authorized and directed to

negotiate, execute, and deliver a contract with KPMG, LLP for professional audit

services for Fiscal Years 2009, 2010, 2011, 2012, and 2013 in an amount not to exceed

$1,500,000.00.

Section 2. In the event negotiations with KPMG, LLP are unsuccessful, the

President & CEO is hereby authorized and directed to negotiate, execute, and deliver a

contract with Deloitte & Touche, LLP for professional audit services for Fiscal Years

2009,2010,2011,2012, and 2013 in an amount not to exceed $1,500,000.00.

RESOLUTION NO. 2009-_3~;;;...·_ (Page 2)


ATIEST:


Chairman of the Board

RESOLUTION NO. 2009- 31iJ

A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO ENTER INTO AGREEMENTS TOEXECUTE THE SURETY BOND PROGRAM TO FUND THE METRO SOLUTIONSPHASE II PROPERTY ACQUISITION

WHEREAS, it is necessary for METRO to acquire certain properties to advance

the progress of METRO Solutions Phase II; and

WHEREAS, METRO's Real Estate staff has identified 135 properties that may

become subject to condemnation proceedings in Commissioner's Court; and

WHEREAS, in order for METRO to take possession of condemned property

immediately after a final determination by Commissioner's Court, METRO is required to

post bonds calculated from the amount of the award; and

WHEREAS, the use of surety bonds in conjunction with cash bonds will avoid

the negative effects on METRO's cash flow associated with the use of cash bonds only;

and

WHEREAS, METRO has requested that Marsh USA, METRO's insurance broker

for METRO Solutions Phase II, secure competitive bids for the supplying of the bonds;



negotiate, execute, and deliver surety and cost bond agreements as necessary to

acquire property required to advance METRO Solutions Phase II.

Section 2. The President & CEO is hereby authorized to execute any

additional documents or instruments necessary to execute the surety bond program.

RESOLUTION NO. 2009- 38 (Page 2)


ATIEST:


D . WolffChairman of the Board


A RESOLUTION

APPROVING AND ADOPTING THE AMENDED INVESTMENT POLICY FOR FISCALYEAR 2009 TO AMEND THE LIST OF APPROVED BROKERS/DEALERS AND TOEXEMPT CONSTRUCTION FUNDS FROM THE MAXIMUM ALLOCATIONGUIDELINES

WHEREAS, the Board of Directors approved the Investment Policy for Fiscal

Year 2009 on November 20,2008, under Resolution 2008-84; and

WHEREAS, the Investment Policy §7.0 delineates certain maximum allocations

for investments by instrument; and

WHEREAS, METRO staff has recommended Construction Funds be exempt

from the maximum allocation limitations, as described in the attached Schedule 1; and

WHEREAS, the Investment Policy requires an annual review of Brokers/Dealers

to evaluate their eligibility to conduct transactions on behalf of METRO; and

WHEREAS, the Dealers/Brokers listed in Schedule 5 of the attached document,

which includes two newly-added Broker/Dealers, have been evaluated and found to

possess the necessary qualifications; and

WHEREAS, the Board of Directors has carefully considered the proposed

amendments to the Investment Policy and found them to be in the best interest of

METRO;


Section 1. The Board of Directors hereby approves the amended Investment

Policy for Fiscal Year 2009 as set forth in Attachment 1.

RESOLUTION NO. 2009- 39 (Page 2)


ATTEST:


o . S. WolffChairman of the Board

RESOLUTION NO. 2009-g:9

A RESOLUTION

APPROVING AND ADOPTING THE FISCAL YEAR 2009 SECTION 5307 HOUSTONURBANIZED AREA FORMULA GRANT FUNDING PROGRAM OF PROJECTS;AUTHORIZING THE PRESIDENT & CEO TO SUBMIT A GRANT APPLICATION FORTHE FISCAL YEAR 2009 SECTION 5307 PROJECTS; AND AUTHORIZING ANDDIRECTING THE PRESIDENT & CEO TO PREPARE, SUBMIT, AND EXECUTEAPPROPRIATE GRANT AGREEMENTS WITH THE FEDERAL TRANSITADMINISTRATION FOR RECEIPT OF FEDERAL FUNDING

WHEREAS, METRO is eligible for funding for various transit projects through the

Federal Transit Administration; and

WHEREAS, a pre-requisite of receipt of funds is the designation of projects for

fund usage; and

WHEREAS, METRO staff has recommended candidate projects for receipt of

funds under the federal government's Section 5307 Program of Projects; and

WHEREAS, the Board of Directors has reviewed and evaluated that list of

projects, affixed hereto as Attachment 1, and found them to be appropriate projects

under the program;


Section 1. The Board of Directors hereby approves and adopts the projects

identified in Attachment 1 for which federal funding will be requested.

Section 2. The President & CEO is hereby authorized and directed to proceed

with all required administrative actions, and to undertake all other actions reasonable

RESOLUTION NO. 2009-_:4_9_ (Page 2)

and necessary to prepare, submit and execute grant agreements with the Federal

Transit Administration for receipt of federal funding for projects identified in Attachment

1.

Section 3. This resolution is effective immediately upon passage.

ATIEST:


vid S. WolffChairman of the Board

RESOLUTION NO. 2009-4li

A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO EXECUTE AND DELIVER A CONTRACTWITH SAP PUBLIC SERVICES FOR SOFTWARE INTEGRATION SERVICES TOIMPLEMENT THE HUMAN CAPITAL MANAGEMENT (HCM) COMPONENT OF THEAPPLICATION CONSOLIDATION INITIATIVE

WHEREAS, in January 2008 METRO initiated an "Application Consolidation

Initiative" to integrate and streamline various software applications; and

WHEREAS. Phase I of this initiative was approved by the Board in June 2008,

consisted of an upgrade of SAP applications in preparation for integration, and was

completed on time and on budget in November 2008; and

WHEREAS, Phase II consists of the migrations of METRO's payroll and human

resource applications to SAP; and

WHEREAS, the continuation of progress of this initiative will greatly increase the

integration, efficiency and accuracy of the subject applications, and METRO's

administrative functionality as a whole; and

WHEREAS, this contract was competitively bid; and

WHEREAS, SAP Public Services was determined by the Evaluating Committee

to be the most overall qualified respondent;


Section 1. The President & CEO is hereby authorized and directed to execute

and deliver a contract with SAP Public Services to implement the Human Capital

RESOLUTION NO. 2009-_4_[_ (Page 2)

Management component of METRO's SAP application in an amount not to exceed


ATTEST:

PASSED this 21 sl day of May, 2009APPROVED this 21 st day of May, 2009

D~Chairman of the Board

RESOLUTION NO. 2009-4l

A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO EXECUTE AND DELIVER ASUPPLEMENTAL AGREEMENT WITH THE MOTORIST ASSISTANCE PROGRAM

WHEREAS, METRO provides financial and staffing support for the Motorist

Assistance Program ("MAP") in conjunction with Texas Department of Transportation,

Harris County Sheriffs Department ("HCSD"), the City of Houston, and the Houston

Automobile Dealers Association (HADA); and

WHEREAS, METRO has been involved in this Program since its inception in

1989; and

WHEREAS, METRO contributes additional funding for the program through

General Mobility funds; and

WHEREAS, this project assists in maintaining the traffic flow on Houston

highways, thereby aiding in METRO's transit operations; and

WHEREAS, additional funding authorization is needed to allow METRO to

continue to contribute to the salaries of MAP responders (Harris County Deputies);

NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OFTHE METROPOLITAN TRANSIT AUTHORITY THAT


and deliver Modification No. 15 to the agreement with the Motorist Assistance Program

to extend the agreement for two years, for an amount not to exceed $1,590,000.00.

Section 2.

ATIEST:

RESOLUTION NO. 2009-_4_2_ (Page 2)

This Board Resolution is effective immediately upon passage.


Chairman of the Board

RESOLUTION NO. 2009· 43

A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO EXECUTE AND DELIVER A THREEYEAR SERVICE CONTRACT FOR LANDSCAPING AND MAINTENANCE SERVICESFOR ALL METRO PROPERTIES

WHEREAS, METRO requires landscaping services for its many facilities and

properties; and


WHEREAS, BJ's Enterprises was the lowest responsible bidder;



and deliver a contract with BJ!s Enterprises for landscaping and maintenance services

for three years, in an amount not to exceed $1,397,870.00.


ATTEST:

Ro . GonzalesAssistant Secretary




A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO EXECUTE AND DELIVER A SOLESOURCE MAINTENANCE CONTRACT WITH SIMMONS MACHINE TOOLCORPORATION

WHEREAS, METRO vehicle maintenance equipment itself requires regular

inspection and maintenance; and

WHEREAS, Simmons Machine Tool Corporation is the original equipment

manufacturer for the wheel lathe used by METRO for Light Rail Vehicle wheel

maintenance and repair; and

WHEREAS, no other vendors are available who possess the necessary expertise

on the equipment;



and deliver a three-year contract with Simmons Machine Tool Corporation in an amount

not to exceed $112,830.00.


ATIEST:




A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO EXECUTE AND DELIVERMODIFICATIONS TO TWO CONTRACTS FOR THE PURCHASE OF 100 BUSES

WHEREAS, METRO adopted a long-range fleet replacement vehicle program;

and

WHEREAS, the replacement program includes the replacement of 100 buses per

year; and

WHEREAS, the 100 buses addressed in this resolution represent the Fiscal Year

2010 replacement portion; and

WHEREAS, in Fiscal Year 2008, with Board Resolution No. 2008-24, the

METRO Board of Directors approved the execution of a contract with Daimler Buses

North America, Inc. ("Daimler") for the purchase of buses, with options for additional

purchases in future years; and

WHEREAS, in Fiscal Year 2007, with Board Resolution No. 2007-63, the

METRO Board of Directors approved the execution of a contract with Motor Coach

Industries, Inc. ("MCI") for the purchase of hybrid-electric buses with the option for

additional purchases in future years; and

WHEREAS, METRO Staff has negotiated for the purchase of eighty (80) 40-foot

buses from Daimler for a purchase price of $42,631,040.00; and twenty (20) 45-foot

hybrid electric buses from MCI for a purchase price of $15,141,000.00.

RESOLUTION NO. 2009-_45__ (Page 2)



and deliver Modification No. 2 to Contract No. CT0800044, for the purchase of eighty

(80) 40-foot buses from Daimler Buses North America, Inc. for an amount not to exceed

$42,631,040.00.


and deliver Modification NO.2 to Contract No. CT0800006, for the purchase of twenty

(20) 45-foot hybrid electric buses from Motor Coach Industries, Inc. for a purchase price

of $15,141,000.00.

Section 3. This Board Resolution is effective immediately upon passage

ATIEST:

PASSED this 21 51 day of May, 2009APPROVED this 21 st day of May, 2009



A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO EXECUTE AND DELIVER THREE-YEARCONTRACTS FOR PERSONNEL AGENCY SERVICES WITH DIVERSE STAFF ANDRESOURCE STAFFING HOUSTON.

WHEREAS. METRO's Customer Information Center ("CIC") relies on contract

personnel to fill vacancies resulting from employee turnover and seasonal demand; and


WHEREAS, Diverse Staff and Resource Staffing Houston were the lowest

responsible bidders;

NOW. THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OFTHE METROPOLITAN TRANSIT AUTHORITY THAT:


and deliver three-year contracts with Diverse Staff and Resource Staffing Houston for

an amount not to exceed $1,100,000.00 in the aggregate.



ATIEST:

~Chairman of the Board


A RESOLUTION

APPROVING THE ISSUANCE, SALE, AND DELIVERY OF SALES AND USE TAXBONDS AND CONTRACTUAL OBLIGATIONS; APPROVING THE PRICINGMETHODOLOGY COMPRISED OF A PARAMETER PRICING COMMITIEE;AUTHORIZING THE PARAMETER PRICING COMMITIEE TO APPROVE LONGTERM DEBT PRICING.

WHEREAS, on April 23, 2009, through Resolution No. 2009-33, the Board of

Directors approved the Plan of Finance for METRO Solutions Phase II; and

WHEREAS, METRO Staff and advisors are now recommending the issuance,

sale, and delivery of Sales and Use Tax Bonds in the amount of $173 Million, and

Sales and Use Tax Contractual Obligations in the amount of $42 Million, plus

associated issuance costs and debt service reserve funding; and

WHEREAS, in order to execute this recommendation, METRO Staff has

developed pricing methodology which includes a "Parameter Pricing Committee" to

consist of the two Board of Directors Vice-Chairmen; and

WHEREAS, METRO Staff has recommended that the Parameter Pricing

Committee be given the authority to approve long-term debt pricing where the True

Interest Costs (TIC) does not exceed 6%;

WHEREAS, the Board of Directors has reviewed this plan for pricing and

executing the bond and debt instruments as contemplated by the Plan of Finance and

found it to be in METRO's best interests


RESOLUTION NO. 2009-_4(1_ (Page 2)

Section 1. The Board of Directors hereby approves the issuance, sale, and

delivery of Sales and Use Tax Bonds in the amount of $173,000,000.00, and the

issuance, sale, and delivery of Sales and Use Tax Contractual Obligations in the

amount of $42,000,000.00, plus associated issuance costs and debt service reserve

funding.

Section 2. The Board of Directors hereby approves the pricing methodology

comprised of a Parameter Pricing Committee.

Section 3 The Board of Directors hereby grants authority to the Parameter

Pricing Committee to approve long-term debt pricing for Sales and Use Tax Bonds I and

Sales and Use Tax Contractual Obligations where the True Interest Cost does not

exceed 6%.

Section 4. The Board of Directors hereby authorizes the President & CEO or

his delegate to execute all related documents and instruments necessary to execute the

issuance, sale, and delivery of these bonds and contractual obligations.



ATTEST:

Rose M. GonzalesAssistant Secretary

:iCOlff ~Chairman of the Board

RESOLUTION NO. 2009 - 48

A RESOLUTION

APPROVING A CREDIT AGREEMENT WITH STATE STREET BANK FOR THEISSUANCE OF COMMERCIAL PAPER IN AN AMOUNT NOT TO EXCEED $75MILLION.

WHEREAS, the METRO Board of Directors previously approved a Debt Policy

through Resolution 2005-48, which established the guidelines for the utilization of debt

instruments; and

WHEREAS, the Board of Directors previously approved the increase of the limit

for commercial paper issuance from $200 Million to $400 Million through Resolution

2009-32; and

WHEREAS, through Resolution 2009-32, the Board of Directors approved the

amendment of existing credit agreements, or the execution of new credit agreements,

with JP Morgan Chase, Compass Bank and Sumimoto Mitsui for multiple series of

Commercial Paper in an amount not to exceed $400 Million in the aggregate; and

WHEREAS, METRO's financial advisors and staff, in an effort to afford more

flexibility, have recommended executing additional Credit Agreement with State Street

Bank in an amount not to exceed $75 Million; and

WHEREAS, the Board of Directors has reviewed this recommendation and finds it to be

in the best interests of the Metropolitan Transit Authority of Harris County;


RESOLUTION NO. 2009-_4fd__ (Page 2)


negotiate, execute, and deliver a credit agreement with State Street Bank in an amount

not to exceed $75,000,000.00.

Section 2. The President & CEO, or his delegate, is further authorized to

execute all necessary documents or instruments to execute the credit agreement.

Section 3. This Board Resolution is effective immediately upon passage


ATIEST:

~-O-Iff--------Chairman of the Board


A RESOLUTION

AUTHORIZING THE PRESIDENT & CEO TO EXECUTE AND DELIVER ANINTERAGENCY AGREEMENT WITH THE TEXAS DEPARTMENT OFTRANSPORTATION ("TxDOT") AND HARRIS COUNTY FOR THE OPERATION OFTHE KATY FREEWAY MANAGED LANES

WHEREAS, TxDOT has reconstructed the Katy Freeway to add four managed

lanes; and

WHEREAS, the newly-added lanes included both tolled access and high-

occupancy vehicle access; and

WHEREAS, Harris County is responsible for the day-to-day operations of the

managed lanes; and

WHEREAS, the lanes are anticipated to meet federal requirements necessary to

qualify for inclusion in transit volume calculations, namely, that traffic travel at speeds at

or above 50 miles per hour average; and

WHEREAS, METRO utilizes these lanes for bus travel and related support

vehicle use; and

WHEREAS, TxDOT, Harris County, and METRO desire to make cooperative

decisions and policies beneficial to all parties; and

WHEREAS, an interagency agreement with all parties will allow METRO toll-free

use of the managed lanes for buses and support vehicles.


RESOLUTION NO. 2009-~4..::..;g_ (Page 2)


and deliver an interagency agreement with TxDOT and Harris County for the use and

cooperative oversight of the Katy Managed Lanes.

Section 2.

ATTEST:

This Board Resolution is effective immediately upon passage.


Q=DavIa S. WolffChairman of the Board

a resolution expenditures under the professional services

Documents