1:30 pm I October 5, 2011

REVISED

October 4, 2011 REVISED To: Chairman Cavazos and Members of the Rail Management Committee From: Stephen R. Banta, Chief Executive Officer Date: October 5, 2011 Time: 1:30 p.m. Location: METRO 101 N. First Ave., 13th Floor Board Room Phoenix, AZ 85003 Please park in the garage in the US Bank Building (enter from Adams Street) and bring your parking ticket to the meeting as parking will be validated. Transit passes will be provided to those using transit. For those using bicycles, please lock your bicycle in the bike rack in the garage. Rail Management Committee members may attend the meeting by teleconference. If you have any questions or need additional information regarding attendance by teleconference, please contact Gina Frackiewicz at (602) 322-4455.

Item Action Requested

1. Call to Order

2. Call to the Audience Information

A 15-minute opportunity will be provided to members of the public at the beginning of the meeting to address the Rail Management Committee (RMC) on all agenda items. The Chairman may recognize members of the public during the meeting at his/her discretion. Up to three minutes will be provided per speaker.

3. Minutes Action

Summary minutes from the September 7, 2011 RMC are presented for review and approval.

4. Chief Executive Officer’s (CEO) Report Information

Stephen R. Banta will brief the RMC on current light rail issues.

Rail Management Committee Agenda October 4, 2011 Page 2 of 2

Item Action Requested

Regular Agenda

5. Program Management/Construction Management (PM/CM) Services Contract

Action

Staff is requesting that the RMC recommend that the METRO Board authorize the CEO to execute a contract for PM/CM Services. Please see information attached for Agenda Item 5 for additional information.

6. Future Rail Management Committee Agenda Items Information

The RMC may request consideration of future agenda items. No additional information is attached.

7. Adjournment Action

With 24-hour’s notice, special assistance, including provision of materials in alternate formats, can be provided for persons with sight and/or hearing impairments. Call 602-253-5000 (voice) or 602-261-8208 (TTY) to request accommodations.

AGENDA ITEM 3Minutes

September 7, 2011

101 North First Avenue 13th Floor – Board Room

Phoenix, Arizona Management Committee Members Present Jane Morris, City of Phoenix Greg Jordan, City of Tempe Mike James, City of Mesa Terry Johnson, City of Glendale Dan Cook, City of Chandler Dave Boggs, Regional Public Transportation Authority

1. Call to Order

Chairwoman Morris called the meeting to order at 1:33 p.m.

2. Call to the Audience

There were no public comments.

3. Minutes

IT WAS MOVED BY MIKE JAMES AND SECONDED BY GREG JORDAN AND UNANIMOUSLY CARRIED TO APPROVE THE JUNE 1, 2011 MEETING MINUTES.

4. Chief Executive Officer’s (CEO) Report

Mr. Stephen R. Banta, METRO’s Chief Executive Officer, addressed the following items as part of his report:

Central Mesa Extension Update: METRO, City of Phoenix, and City of Mesa staff met with the Federal Transit Administration (FTA) on June 29 for the quarterly Central Mesa Extension meeting. Another FTA quarterly meeting is scheduled for September 28. In July, the FTA awarded METRO the Finding of No Significant Impact (FONSI); an environmental clearance allowing METRO to advance the project. The Central Mesa Extension Project will be delivered utilizing the Design Build method versus the traditional Design Bid Build method.

Rail Management Committee Meeting Minutes September 7, 2011 Page 2 of 7

Tempe Streetcar Update: The Committee received the Tempe Streetcar Fact Sheet describing the current status of the project. METRO is in the process of concluding the project definition which includes stop locations and street configuration. A significant community effort has been in place; the most recent activity was a public meeting on September 6. The Tempe Council will consider and vote on the project during the September 8 meeting. There are several funding opportunities for this project and METRO will pursue the several options.

Pending FTA Grant Applications: METRO partnered with the Maricopa Association of Governments (MAG) and other regional agencies to submit a grant application that includes a number of projects. City of Phoenix, with support from METRO, submitted an application for the Alternatives Analysis for South Central in the amount of $1.25 million. An application was also submitted for the I-10/I-17 transit ramp in the amount of $15 million as part of the Bus & Bus Livability Program. A regional request for TIGGER III was submitted for a number of projects including solar panels at the Operations and Maintenance Center (OMC) in the amount of $2.7 million under the TIGGER 3 program.

Meetings in Washington, DC – July 14: Met with several members of Congress including Transportation and Infrastructure Chairman Mica regarding his reauthorization proposal. Meetings were held with Representatives Pastor and Quayle and staff from Congressman Schweikert’s office. We also met with staff from the authorizing and appropriations committees on the House side and the FTA Administrator Peter Rogoff. METRO discussed the continued economic success of the METRO project, increase in ridership, local support of planning future extensions, and potential job creation once extensions are underway. A tour of the Tempe and Central Mesa projects is scheduled with Congressman Schweikert on October 7.

Proposition 400 Audit Update: METRO met with the auditors several weeks ago. An exit conference is scheduled for early to mid-October with draft report to follow.

Major League Baseball (MLB) All Star Game – July 12: There were 51,000 boardings on game day with approximately 200,000 boardings over the five-day event. METRO received positive national exposure as it relates to downtown Phoenix and the MLB.

Light Rail Vehicle Doors: The METRO light rail vehicle (LRV) was designed with glass door panels. Currently the LRV glass doors are being broken due to either vandalism or of the design of the door opening button on the glass. METRO is performing an analysis to determine if increasing the structural integrity of the glass or replacing the bottom portion of the door with a panel will is more cost effective. Staff will present the analysis findings in the near future.

Rail Management Committee Meeting Minutes September 7, 2011 Page 3 of 7

Kinkisharyo Streetcar Demonstration: A VIP/Media Event is scheduled to showcase an example of a streetcar (presented by Kinkisharyo) on September 13 at 8:00 a.m. at the OMC. A public presentation is planned for September 18 from 8 a.m. to 12:00 p.m. at Veterans/College Station. The procurement process to select a streetcar manufacturer will begin this fall. This type of vehicle has the capability to operate without catenary wires for three to five miles. Discussions with the City of Tempe will take place whether that’s an option for Mill Avenue. METRO would like to thank Kinkisharyo for their demonstration of the streetcar and bringing it to the Valley for the public to view as they move the streetcar to New Orleans to display at the American Public Transportation Association (APTA) Annual Meeting and EXPO in October.

Ridership: The July and August ridership both were higher than last year. In July the ridership was approximately two percent higher over last year even before the impact of the Major League Baseball event. The August ridership increase was attributed to one additional weekday, one additional day of ASU, an increase in Diamondback’s attendance, and an event for the “Assemblies of God” in downtown Phoenix.

Fare Revenue Update: In the fourth quarter of fiscal year 2011 average fare was $.80 per ride versus during the first and second quarter of fiscal year 2012 when average fare was $.84 per ride.

Awards: METRO received the Government Finance Officers Association (GFOA) Award for the Comprehensive Annual Financial Report (CAFR) for fiscal year ended June 30, 2010. Congratulations to John McCormack and his team for this achievement. METRO’s Kristin Roberts submitted the winning photo for the nationwide APTA Expo Rally Towel Photo Contest. METRO received opportunities to attend the APTA Annual meeting as well as recognition in the national publication.

Chairwoman Morris congratulated METRO on the successful ridership and financial soundness of the budget.

Consent Agenda

5. Approval of Consent Agenda

5a. Cash Investment Policy

IT WAS MOVED BY GREG JORDAN AND SECONDED BY TERRY JOHNSON AND UNANIMOUSLY CARRIED TO RECOMMEND THAT THE BOARD ADOPT THE CASH INVESTMENT POLICY FA-006, REVISION 2.

Rail Management Committee Meeting Minutes September 7, 2011 Page 4 of 7 5b. Armored Car Services Contract

IT WAS MOVED BY GREG JORDAN AND SECONDED BY TERRY JOHNSON AND UNANIMOUSLY CARRIED TO RECOMMEND THAT THE BOARD AUTHORIZE THE CEO TO EXECUTE A THREE-YEAR CONTRACT WITH BRINKS INC. U.S. FOR THE METRO PORTION OF THE ARMORED CAR & CASH MANAGEMENT SERVICES CONTRACT IN AN AMOUNT NOT TO EXCEED $670,000.00.

5c. Security Services Contract

IT WAS MOVED BY GREG JORDAN AND SECONDED BY TERRY JOHNSON AND UNANIMOUSLY CARRIED TO RECOMMEND THAT THE BOARD AUTHORIZE THE CEO TO EXECUTE A ONE-YEAR CHANGE ORDER WITH G4S SECURE SOLUTIONS FOR A TOTAL AMOUNT NOT TO EXCEED $1.6 MILLION.

5d. Central Mesa Public Way Use Agreement

IT WAS MOVED BY GREG JORDAN AND SECONDED BY TERRY JOHNSON AND UNANIMOUSLY CARRIED TO RECOMMEND THAT THE BOARD AUTHORIZE THE CEO TO AMEND THE PUBLIC WAY USE AGREEMENT BETWEEN THE CITY OF MESA AND METRO TO ADD THE CENTRAL MESA LRT EXTENSION.

Regular Agenda

6. CBS Outdoor Group, Inc. Contract Extension Option and Advertising Policy Update

Mr. John Farry, Director of Community and Government Relations, stated that two years ago METRO entered into a contract with CBS Outdoor for one year with options to extend for four one-year periods. Last year the Board approved a one-year extension and today staff is recommending exercising the remaining three-year options to allow CBS Outdoor to negotiate longer term agreements with advertisers. Revenues to date from advertising have surpassed METRO’s expectations.

The alcohol advertising option was presented to the Board over one year ago. The Board requested that staff monitor the advertising of alcohol as a result of a recent action by City of Phoenix to allow the advertising of alcohol on buses. The Board also requested that staff monitor peer cities as it relates to advertising of alcohol. Staff contacted peer cities and three of the five transit agencies allow advertising of alcohol. The revenues generated were anywhere between five and twenty percent.

Mr. Farry stated that this opportunity has potential to generate revenue.

Rail Management Committee Meeting Minutes September 7, 2011 Page 5 of 7

Chairwoman Morris asked Mr. Dave Boggs, Valley Metro’s Executive Director, if Valley Metro advertises alcohol on buses. Mr. Boggs replied that Valley Metro buses do not include any advertising.

Mr. Jordan asked about the process in amending the advertising policy going forward. Mr. Farry replied that one option would be for the RMC to recommend to the Board that they amend the advertising policy to include the advertisement of alcohol. The Board always has the option to amend that policy.

Chairwoman Morris asked if CBS Outdoor’s opinion is that this type of advertising would be positive revenue advantage and would not downturn any other company advertising or products. Mr. Farry stated that CBS did not indicate any impacts to other types of advertising by allowing the advertising of alcohol.

Mr. Johnson stated that there was discussion regarding the City of Phoenix experience at the Rail Staff Working Group meeting which indicated that there were no significant revenues from this advertising. Mr. Farry replied that the comment was made; however, another comment was made that revenues might have been less without the advertisement of alcohol.

Mr. Cook asked about the remaining advertising capacity on the light rail vehicles. Mr. Farry stated that METRO is not at capacity. Ms. Hillary Foose, Public Information Officer, stated that currently there are about 20 vehicles with some level of advertising (i.e., full wrap or center wrap).

Chairwoman Morris asked if staff is recommending train wraps only. Mr. Farry replied that it would include all opportunities for advertising (i.e., vehicle wraps, display cases, pods, ceiling, station platform).

Mr. Cook referred to Minnesota’s policy which only allows advertising of beer and wine. Has CBS Outdoor made any comments regarding this variation of advertising. Mr. Cook stated that perhaps METRO should start with advertising with beer and wine. Mr. Farry stated that CBS Outdoor has not made any recommendations.

Chairwoman Morris stated that there has not been any pushback from the public related to advertising alcohol on buses.

Mr. Banta stated that in previous Board meeting discussions with former Board member, Vice Mayor Kyle Jones, he stated that he opposed the advertising of alcohol. The Board at the time asked to review the advertising and revisit in one year. Currently METRO is looking at any possible opportunities for additional revenue especially with service cuts and potential future fare increases.

Mr. James stated that the City of Mesa is working on an advertising policy and it does not include alcohol; however, the discussion needs to be elevated to the next level for METRO.

Rail Management Committee Meeting Minutes September 7, 2011 Page 6 of 7

Chairwoman Morris asked if METRO is looking for a vote or consensus. Mr. Banta stated that METRO is seeking a recommendation from the RMC in support of advancing the revised advertising policy for the Board’s discussion.

Mr. Jordan asked if the advertising proposal should be vetted through a local process, councils/commissions, especially with City of Mesa not supporting the advertising of alcohol. Mr. James stated that that the Board needs to make the decision and that going through the council/commission would not change the decision.

Mr. Johnson stated that he does not support the advertising of alcohol on the system.

Mr. Farry stated for clarification that the cities of Tempe and Mesa only allow advertising on the light rail vehicles; they do not allow advertising on the stations.

Mr. Boggs stated that since it appears that there is a consensus on the CBS Outdoor three-year contract, he suggested that the RMC take the contract extension and modify the advertising policy as discussed today and present the entire package directly to the Board for the October meeting. Mr. Farry stated that that would be ideal for the RMC to make a recommendation on the advertising policy and the three-year contract extension.

Chairwoman Morris stated that City of Phoenix has already made a policy decision and it comes with limited community challenge. CBS Outdoor and staff are managing the advertising in good taste and it has worked well.

Mr. Jordan expressed his concern about moving the advertising of alcohol forward and requested that the Board discuss this item at the next meeting to ensure that they are onboard and bring it back for final approval in October.

Mr. Johnson recommended that the RMC take action on the CBS Outdoor contract and take the advertising of alcohol as a separate action.

IT WAS MOVED BY TERRY JOHNSON AND SECONDED BY GREG JORDAN AND UNANIMOUSLY CARRIED TO RECOMMEND THAT THE BOARD AUTHORIZE THE CEO TO EXERCISE THE REMAINING THREE OPTIONS TO THE LRT-09-128-ADVS TO CBS OUTDOOR GROUP, INC. FOR A TOTAL TERM OF OCTOBER 30, 2011 TO OCTOBER 30, 2014.

ADDITIONALLY, IT WAS MOVED BY MIKE JAMES AND SECONDED BY DAN COOK TO RECOMMEND ADVANCEMENT OF THE ADVERTISING OF ALCOHOL TO THE BOARD FOR CONSIDERATION AND STAFF PROVIDE FURTHER INFORMATION REGARDING THE A PROPOSED POLICY THAT PROHIBITS THE ADVERTISING OF ALCOHOL THAT INCLUDES:

Rail Management Committee Meeting Minutes September 7, 2011 Page 7 of 7

THE REMAINING ADVERTISING CAPACITY ON THE LIGHT RAIL VEHICLES; AND

SINCE THE CITY OF PHOENIX CHANGED ITS POLICY TO ALLOW THE ADVERTISING OF ALCOHOL ON THE BUS SYSTEM, WHAT TYPES OF ALCOHOL HAVE BEEN ADVERTISED (I.E., BEER, WINE, AND/OR SPIRITS).

Mr. Cook asked what is the percentage of value in revenue from advertising of alcohol. Mr. Farry replied that it is between 10 and 20 percent.

Chairwoman Morris stated that the motion fails in trying to reach a consensus and obtaining additional information.

Mr. Banta stated that METRO will present this item to the Board for Its consideration and return to the RMC for recommendation and Board approval in October if necessary. Chairwoman Morris concurred.

Mr. Johnson stated that additional time is needed for discussion with individual cities and broader input prior to recommendation of this item to the Board.

7. Future Rail Management Committee Agenda Items

There were no requests for future agenda items.

8. Adjournment

The meeting adjourned at 2:14 p.m.

AGENDA ITEM 5Program Management/Construction Management

Services Contract

AGENDA ITEM 5

To: Chairman Cavazos and Members of the Rail Management Committee

Through: Stephen R. Banta, Chief Executive Officer

From: Wulf Grote, Director of Planning and Development

Date: September 28, 2011

Re: Program Management/Construction Management Services Contract

PURPOSE The purpose of this memorandum is to request that the Rail Management Committee (RMC) recommend that the METRO Board of Directors (Board) authorize the Chief Executive Officer (CEO) to execute a contract for Program Management/Construction Management (PM/CM) Services. BACKGROUND/DISCUSSION METRO is actively moving forward with project development on several major high capacity transit corridors identified in the MAG Regional Transportation Plan. In addition, serious consideration is being given to utilize alternative project delivery methods, such as design-build and construction manager at risk, for the design and construction of these projects. METRO recognizes that current staffing levels are limited and additional resources and expertise is needed to manage these major complex projects, particularly with the use of alternative delivery methods.

Given the need for additional staff, METRO solicited qualification statements from qualified firms for PM/CM services to support METRO staff during design and construction of METRO’s high capacity transit corridor projects. The selected consultant will become an extension of METRO staff and will oversee and coordinate design, construction, and operations start-up efforts for contracts awarded for the expansion of High Capacity Transit Projects. The PM/CM Consultant will also provide transit management consulting services. Potential projects may include the Central Mesa Light Rail Transit (LRT) Extension, the Tempe Modern Streetcar, Phoenix West LRT Corridor and the Northwest LRT Extension.

In May 2011, METRO issued a Request for Qualifications for this contract. Qualifications were evaluated based on the following criteria: (1) Introductory Letter; (2) Understanding of Project; (3) Proposed Work Plan; (4) Project Schedule; (5) Organization and Management; (6) Description of Firm; (7) Firm Project Experience; (8) Individual Project Experience; (9) Sub-consultants; and (10) Key Personnel.

Rail Management Committee Memo September 28, 2011 Page 2 of 2

All qualification statements were determined to be responsive. After an initial review and scoring of qualification statements, interviews were conducted with selected consultants. The selection committee was comprised of five METRO staff and one City of Phoenix staff. Committee members were chosen based on their expertise in construction, design, operations, systems and security services.

At the conclusion of the evaluation process, the selection committee chose the proposal from PB-Wong Joint Venture as the most qualified firm to METRO. The City of Phoenix Equal Opportunity Department determined a Disadvantaged Business Enterprise (DBE) goal of 3.01 percent for this contract.

FISCAL IMPACT This contract shall be in effect for three (3) years from date of contract approval by the Board with two (2) options of renewal for subsequent one (1) year periods. The estimated value of this contract over the five-year duration is not expected to exceed $25 million. Fiscal management will be controlled at the project funding level; prior to issuing a task order for the commencement of work, each project’s funding sources will have been identified and regional, local or federal grant dollars will be confirmed. Annual funding amounts and revenue sources will be identified in the fiscal year budgets. RECOMMENDATION Staff requests that the RMC recommend that the Board authorize the CEO to execute a contract with PB-Wong Joint Venture, Inc. to provide PM/CM services as needed to support METRO staff for an amount not to exceed $25 million.