MBTA
BOARD MEETING OF MARCH 14, 2012
At the call of the Chair, a meeting of the Board of Directors of the Massachusetts Bay Transportation Authority was held at Ten Park Plaza, Conference Rooms 1, 2 and 3, 2nd Floor, Boston, Massachusetts, on Wednesday, March 14, 2012 at 1:00 p.m.
There were present: Messrs. Jenkins, Alvaro and Whittle, the Misses Levin and Loux, being all members of the Board.
Also in attendance were: the Secretary, Mr. Davey, the Acting General Manager, Mr. Davis, and Messrs. Kelley andKane, Special Counsel and Miss Rollins, General Counsel to MassDOT and MBTA and Miss Fallon, Recording Secretary to the Board.
The Chairman, Mr. Jenkins, presided.
Chairman Jenkins called the 1057thOpen Meeting to order.
There was a total of 42 speakers that all had comments about their concerns with the fare increase and service cuts. Some speakers gave their ideas on how to fix the problem and others voiced their concerns if fares were increase or if their service was cut. A full list of speakers is attached to the minutes.
Director Loux added that she will not support inner city bus route cuts in any proposal put before her.
Director Levin also requested to get clarification on the Monthly Activity reports especially the two contracts to MBCR.
Chairman Jenkins closed public comment period at 3 pm.
The next item on the agenda is the approval of the February 1, 2012 minutes.
The Chairman wanted to thank and recognize William A. Mitchell, MBTA General Counsel for his outstanding service at the MBTA and with the Board. He announced his retirement as of March 1, 2012.
Then next item on the agenda is the General Managers Report given by Acting General Manager Jonathan Davis. Mr. Davis gave his report on safety, customer service, fiscal responsibility, innovation, employees and the public hearing process. (Attached) Director Loux wanted to thank Mr. Davis for his hard work especially attending all of the Fare Increase meetings.
The next item on the agenda presented by the Secretary is the appointment of Rachael Rollins to be the MBTA General Counsel. The Secretary thanked William Mitchell for all of his hard and dedication and for his years of services as General Counsel as well as Acting General Manager. With the appointment of Ms. Rollins it works in line with reform by reducing costs by filling the role with one person as well as working toward reform and bringing MassDOT together. He also noted that Ms. Rollins is an outstanding attorney with an impressive amount of work in the public sector and private. He also noted that if approved she will be the first female General Counsel at the MBTA. Director Alvaro wanted to commend the Secretary’s efforts in saving money for the MBTA.
On motion, duly made and seconded, it was
VOTED:That the Board hereby appoints Rachael Rollins to the position of General Counsel to the Massachusetts Bay Transportation Authority; such approval is hereby granted with the understanding that Ms. Rollins shall contemporaneously serve as General Counsel of the Massachusetts Department of Transportation.
The next item on the agenda presented by Randy Clarke is the authorization for approval of a contract with J. F. White to perform repairs needed to establish Phase I of the MBTA Emergency Training Center in the amount not to exceed $1,906,898.00. Mr. Davis noted what a great project this is for the MassDOT and the MBTA in helping to train first responders.
On motion, duly made and seconded, it was
VOTED:That the Acting General Manager and Rail & Transit Administrator, be and hereby is, authorized to approve in the name and on behalf of the Authority, subject to the approval of the Massachusetts Department of Transportation (MassDOT) and in a form approved by the Acting General Counsel, the Emergency Training Center Phase I, Change Order No. 1 with J. F. White Contracting for the MBTA Contract No. Y44CN01 entitled “Red Line Tunnel Leak Repairs, Boston, Cambridge, and Somerville, MA” for a sum not to exceed $1,906,898.00, with no impact on contract duration.
The next item on the agenda was presented by Mark Boyle. Mr. Boyle presented the North Station Lease agreement with Delaware North. The Board and the General Manager Mr. Boyle stated that the terms are a 75 year term with a total lease fee of $71,700,000 with an initial payment at closing of $50,000,000. The balance paid over 30 years at 5% interest is $21,700,000. The interest paid over the lease term is $47,281,218. In total the payments to the MBTA will be $118,981,218. Delaware North will take the responsibility of adding the additional access ramp. The easements for the Green Line Tunnel and Headhouse will be cured. There will be a purchase option after year 10, at the then current fair market value, subject to Board approval. We will be able to collect additional money if parking spaces are used for development. The Board thanked Mr. Boyle for all his hard work getting this done.
On motion, duly made and seconded, it was unanimously
VOTED
- That the Board of Directors finds that the following transactions are necessitated by the public interest.
- That the General Manager be, and he hereby is, authorized to execute a Lease and related real estate transactions in the name of and on behalf of the Authority, and in form approved by the General Counsel. The Specific transactions are:
- A 75 year Lease for the North Station Garage to Delaware North Corporation, its subsidiaries, successors and assigns, for consideration of $71,700,000 and other good and valuable consideration including assumption of an existing MBTA obligation to construct a second access ramp to the Garage. The lease includes those certain parcels of land known as the North Station Garage, consisting of an underground parking garage containing five (5) floors (the “Garage"), including all improvements thereon and appurtenances thereto, as well as the volume of land on and beneath the surface of the parcels generally described as “Premises to be Conveyed” on the sheets entitled “Premises to be Conveyed-Ground Level” drawings APP-T sheets 1 through 6 labeled as “Progress 7/14/2011” prepared by Nitsch Engineering.
- Deeds transferring fee ownership to the parcels at the East and West Entrances to North Station to Delaware North Corporation, its subsidiaries, successors and assigns as shown on Tab B.
- Appropriate documents whereby Delaware North Corporation (or,if applicable, the related entity claiming the encroachment) grants the MBTA a permanent easement for a portion of the MBTA’s Green Line Tunnel and a portion of the Causeway Street Headhouse. In exchange, the MBTA will grant Delaware North fee interest to the area above the West garage entrance on Nashua Street, and to Accolon Way at the east entrance.
- Any and all other instruments deemed necessary for the Lease of the North Station Parking Garage (the “Garage”) for the reservation of rights by the MBTA to maintain existing and future operations at North Station including, but not limited to, the Orange Line beneath Accolon Way, the Green Line Tunnel and Headhouse, the Power Substation, vehicular and pedestrian access to Accolon Way, the Crew Nest, and the North Station Concourse.
Said Lease Agreement, Deeds, Reservations of Rights and any other necessary instruments and documents shall contain such other terms and conditions as determined to be necessary and/or advisable by the General Counsel.
The next item on the agenda is the approval of the preliminary FY2013 Budget presented by Mary Runkel, Director of the MBTA Budget. Ms. Runkel noted that the project deficit for 2013 is $161 million and going forward could be about $313 million by 2016. With the cost savings the budget was able to be reduced to $159 million. Ms. Runkel broke down the debt to three areas, debt service, Commuter Rail and the local services. The total amount for the budget to be approved by the Board by April 15, 2012 is $1,784,598,290. Mr. Davis thanked Ms. Runkel for her presentation and he also noted that they have been working very closely with the Advisory Board throughout the whole process.
On motion, duly made and seconded, it was unanimously
VOTED:
That the Board of Directors approve the Authority’s preliminary budget of current operating expenses and debt service costs for a one year period-July 1, 2012 through June 30, 2013 – in the amount of $1,784,598,290 as discussed at this meeting;
That the General Manager is hereby authorized and directed to submit the preliminary budget, in the name and on behalf of the Authority, to the MBTA Advisory Board; and
That following the Advisory Board review, a final itemized budget will be submitted to the MBTA Board of Directors no later than April 15, 2012 in accordance with Section 20 of Chapter 161A of the Massachusetts General Laws.
The next item on the agenda is the tabled PB Americas contract for the Authorities Bi-Level Coach Procurement Program. Director Levin recused herself from the meeting for this item.
On motion, duly made and seconded, with one abstention;
VOTED: To remove PB Americas, Inc item off the table.
Anna Barry presented this item to the board. Ms. Barry stated that these engineering services for the bi level Coach Procurement System Program in an amount not to exceed $4,054,270. The contract will help the procurement of new bi-level coaches to replace aging commuter rail fleet at the MBTA. The money is needed to help ensure that the already late delivery of the coaches will still be able to get to help ensure that we get the coaches and in the condition acceptable to us. Ms. Barry noted that delays and the efforts made by the Authority to work on getting the coaches here as soon as possible. She noted that the MBTA will go after liquidated damages due to the delays by Hyundai Rotem. Director Loux stated that she will only support this item on one condition of getting the leaders at Hyundai Rotem here before the Board to answer questions by the Board. Chairman Jenkins asked what triggers liquidated damages. Ms. Barry stated delivery date, weight of the coaches and failure to responds to the warranty material requests. Director Whittle agrees with Director Loux’s suggestion of getting Hyundai Rotem before the Board to get some answers.
On motion, duly made and seconded, with one abstention;
VOTED:That the Acting General Manager and Rail & Transit Administrator, be and hereby is, authorized to approve in the name and on behalf of the Authority, subject to the approval of the Massachusetts Department of Transportation (MassDOT) and in a form approved by the Acting General Counsel, to execute an Amendment No. 1 to original Contract No. V61PS03 entitled “Engineering Services in Support of the Procurement of New Bi-Level Coaches”, with PB Americas Inc. for engineering services in support of the procurement of new bi-level coaches for an estimate amount not-to-exceed $4,054,270, for a period of time not to exceed fifty-eight (58) months of Notice to Proceed.
The next item on the agenda is the update on the fare increase and service reductions public meetings. This item was presented by Charles Planck. Mr. Planck started by discussing the three major themes coming out of the meeting. The themes are that the MBTA should work with MassDOT on cost efficiencies, work on minimizing service reductions, and making fare prices equitable, flexible and fair as possible. He will continue to update the board as the process moves forward. Director Levin stated that she cares a lot about getting information from the complaints, ideas and suggestions from all the public meetings. Mr. Davis stated that Mr. Planck is working on a grid from the suggestions that have been given to the MBTA as well as the ones they have gotten at the public meetings. Director Alvaro asked how the information was recorded at the meetings. Mr. Planck stated that they took notes at the meetings as well as some had transcripts from the CART reporters. Mr. Davis also thanked Mr. Planck for all his hard work during this process.
The next item on the agenda is the adoption of the Administration and Finance Policy 14 presented by Gerald Kelley. The Secretary wanted to take this time to also thank Mr. Kelley for all his hard work that he has done stepping in to the position of General Counsel for the last ten months. Mr. Davis also wanted to thank Mr. Kelley for filling in excellently being a valuable advisor and he appreciates all of his help and support. Chairman Jenkins asked what exactly does adopting ANF14 mean in the practical sense. The Authority will adopt a policy to make it clear that the Authority supports aspiration goals on contracts in hiring on MBTA construction projects and other contracts. Mr. Kelley added this is currently the practice for MassDOT and other agencies. Director Alvaro asked if we tracked our contracts. The Secretary said he would find out and let the Board know and report back at the next meeting.
On motion, duly made and seconded, it was unanimously
VOTED:The MBTA Board of Directors notes that the Executive Office of Administration and Finance has rescinded Administrative Bulletin 75-14, dated December 2, 1975, and put in place a new Administrative Bulletin 14, dated March 18, 2009. In order to promote equal opportunity and non-discrimination on state and state assisted construction contracts, the Board of Directors hereby adopts the following policy consistent with the new Executive Order for Administration and Finance Bulletin # 14, dated March 18, 2009:
It is the policy of the MBTA to include language in all state construction contracts and state assisted construction contracts setting forth the participation goals of minority and women workers to be employed on each such contract and provisions setting forth processes and procedures to ensure compliance with those workforce participation goals, including reporting and enforcement provisions.
The MBTA notes that the participation goals are neither floors nor ceilings, but shall be used to measure progress in meeting the Commonwealth’s equal opportunity, non-discrimination and affirmative action program on state and state-assisted construction contracts. The MBTA will develop model contract language to be included in future state construction contracts and state assisted construction contracts in a form to be approved by the General Counsel
On motion, duly made and seconded, it was unanimously
VOTED: To adjourn the 1057th Open Meeting.
DOCUMENTS RELIED ON AT THE MEETING
Minutes of February 1, 2012
General Manager’s Report
Staff Summary on the appointment of Rachael Rollins as General Counsel
Staff Summary on Phase 1 of the MBTA Emergency Training Center
Staff Summary on North Station Lease
Staff Summary on PB America’s Contract
Memo on the Fare Increase and Service Reductions
Administration and Finance Policy 14 Memo
Public letters to the Board
Senior Flyers against the fare increase
MAPC Report