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HomeMy WebLinkAbout01/19/10 - 06/20/11 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 19, 2010 1 :00 P.M. COUNCIL CHAMBER AGENDA 1. Call to Order - Roll Call. All Present 2. Approval of Minutes: Regular meeting held on Thursday, October 22, 2009, and Special meeting held on November 16, 2009. Approved as recorded and dispensed with the reading. 3. Reports of Officers: a. Vice-President of Operations: 1. Contract Award for Transit Management and Operation Services. Adopted Resolution 2. GRTC Board Structure Discussion. Continue to explore options. b. General Manager: 1. Authorization to file for State and Federal Grants for Fiscal Year 2010-2011 Adopted Resolution 2. Management Update: Received and Filed a. Roanoke/Lynchburg Amtrak Connection b. FT A Charter Regulation Update c. Virginia Western Community College Request d. RADAR Contract Extension e. Financial Reports f. General Update 3. Appointment of two members of the Board and two officers of the Company to serve as the Fiscal Year 201 0-2011 Budget Review Committee to review the' proposed budget. Reappointed Board Members Gwendolyn W. Mason and Court G. Rosen; Vice President of Operations and Treasurer. 4. President: a. Recommendation to establish the Annual Meeting of the GRTC Stockholders will be held on Monday, June 21, 2010, at 1 :30 p.m., in the City Council Chamber. Concurred in recommendation. K:\GRTC.10\January 19, 2010 Action Agenda. doc 5. Other Business. None. 6. Adjournment. K:\GRTC.10\January 19, 2010 Action Agenda.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 14, 2010 David A. Bowers, President M. Rupert Cutler Sherman P. Lea Gwendolyn W. Mason Anita J. Price Court G. Rosen David B. Trinkle Dear President Bowers and Members of the Board: There will be a special meeting of the Board of Directors of the Greater Roanoke Transit Company on Tuesday, January 19, 2010, at 1 :00 p.m., in the City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., City of Roanoke, Virginia, in lieu of the regularly scheduled meeting at 1 :30 p.m. Sincerely, ~Oh; h10tlYJ Stephanie M. Moon . l Secretary /smm pc: Darlene L. Burcham, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K:\GRTC.09\Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 14, 2010 1 :00 P.M. COUNCIL CHAMBER AGENDA 1. Call to Order - Roll Call. 2. Approval of Minutes: Regular meeting held on Thursday, October 22, 2009, and Special meeting held on November 16, 2009. 3. Reports of Officers: a. Vice-President of Operations: 1. Contract Award for Transit Management and Operation Services. , 2. GRTC Board Structure Discussion. b. General Manager 1. Authorization to file for State and Federal Grants for Fiscal Year 2010-2011 2. Management Update: a. Roanoke/Lynchburg Amtrak Connection b. FT A Charter Regulation Update c. Virginia Western Community College Request d. RADAR Contract Extension e. Financial Reports f. General Update 3. Appointment of two members of the Board and two officers of the Company to serve as the Fiscal Year 2010-2011 Budget Review Committee to review the proposed budget. . 4. President: a. Recommendation to establish the Annual Meeting of the GRTC Stockholders will be held on Monday, June 21,2010, at 1 :30 p.m., in the City Council Chamber. 5. Other Business. 6. Adjournment. L:\CLERK\DATA\CKSM1\GRTC.10\January 19, 2010 Agenda.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 20, 2010 J Darlene L. Burcham Vice President of Operations Roanoke, Virginia Dear Ms. Burcham: I am attaching copy of a resolution accepting the proposal of First Transit, Inc., for providing transit management and operation services for the Greater Roanoke Transit Company d/b/a Valley Metro; awarding a contract for such services; authorizing the Vice President of Operations of GRTC to execute such contract; and authorizing the Vice President of Operations to take such further actions and execute such further documents, including any renewals authorized by the contract, as may be necessary to implement, administer, and enforce such contract. . The abovereferenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Tuesday, January 19, 2010. Sincerely, ~:"-Jm. ~o.v Stephanie M. Moon Secretary SMM:ew pc: William M. Hackworth, General Counsel, GRTC J Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro L:\CLERK\DATAICKSM1IGRTC.10IJanuary 19, 2010 Correspondence.doc JJ.-( /' BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ACCEPTING THE PROPOSAL OF FIRST TRANSIT, INC., FOR PROVIDING TRANSIT MANAGEMENT AND OPERATION SERVICES FOR THE GREATER ROANOKE TRANSIT COMPANY D/B/A VALLEY METRO; AWARDING A CONTRACT FOR SUCH SERVICES; AUTHORIZING THE VICE PRESIDENT OF OPERATIONS OF GRTC TO EXECUTE SUCH CONTRACT; AND AUTHORIZING THE VICE PRESIDENT OF OPERATIONS TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS, INCLUDING ANY RENEWALS AUTHORIZED BY THE CONTRACT, AS MAY BE NECESSARY TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH CONTRACT. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. The Board of Directors of the Greater Roanoke Transit Company d/b/a Valley Metro (GRTC) hereby approves the recommendation of the selection committee and of the Vice President of Operations and accepts the proposal of First Transit, Inc., to provide Transit Management and Operation Services for GRTC and hereby makes an award of a Contract to First Transit, Inc., for providing such services. The other proposal received in response to the solicitation for proposals for this matter is hereby rejected. 2. The Vice President of Operations is hereby authorized on behalf of GRTC to execute a Contract between GRTC and First Transit, Inc., together with any assignment of such Contract to Southwestern Virginia Transit Management Company, Inc. (SVTMC) as provided for in such Contract, for the pr()vision of Transit Management and Operation Services for GRTC, upon certain terms and conditions as set forth in the Vice President of Operations' letter to this Board dated January 19, 2010. Such Contract shall be substantially similar to one attached to such letter and in a form approved by General Counsel. Such Contract will be for an initial term of five years and four months, starting on March 1, 2010, and continuing through June 30, 2015, with an option to renew the Contract for up to five additional oile year periods and for the management fees and other charges as set forth in the above mentioned letter and in the attached Contract. 3. The Vice President of Operations is further authorized to take such further actions and to execute such further documents as may be necessary to implement, administer, and enforce such Contract (and the above mentioned Assignment), including renewing the Contract for the option periods mentioned in such Contract. 4. The effective date of this Resolution is January 19, 2010. ATTEST: oate:-h It ")..Dlo 'l( ,. . J . 2 ~ January 19, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Award of Contract for Transit Management and Operation Services for the Greater Roanoke Transit Company dba Valley Metro First Transit, Inc., both itself and through Southwestern Virginia Transit Management Company, Inc. (SVTMC), currently provides transit and management operation services for the Greater Roanoke Transit Company d/b/a Valley Metro (GRTC). First Transit's current contract expires February 28, 2010. While GRTC had the option to renew the First Transit contract, staff decided it would be best not to exercise that option due to audit issues raised over certain remodeling and credit card purchase issues, and to have a new solicitation for such services. In order to obtain a new contract for the above services, the City, on behalf of GRTC, developed a comprehensive Request for Proposal (RFP) for a five (5) year four (4) month contract to provide transit management and operation services to GRTC, with an option for GRTC to renew the contract for up to five additional one year periods or any combination thereof. The RFP was properly advertised and included requirements for enhanced management oversight and financial reporting requirements which were recommended to address prior audit findings. The City's Purchasing Division received two (2) responses to the RFP. A selection committee comprised of a representative from the Department of Finance, Fleet Management, regional partner Vinton, Purchasing Division, and City Administration reviewed the proposals and held onsite interviews with both firms. The opinion of the selection committee is that First Transit, Inc., was the most responsive and cost effective proposal to provide the services requested in the RFP. Therefore, the recommendation of the selection committee is to accept the proposal of First Transit and award it a contract for such services. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com David A. Bowers, President, and Members of the Board Greater Roanoke Transit Company January 19, 2010 Page 2 After determining the recommendation noted above, staff negotiated with First Transit on the specific terms of the contract for providing the requested services. A contract has been negotiated with First Transit, Inc., subject to approval by the Board, to provide the above mentioned services. A copy of such contract is attached to this Board report for the Board's consideration. Staff recommends that the Board authorize the GRTC Vice President of Operations to execute a contract substantially similar to the one attached to this report. The Management Fees under the proposed contract will be as follows: Monthly ManaQement Fees Yearly Management Fees 03/01/2010 to 06/30/2011 07/01/2011 to 06/30/2012 07/01/2012 to 06/30/2013 07/01/2013 to 06/30/2014 07/01/2014 to 06/30/2015 $21,866.67 x 16 months = $349,866.72 $21,866.67 x 12 months = $262,400.04 $21,866.67 x 12 months = $262,400.04 $23,190.08 x 12 months = $278,280.96 $23,885.75 x 12 months = $286,629.00 Total Initial Term Management Fee: $1,439,576.76 In addition to the above Management Fees, GRTC will continue to be responsible for, as it currently is, providing First Transit with sufficient working funds to pay the operating expenses of the bus system. l'he contract provides for an assignment of some of the contract obligations from First Transit to SVTMC, a wholly owned subsidiary of First Transit, which is the same as the current contract with First Transit. A copy of the proposed Assignment is attached to this letter. The contract also provides for First Transit to make available nonresident consulting and technical assistance for matters that may be beyond the specific obligations of the contract, such as major marketing initiatives, technical support for major bus routing changes, etc. For these types of additional services, First Transit will provide up to the first 100 hours per year of such assistance without charge. After the lirst 100 hours per year, there will be appropriate charges within the range set forth in the contract. However, GRTC must give prior written approval before any such additional charges are incurred. As mentioned above, the contract also provides 'for additional oversight, including First Transit's conducting its own periodic audits of the performance of its operation of GRTC. There is a provision for a performance security and fidelity security to GRTC in the contract. The other terms and conditions are set forth in the proposed contract attached to this letter. David A. Bowers, President, and Members of the Board Greater Roanoke Transit Company January 19, 2010 Page 3 (. Funding for the fiscal year 2010 fee is included within the GRTC budget. Funding for future amounts will be included within recommended budgets for those years. Recommended Action: The Board accept the proposal of First Transit, Inc., to provide transit management and operation services for GRTC as mentioned above and award a contract to First Transit, Inc., for providing such services. Authorize the Vice President of Operations to execute a contract with First Transit, Inc., and the assignment mentioned above, for transit management and operation services for GRTC for the period of time mentioned above, with the above mentioned option to renew such contract and for the Management Fees set forth above. The contract is to be substantially similar to the one attached to this letter, and in a form approved by General Counsel. Authorize the Vice President of Operations to take such further actions and to execute such further documents as may be necessary to implement, administer, and enforce such contract (and assignment), including the renewing of the contract for the option periods mentioned above. Respectfully submitted, Darlene L. Burch m Vice President 0 Operations for GRTC c: Stephanie M. Moon, Secretary, GRTC James M. Grigsby, Assistant Vice President of Operations, GRTC and Assistant City Manager for Operations Ann H. Shawver, Treasurer, GRTC William M. Hackworth, General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Bill Williamson, Regional Vice President, First Transit, Inc. CONTRACT FOR TRANSIT MANAGEMENT AND OPERATION SERVICES FOR THE GREATER ROANOKE TRANSIT COMPANY (dba Valley Metro) This Contract for Transit Management and Operation Services for The Greater Roanoke Transit Company, a Virginia corporation, hereafter referred to as "GRTC" (dba Valley Metro) (Contract) is dated , by and between The Greater Roanoke Transit Company, and First Transit, Inc., a Delaware corporation, hereinafter referred to as the "Operator" or "Contractor". WITNESSETH: WHEREAS, GRTC is empowered to provide public transit services (such services to include, but not limited to, the provision of fixed route bus service, complimentary disabled demand response service, rideshare matching services, leasing of retail and office space in its downtown facility, and operation of a 105 space parking deck in GRTC's downtown facility) in the Roanoke urban area and- for this purpose desires the services of a professional management company to perform such management services; and WHEREAS, the Operator is engaged in the business of providing management services for the operation of such transit system and other services and is desirous of providing such management services to GRTC. NOW THEREFORE, in consideration of the promises and the covenants herein contained, GRTC and Operator hereby agree as follows: SECTION 1. Personnel. A. Operator shall furnish a properly trained and experienced two person resident team, and fill the following positions in the transit services operation: General Manager Assistant General Manager GRTC and the subsidiary corporation referred to in Section 4 shall not be responsible for or charged for any travel expenses or living expenses of either of these persons in connection with their providing for the day to day operations of the bus system. B. The Operator and its General Manager, who shall be selected and serve in that capacity with the approval of GRTC, and his/her staff shall be responsible for the complete, proper, and timely day-to-day management and operation of the transit system, including all items related thereto, and provide needed services subject to any policies, standards and Procedures that may be established by GRTC. The General Manager and Assistant General Manager shall devote their full time to GRTC transit services. Operator will make every effort not to replace members of the resident team simultaneously. Furthermore, Operator will not change members 1 of the management team without the prior written consent of GRTC, such consent not to be unreasonably withheld. SECTION 2. Contract Documents. It is agreed by the parties hereto that the Contract documents consist of this Contract and those set forth below, all which are and constitute a part of this Contract as if attached hereto or set out in full herein, viz: A. Request for Proposal number 10-03-04 dated September 24, 2009. B. Performance Security from Operator. C. Fidelity Security from Operator. D. Operator's signed certifications and signed documents in Operator's proposal dated October 23, 2009. E. Change Orders or amendments to this Contract. F. All applicable Federal Transit Administration (FTA) rules and regulations. The Contract documents form the entire Contract between the parties hereto, any oral understandings or agreements to the contrary notwithstanding, and Operator agrees to comply with all such terms and conditions contained therein. However, should there be any conflict between the terms contained in the documents referred to in A, B, C, D or E above, and the terms contained in this Contract document, the terms of this Contract (including change orders or amendments) will control, unless otherwise required by FTA rules, regulations, and procedures or the law. SECTION 3. Scope of Services. A. The Scope of Services includes, but is not limited to the following: 1. In consideration of the Management Fee, the Operator shall furnish GRTC the management services reasonably required and necessary for the complete, proper, efficient, and effective operation of the transit system and provision of transit services set forth in this Contract, and under any policies, standards and procedures established by GRTC. Transit Services shall include, but not be limited to, the complete, proper, and timely day to day management and operations of the transit system, the services and items set forth in the RFP and as set forth hereinafter, the operation of fixed route bus service to include proper maintenance of all equipment; complementary disabled demand response service; regional transit services (to include emphasis on a ,regional approach to mass transit and to work closely with the MPO); and the operation (to include maintenance) of GRTC's downtown transportation center, know as Campbell Court, located at 17 Campbell Avenue, SW, which includes the leasing and management of retail and office space and the operation of a 105 space parking deck) and the operation (to include maintenance) of the Operations, Maintenance and Administrative Facility which is located at 1108 Campbell Avenue, SE. 2 2. In addition to the items set forth in the above paragraph, the Operator shall provide properly trained personnel in FTA procurement rules, regulations, and procedures, as well as Virginia procurement procedures, so that all procurement matters, including, but not limited to, obtaining grants, services, goods, professional services, and the like shall be properly and timely procured by Operator's administrative staff. Operator shall also provide adequate resource personnel to assist with and ensure proper procurement procedures are being followed by Operator's on site management personnel. Such on site management personnel shall also be responsible for ensuring the proper distribution and handling of GRTC surplus property. 3. Operator shall also provide by June 1, 2010, to GRTC a proposed three year strategic business plan starting on July 1, 2010, with benchmarks for ridership and marketing goals. Such plan shall be subject to modifications and approval by the GRTC Board, as the Board deems appropriate. 4. Operator acknowledges that GRTC may be receiving funds under The American Recovery and Reinvestment Act of 2009 (Recovery Act). Accordingly, Operator shall provide trained on-site personnel' who shall be familiar with the Recovery Act procedures to ensure that the use of such funds by GRTC will be in compliance with the rules, regulations, and provisions of the Recovery Act for any such grant that may be obtained by GRTC. B. Operator shall also furnish such nonresident executive, properly trained, and experienced consulting and technical assistance personnel, in Roanoke, or elsewhere, as may be reasonably required to assist the General Manager in the operation of the transit system and to carry out fully the responsibilities of the Operator under this Contract, including assistance to GRTC in the formulation of its policies, standards, and procedures, at no additional cost. The executive, consulting, and technical assistance services provided shall include, but not be limited to the areas set forth in this Section 3. Such nonresident consulting and technical assistance personnel will be provided by Operator in accordance with the provisions for such as set forth in Section 6 (C). C. The transit management services to be furnished include, but shall not be limited to the followi ng: 1 . Establish or assume control of a subsidiary corporation for daily operations, maintenance, and employment purposes in order to operate the transit system. 2. Operate the transit system in compliance with all applicable federal, state and local regulations. 3. Select, employ, and properly train all employees needed to operate the transit system, including labor relations and labor contract negotiations, procurement, accounting, and financial functions. 4. Ensure safety of personnel, prevent losses and arrange all appropriate insurance coverages. 3 5. Ensure compliance with existing labor agreement(s) and negotiate future labor agreements. 6. Maintain positive employee relations. 7. Ensure compliance with applicable environmental and occupational safety and health laws and regulations. 8. Seek, prepare, apply for, and properly administer state, federal, and local operating and capital grants to benefit GRTC and the City of Roanoke and properly complete all necessary documents for such grants, including all reporting and compliance documents for any awarded grants. 9. Perform all budgeting, accounting, procurement, financial, and other functions to completely and properly operate the transit system as a turn key operation without any needed personnel support from the City or GRTC. 10. Establish and maintain the accounting controls necessary to ensure protection of all funds and assets and compliance withGRTC and City of Roanoke audit requirements. 11. Develop and execute marketing analysis and plans to increase ridership. 12. Monitor and evaluate all current operations and institute internal procedures to improve operations and create economies to reduce costs. 13. Develop and implement management techniques and operational improvements to ensure an environmentally sound transit system. 14. Prepare and execute a strategic plan for the transit system and to work with GRTC to help implement specific goals identified in Vision 2001-2020, the City of Roanoke's Comprehensive Plan. 15. Prepare and implement a marketing plan for leasing retail, office, and parking spaces such as those located within GRTC's current facilities. Properly administer and manage GRTC's retail office spaces and GRTC's parking garage. 16. Perform all marketing and promotional functions for all operations including advertising. 17. Prepare and administer the budget for GRTC and City of Roanoke Transportation fund. 18. Participate on local and or state transportation committees as needed. 19. Provide management personnel development, training continuity, and recruitments as necessary. 20. Provide overall management and policy recommendations. 21. Maintain all facilities, equipment, and rolling stock and make recommendations for future purchases of each category as may be required by the transit system. 22. Administration of contracts for special transit services. 23. Bus shelter maintenance, repair and cleaning, including vandalism and graffiti removal. 24. Assistance with Emergency Preparedness planning and compliance including the development, training, testing, and implementation (if necessary) of such plans. 25. System Management and Supervision. .26. Service Delivery. 27. Americans with Disabilities Act (ADA) compliance. 28. Customer Service. 4 29. Facilities Maintenance. 30. Operations Planning. 31. Reporting. 32. Revenue Collection. 33. Safety. 34. Security 35. Planning for the utilization of the fixed route system and the ADA Complementary Paratransit service for those persons with special needs. 36. Training. 37. Proper disposal of surplus property. 38. Developing proper policies for the day to day operations. 39. Training and compliance to avoid conflict of interest situations. 40. Rental Management Services. 41. Construction procurement and management services for work connected with GRTC's property and buildings. 42. The Operator shall conduct its own periodic audits of the performance and operation of its management team and the transit system to ensure that all applicable FTA, federal, state, and local laws, rules, and regulations are being complied with and followed and to report such findings to GRTC. As part of this the Operator's Regional Vice President shall conduct a site visit to Roanoke, Virginia at least every two months, or as otherwise requested by GRTC's Vice President of Operations or the City's liaison to GRTC. D. At the request of GRTC and by separate contract, Operator will supply special project assistance, which is defined as the performance of special transit projects which are not within the scope of the day-to-day management services provided herein. For each "special project", the parties will mutually agree upon the costs, the work task plan, the deliverables plan, assignment of responsibility, the phasing plan, the special project budget and the special project tracking-reporting plan. (Provided, however, such special project assistance does not restrict the services to be furnished under this Contract). SECTION 4. Subsidiary Corporation. A. Operator, subject to the laws of the Commonwealth of Virginia, has caused to be formed or has previously purchased from GRTC a separate corporation, named Southwestern Virginia Transit Management Company, Inc., hereinafter called "SVTMC," which by assignment shall assume the rights and obligations of Operator under this Contract relating to the operation and management of the transit system and all transit services; provided however, that upon any such assignment made by Operator, Operator shall remain guarantor of each and everyone of the obligations to GRTC provided herein; and any breach or violation thereof by its assignee shall be deemed a breach or violation by Operator. SVTMC shall be the employer of all employees necessary for the operation of the transit system and provision of needed transit services; provided however, that the number of personnel employed by SVTMC shall at all times be subject to the approval of GRTC. 5 B. Any contractual obligations entered into or liabilities assumed by SVTMC in connection with the operation of the transit system and provision of services will be binding upon SVTMC only for the term of this Contract or as same may be extended. In the event this Contract is terminated or expires, GRTC shall thenceforth assume all future obligations and liabilities under such contracts either on behalf of itself or of any successor to SVTMC. Unless otherwise provided in this Contract, GRTC agrees to provide SVTMC and Operator with funds for the expenses and costs arising out of the operation of the transit system and services, provided management of such operation is carried out in a reasonably prudent manner, with the exception of salaries and benefits of Operator's resident and nonresident personnel referred to in Sections 1 and 3 (8) above, and also excluding claims based upon torts caused by the acts or omissions of the Operator or its management to perform in a reasonably prudent manner (but 'excluding claims caused by any requirement by GRTC that Operator adhere to policies and procedures adopted by GRTC unless those policies and procedures are adopted pursuant to recommendation(s) of the Operator or its resident team), and excluding the cost of the fidelity security covering Operator resident and nonresident personnel. C. Amendments, modifications, changes, extensions, and renewals of existing contracts and any new contracts or other contractual arrangements proposed to be entered into by SVTMC shall require the prior approval of GRTC. D. In the event this Contract is terminated or expires, GRTC may, at its sole option, purchase all of the stock of SVTMC, the purchase price being the exact cost expended by Operator in causing the formation or assumption of SVTMC and all of such stock shall be forthwith transferred, assigned and conveyed to GRTC, its assignee or designee. Operator and SVTMC shall fully and timely cooperate and take any needed action and execute any needed documents as may be requested by GRTC to accomplish the transition and/or transfer SVTMC to GRTC or its designee. E. GRTC acknowledges that the philosophies of transit services may conflict. The Operator and SVTMC will work in the best interest of transit operations, but opportunities for mutually beneficial collaboration will be explored for the benefit of GRTC and its owner, the City of Roanoke. F. The provisions concerning SVTMC as set forth in this Section shall be without effect until a written assignment approved by GRTC comes into being. SECTION 5. Title of Property. All real estate, buildings and improvements, equipment, buses, motor vehicles and any and all other materials and supplies reasonably necessary for the operation of the transit services shall be furnished by GRTC and shall remain the property of GRTC. Operator shall keep a perpetual inventory of all property and equipment belonging to GRTC or the City of Roanoke and being managed by Operator. 6 SECTION 6. Term, Option to Extend and Manaaement Fee. A. The term of this Contract and the Management Fee to be paid pursuant to this Contract shall be as follows: 1. This Contract will be for a term of five (5) years and four (4) months and will become effective March 1, 2010, and continue until June 30, 2015, at which time it will terminate unless sooner terminated as provided for in this Contract or extended as hereinafter set forth. 2. GRTC shall have the option of renewing this Contract for up to five (5) additional one year periods or any combination thereof, not to exceed a total additional term of five (5) years. 3. GRTC agrees to pay Operator as compensation for the services performed in accordance with this Contract as follow: 03/01/2010 to 06/30/2011 07/01/2011 to 06/30/2012 07/01/2012 to 06/30/2013 07/01/2013 to 06/30/2014 07/01/2014 to 06/30/2015 Monthly Management Fees Yearly Management Fees $21,866.67 x 16 months = $349,866.72 $21,866.67 x 12 months = $262,400.04 $21,866.67 x 12 months = $262,400.04 $23,190.08 x 12 months = $278,280.96 $23,885.75 x 12 months = $286,629.00 Total Initial Term Management Fee: 07/01/2015 to 06/30/2016 07/01/2016 to 06/30/2017 07/01/2017 to 06/30/2018 07/01/2018 to 06/30/2019 07/01/2019 to 02/28/2020 $1,439,576.76 $24,602.33 x 12 months = $295,227.96 $25,340.42 x 12 months = $304,085.04 $26,100.58 x 12 months = $313,206.96 $26,883.58 x 12 months = $322,602.96 $27,690.17 x 12 months = $332,282.04 Total Optional Term Management Fee: $1,567,404.96 4. Upon request of the Operator, and for good cause, Operator may, for the renewal years 6 - 10, request such fees to be adjusted upon the agreement of GRTC, in GRTC's sole discretion. 5. Payment will be made by GRTC to Operator on or before the 28th of each month for that month's management fee. In the event this Section of the Contract becomes ineffective or the Contract is terminated during a calendar month, the compensation due to the Operator will be prorated on a daily basis for the amount due for that month. 7 B. Should GRTC elect to extend this Contract as set forth above, GRTC shall notify the Operator in writing at least sixty (60) days prior to the expiration of the initial Contract term or any extension thereof and shall indicate in such notice of extension the time period of such extension. Upon the giving of such notice by GRTC, this Contract will be deemed to be extended as set forth in such notice at the optional management fee for the period indicated and under the same terms and conditions as contained in the Contract unless the parties mutually agree otherwise. C. Expenses of Nonresident Personnel. The expenses for the Operator's provision of nonresident consulting and technical assistance personnel will be as follows: 1. Nonresident assistance personnel means Operator's corporate staff and employees located outside the Roanoke area, but specifically excludes the two person resident team Operator is to provide under this Contract and the O'perator's Regional Vice President. 2. The Operator shall be responsible for all costs and expenses of all such nonresident assistance personnel, however such assistance may be provided (such as, but not limited to phone, internet, conference calls, video conferences, email, correspondence, etc.), except as set forth below. 3. Operator shall provide at Operator's expense such nonresident assistance personnel, either offsite and/or onsite in Roanoke, Virginia, as may be needed to provide for any of the obligations under this Contract. 4. For matters outside the obligations of this Contract (such as major marketing initiatives, protracted labor negotiations requiring additional legal assistance, technical support for major bus routing changes, etc.) the Operator shall provide such nonresident assistance personnel to provide assistance in Roanoke, Virginia as follows: a. At no additional cost to GRTC, the Operator will provide up to 100 hours of nonresident consulting and technical assistance for the first sixteen months (March 1, 2010 through June 30, 2011) and for each of the four subsequent 12 months of the Initial Term of the Contract. The Operator will not be required to expend the total 100 hours during the first 16 months or during each of the four subsequent 12 months. The Operator must have prior written approval from GRTC's Vice President of Operations (or designee) before expending any of the 100 hours during any given period. b. GRTC must approve expending any nonresident consulting and technical assistance hours exceeding the 100 hours (mentioned in (a) above); this approval must be given in writing by GRTC's Vice President of Operations (or designee) prior to incurring any such additional hours. If GRTC approves the additional hours, GRTC 8 agrees to pay the Operator an hourly fee between $92.00 per hour and $152.00 per hour for the first 16 months of the Contract, depending on the task and skill level of the Operator's nonresident personnel. The hourly fee includes all travel, meals, and lodging expenses. For each of the four subsequent 12 months of the Initial Term, the hourly fee may be increased up to a total of three percent (3%) for each such twelve month period, but the total of all such increases will not exceed twelve percent (12%) for the entire Initial Term. c. The hours to be charged for the number of hours in (a) above or to GRTC for the nonresident assistance personnel shall be only for actual time spent by such nonresident assistance personnel onsite in Roanoke, Virginia, on the matter they are working on. No travel time or off work time shall be charged to GRTC or counted toward the hours in (a) above. (By way of example only, if a nonresident assistance person travels to Roanoke, Virginia, to work on a matter under Sections 3 (B) and 6 (C), travels for five hours to Roanoke, Virginia, and spends five hours one day on the matter, four hours the next day, and then travels five hours back to Operator's home office, the total amount of hours to be counted toward any of the above referenced hour amounts would be nine hours, not any other amount.) Furthermore, time shall only be charged for actual time spent on a covered matter and on a 30 minute basis provided that at least fifteen actual minutes of such basis have been spent on such matter. Accurate time sheets shall be kept by each nonresident assistance person working on any covered matter and shall set forth at least the name and title of the person doing the work, the date, day, number of minutes worked, number of hours assessed, work performed, and names of persons involved in any such work. (By way of example only, if a nonresident assistance person in Roanoke spends one hour and 10 minutes on a covered matter then only one hour would be charged. However, if such person spends one hour and 50 minutes on a covered matter, then two hours would be charged.) D. The Operator agrees to, and shall, for the payment of all sums due under this Contract, look solely to the monies provided to GRTC from grant funds, if any, which may actually be received by the GRTC from the City of Roanoke, Commonwealth of Virginia or the federal government under the Urban Mass Transportation Act of 1964, as amended, for the purpose of underwriting, in whole or in part, the GRTC's costs pursuant to this Contract, and that all such funds are subject to appropriation by each of the above entities. E. It is expressly understood that GRTC shall be under no obligation whatsoever for any excess costs arising from changes, modifications or extra work orders not specifically approved by GRTC in one or more writings in which the excess costs or additional costs is specifically set forth. 9 SECTION 7. Performance and Fidelitv Security. The Operator shall provide a Performance security, consisting of a bond with corporate surety, letter of credit, or other security in a form acceptable to the GRTC, to guarantee performance of such Operator's obligations under this Contract. The amount of such security shall be $302,200.00 and such security shall be maintained for the term of this Contract. The Operator shall also provide a Fidelity security, insurance policy, or bond in the amount of $1,000,000.00 in a form acceptable to GRTC to protect GRTC. Failure to provide or maintain either of such security or notice that such security will be cancelled or not renewed shall be considered a material breach of this Contract and grounds to call on such security. Such security shall be provided with the executed Contract. SECTION 8. Liabilities and Insurance. Whatever liability for personal injury or property damage or loss may be incurred to third parties in connection with or arising out of the operation of the transit system or services by Operator and SVTMC under this Contract, and the costs and expenses thereof, except as otherwise provided in this Contract, shall be part of the costs and expenses incurred by GRTC in the operation of the transit system and shall be reimbursed or paid by GRTC. GRTC will maintain in force at all times liability insurance, which Operator shall assist GRTC in obtaining, in such amounts and with an insurance carrier approved by GRTC for furnishing such coverage, as GRTC shall specify from time to time, with Operator and SVTMC, as additional insureds. Any liability and property damage insurance expenses incurred by Operator and SVTMC to provide coverage for such liability of its agents, servants, and employees or itself while engaged in the service of GRTC, as their respective interests may appear, as well as any other insurance specified by GRTC, shall be deemed to be part of the operating expense of the transit services payable by GRTC if approved by GRTC. Operator shall, however, be liable for any negligent, dishonest, fraudulent, misconduct, or intentional tort committed or directed by any officer or employee of the Operator, or any other such act or omission, on the part of any person or persons directly employed and paid by Operator or its direct servants or employees. Operator shall not, however, be liable for any dishonest, fraudulent, misconduct, or intentional tort, or any other such act committed by any person or persons indirectly employed and paid by Operator or its servants and employees unless such act results from negligent supervision or training by the Operator. SECTION 9. Independent Contractor. Operator is an independent contractor and retains the right to exercise full control and supervision over its employees and those of SVTMC, their compensation and discharge, and agrees to be solely responsible for all matters relating to payment of such employees, including compliance with social security, withholding and all other regulations governing such matters. Operator agrees to be responsible for its own acts or omissions and those of its direct subordinates, employees and subcontractors during the life of this Contract. 10 SECTION 10. Workino Funds and Operatino Budoet. A. GRTC shall provide Operator with sufficient working funds to pay all payroll and other operating expenses under policies, procedures, and controls established by GRTC. The power to increase or decrease the amount of such working funds is reserved to GRTC. Upon termination or expiration of this Contract, all unexpended balances remaining in such accounts shall revert and be returned to GRTC. The term "operating expenses" shall mean all reasonable operating expenses such as but not limited to salaries; benefits, oil, fuel, parts, supplies, tools and other non- capital equipment needed for use in the operation of the transit system and services but shall not mean buses, other types of rolling stock, or any type of realty. B. Operator shall provide to GRTC on or before April 1, 2010, and on or before March 1 of each subsequent year for GRTC's approval a proposed Operating Budget for the upcoming fiscal year of GRTC for the operation of the transit system. Such budget shall include Operator's good faith projection of Operating Revenues and Operating Expenses, presented on a monthly and annual basis, for the upcoming fiscal year. If unexpected events occur during any fiscal year, the Operator shall submit a proposed amendment to such budget for review and approval of GRTC. Operator shall use all reasonable efforts to manage and operate the transit system in accordance with such budget and shall not exceed such budget without the prior written consent of GRTC. SECTION 11. Indemnitv. Except as otherwise provided in this Contract, Operator agrees to indemnify and hold harmless GRTC and the City and their officers, agents, and employees against any and all liability, losses, damages, claims, causes of action, suits of any nature, costs, and expenses, including reasonable attorney's fees, resulting from or arising out of Operator's or its, General Manager's, Assistant General Manager's, corporate employees', or subcontractors' (hired by Operator) actions, activities, or omissions on or near the GRTC facilities, equipment, or the City's property arising in any way out of or resulting from any of the work to be provided under this Contract, and this includes, without limitation, any fines or penalties, violations of federal, state, or local laws or regulations, personal injury, wrongful death, or property damage claims or suits. SECTION 12. Purchases. , All purchases made out of the operating expenses shall be made in accordance with policies, standards and procedures established by GRTC, and when applicable, procedures prescribed by the U.S. Department of Transportation and/or the FT A. Operator shall periodically recommend bus needs to GRTC, which shall solely make final determination as to such needs. 11 SECTION 13. Revenues. Operatina Reports and Financial Statements. A. Revenue derived from the operation of the transit system and services shall be and remain from the initial receipt thereof the absolute property of GRTC, and shall be deposited at least semi-weekly to the account of GRTC in a bank designated by GRTC. B. Operator shall render and certify to GRTC such periodic or special operating reports and financial statements as GRTC shall require, which shall include electronic data. C. Operator shall provide receipts, backup documents, electronic data, and such other information as GRTC may request to document revenues and expenses. SECTION 14. Section 6 (D) Contract. Operator agrees to abide by the terms and conditions of any Contract entered into by GRTC pursuant to Section 6 (D) of the Urban Mass Transit Act of 1964, as amended, in the performance of its obligations hereunder. SECTION 15. Nondiscrimination. A. During the performance of this Contract, Operator agrees as follows: 1. Operator will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or any other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of Operator. Operator agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause. 2. Operator in all solicitations or advertisements for employees placed by or on behalf of the Operator will state that Operator is an equal opportunity employer. 3. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section. 4. The applicable provisions of the presidential Executive Order 11375, as amended, relating to Equal Employment Opportunity are incorporated by reference herein. 12 B. Operator will include the provisions of the foregoing Section 15(A) (1, 2, 3, and 4) in every subcontract or purchase order of over $1'0,000 so that the provisions will be binding upon each subcontractor or vendor. C. GRTC agrees that, in the event Operator or SVTMC is charged with or sued for any alleged discriminatory practices, but oniy insofar as such alleged practices were done according to the policies GRTC requires of Operator, GRTC will provide Operator and SVTMC with a defense of such claims or lawsuits. Otherwise, Operator will be responsible for all other employment or related claims, suits, or actions of whatever type and will indemnify and hold GRTC harmless from all such claims, suits, or actions, including all costs and expenses. SECTION 16. Drua-Free Workplace. A. During the performance of this Contract, Operator agrees to: 1. Provide a drug-free workplace for Operator's employees; 2. Post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the workplace and specifying that actions that will be taken against employees for violation of such prohibition; 3. State in all solicitations or advertisements for employees placed by or on behalf of Operator that Operator maintains a drug-free workplace; and 4. Include the provisions of the foregoing clauses in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each subcontractor or vendor. B. For the purposes of this section, a "drug-free" workplace means a site for the performance of work done in connection with a specific contract awarded to a contractor, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract. SECTION 17. Faith-Based Oraanizations. Pursuant to Viroinia Code Section 2.2-4343.1. GRTC shall not discriminate aqainst faith- based oroanizations. 13 SECTION 18. Assianment. A. This Contract shall not be assigned, transferred, hypothecated, or pledged by either party without the prior written consent of the other party. This Contract shall be binding upon the successors or assigns of the respective parties. GRTC agrees that this Contract will be assigned to SVTMC as to the respective scope of services by Operator under the terms hereinafter described. B. By the aforementioned written assignment, SVTMC shall assume and perform all services and obligations, and be entitled to all rights and benefits of Operator under this Contract, except those rights andlor benefits provided in Sections 1, 6, 9 and 15 (C) provided, however that despite such an assignment, Operator shall continue to be responsible for the performance of this Contract by SVTMC and shall remain equally entitled to any benefits assigned to SVTMC. C. In the event this Contract is amended, renewed, or extended (whether or not the terms are modified) it shall not be necessary for Operator to reassign to SVTMC, but the previous written assignment shall automatically apply to the amended, renewed, or extended Contract under the terms set out in subsection (8) above. SECTION 19. Termination. A. Termination for Convenience. GRTC may terminate this Contract, in whole or in part, by sixty (60) days written notice to the Operator when it is in the GRTC or the City of Roanoke's best interest. The Operator shall be paid only for actual work performed and approved by GRTC up to the time of termination. No profit, overhead, or any other cost of any type will beallowed. The Operator shall promptly submit its termination claim to GRTC to be paid to Operator. If the Operator has any property in its possession belonging to the GRTC, the Operator will account for the same, and dispose of it in the manner the GRTC directs. B. Termination for Default. 1. If the Operator does not provide the services and items called for in accordance with this Contract or the Operator fails to perform in the manner called for in this Contract, or if the Operator fails to comply with any other provisions of this Contract, the GRTC may terminate this Contract for default. Termination shall be effected by sending a notice of termination to the Operator setting forth the manner in which the Operator is in default. The Operator will be liable to GRTC for any and all damages incurred by GRTC resulting from or connected with such default. . 2. If. it is later determined by the GRTC that the Operator had an excusable reason for not performing, such as a strike, fire, or flood, events which are not the fault of or are beyond the control of the Operator, the GRTC, after setting up a new performance schedule, may allow the Operator to continue work, or tr~at the termination as a termination for convenience. ' 14 C. Opportunity to Cure (General Provision) The GRTC in its sole discretion may, in the case of a termination for breach or default, allow the Operator a period of time up to twenty (20) days in which to cure the default. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions. If Operator~fails to remedy to GRTC's satisfaction the breach or default or any of the terms, covenants, or conditions of this Contract within such time after receipt by Operator of written notice from GRTC setting forth the nature of such breach or default, GRTC shall have the right to immediately terminate this Contract without any further notice to the Operator. Any such termination for default shall not in any way operate to preclude GRTC from also pursuing all available remedies against Operator and its sureties for such breach or default. D. This Contract shall be terminable, upon sixty (60) days written notice to Operator, in the event GRTC is unable to provide the necessary operating funds for the continued operation of the transit system or services because of the elimination or unavailability of the necessary funds. SECTION 20. Interest of Members of Conaress. No member of or delegate to the Congress of the United States shall be admitted to any share or part of this Contract or to any benefit arising therefrom. SECTION 21. Cooperation. Each party agrees to cooperate with the other in executing any documents necessary to carry out the intent and purpose of this Contract. Operator also agrees Operator will cooperate with and coordinate Operator's activities with GRTC and/or GRTC's current or new transit management company in connection with any actions and activities required to transfer the operation of GRTC's transit system to a different entity. Furthermore, Operator further agrees that Operator will cooperate with and coordinate with GRTC andlor any future transit management company GRTC may retain in connection with the transfer of the operation of GRTC's transit system to the City andlor any such future transit management company. Operator shall take all such actions in a timely manner and take any needed actions and execute any needed documents as may be requested by GRTC. SECTION 22. Interest of Public Officials. No member, officer, or employee of GRTC or of a local public body during his or her tenure or for one year thereafter shall have any personal financial interest, direct or indirect, in this Contract or the proceeds thereof. SECTION 23. No Personal Liabilitv. Except for an individual's personal gross misconduct, no officer, director, or employee of GRTC or of Operator shall be personally liable for the fulfillment of the conditions of this Contract, since such obligations are the responsibility of the parties to this Contract. 15 SECTION 24. Audit and Inspections. Operator shall permit the authorized representatives of GRTC and the City of Roanoke, Virginia, to inspect examine, copy and audit all data and records of Operator, including electronic data, relating to Operator's performance under this Contract. To the extent that Federal or State funds are involved, the right to inspection, examination, copying, and audit shall extend to authorized representatives of the United States Department of Transportation, the FT A, the Comptroller General of the United States and the Commonwealth of Virginia. Operator shall provide copies of any such items to GRTC upon request. Furthermore, all such representatives shall have full access to the property and any personnel in the course of any such auditor inspection. SECTION 25. Authority to Sian. The persons who have executed this Contract represent and warrant that they are duly authorized to execute this Contract in their representative capacities as indicated. SECTION 26. Counterpart Copies. This Contract may be executed in any number of counterpart copies, each of which shall be deemed an original, but all of which together shall constitute a single document. SECTION 27. Successors. The terms, conditions, provisions and undertakings of this Contract shall be binding upon and inure to the benefit of each of the parties hereto and their respective successors and assigns. SECTION 28. Severability and Intent. If any provision of this Contract, or the application of any provision hereof to a particular entity or circumstance, shall be held to be invalid or unenforceable by a court or competent jurisdiction, the remaining provisions of the Contract shall not be affected and all other terms and conditions of the Contract shall be valid and enforceable to the fullest extent of the law. SECTION 29. Captions and Headinas. The section captions and headings are for convenience and reference purposes only and shall not affect in any way the meaning or interpretation of this Contract. SECTION 30. Notice. Any written notice or communication required to be given to or by, or served upon, the respective parties hereto shall be deemed to be sufficiently given if sent by mailing the same, properly addressed and stamped to such party or parties by United States registered 16 or certified mail, or by a recognized overnight courier, with a receipt, and sent to the following address (or to any other address that the party to be notified may have designated to the sender by like notice): Notice to Operator means notice in writing to the President of the Operator and delivered to the office of the Operator at: First Transit, Inc. .J Attn: President 600 Vine Street, Suite 1400 Cincinnati, Ohio 45202 Notice to GRTC means notice in writing addressed to the President of the Greater Roanoke Transit Company and delivered to his or her office at: GRTC President c/o City Manager's Office . Room 364, Noel C. Taylor Municipal Building 215 Church Avenue, S.W. Roanoke, VA 24011 Copies of such notice shall also be sent and addressed to the Vice President of Operations of GRTC at 215 Church Ave., S.W., Room 364, Roanoke, VA 24011, and to the City's Transit Liaison for GRTC at 215 Church Ave., S.W., Room 364, Roanoke, VA 24011. SECTION 31. Nonwaiver. Each party agrees that any party's waiver or failure to enforce or require performance of any term or condition of this Contract or any party's waiver of any particular breach of this Contract by any other party extends to that instance only. Such waiver or failure is not and shall not be a waiver of any of the terms and conditions of this Contract or a waiver of any other breaches of the Contract by any party and does not bar the non-defaulting party from requiring the defaulting party to comply with all the terms and conditions of this Contract and does not bar the non-defaulting party from asserting any and all rights and/or remedies it has or might have against the defaulting party under this Contract or by law. SECTION 32. Forum Selection and Choice of Law. This Contract shall be governed by, and construed in accordance with, the laws of the Commonwealth of Virginia, without application of Virginia's conflict of law provisions, and any applicable federal laws. Venue for any litigation, suits, and claims arising from or connected with this Contract shall only be proper in the City of Roanoke Circuit Court, or in the City of Roanoke General District Court if the amount in controversy is within the jurisdictional limit of such court, or the United States District Court for the Western District of Virginia, Roanoke Division, if a federal question exists. All parties to this Contract voluntarily submit themselves to the jurisdiction and venue of such courts, regardless of the actual location of such parties. The provisions of this Contract shall not be construed in 17 favor of or against either party, but shall be construed according to their fair meaning as if both parties jointly prepared this Contract. SECTION 33. Clean Air and Water Acts. Operator shall comply with all applicable standards, orders or requirements issued under . Section 306 of the Clean Air Act (42 USC 1857 (h)), Section 50 B of the Clean Water Act (33 USC1368), Executive Order 11738, and Environmental Protection Agency regulations (40 CFR, Part 15), which prohibit the use under non-exempt federal contracts, grants, or loans of facilities included on the EPA List of Violating Facilities. Operator shall report all violations to FTA and to the ASEPA Assistant Administrator for Enforcement (EN-329). SECTION 34. Conservation. Operator shall recognize mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act (42 USC Section 6321 et seq.). SECTION 35. Operator Responsibilitv. The Operator shall be fully responsible to GRTC for all acts and omissions of its employees and any of its subcontractors, their agents, and subconsultants performing or furnishing any of the work just as the Operator is responsible for its own acts and omissions. SECTION 36. Compliance with Laws, Reaulations and Immiaration Law. The Operator agrees to comply with all FTA, federal, state, and local laws, ordinances, and regulations that may be applicable to this Contract or to the services that the Operator is rendering under this Contract. Operator further agrees that Operator does not, and shall not during the performance of any Contract, knowingly employ an unauthorized alien as defined in the federal Immigration Reform and Control Act of 1986. SECTION 37: Obliaations at the End of the Contract. The Operator shall cooperate with GRTC to effect a smooth transition to GRTC or any new service provider, if necessary, at the expiration or termination of the Contract. The transition requirements include, but are not limited to: A. Provide GRTC and any new service provider reasonable access to the operating facility and the revenue vehicles. B. Share (to the extent allowable by law) with the new service provider applicable wages, benefits, employee records and other relevant information relating to any current and/or former Operator employees. C. Provide the new service provider with copies of all permits, licenses and other relevant documents which remain with the facility or are the property of GRTC. 18 D. Provide up to date accurate records of the revenue vehicle fleet and all support equipment. These records are the property of GRTC. E. Transfer in a timely and proper manner ownership and control to GRTC or the new service provider or GRTC's designee if any subsidiary corporation or entity that may have been used to hire personnel andlor conduct the operations of the bus system. F. Take any additional actions and provide any additional documents and information as GRTC may request. SECTION 38. Operator's Oversiaht of Operations. Operator shall conduct its own periodic audits, but at least once a year, of the performance and operation of its management team and the transit system including, but not limited to, procurement matters, grant compliance, travel, and employee-employer matters, to ensure that all applicable FTA, federal, state, and local laws, rules, and regulations are being complied with and followed and to report such findings to GRTC. Operator shall also provide to GRTC the following items: A. Provide monthly financial statements. These should include a balance sheet with current year and prior year comparative data, an income statement portraying current and prior year YTD data as well as budget accompanied by a brief narrative explaining any significant variances. Such report should be submitted no later than 10 calendar days after the first of each month. These reports should be sent to the Treasurer of GRTC (Director of Finance), and GRTC's liaison officer (Assistant City Manager for Operations). B. Provide to the GRTC Treasurer, the City's liaison to GRTC, and the City Manager, annual reports which shall contain an inventory of capital assets (with a notation of any major additions or deletions), together with any capital improvement plan (CIP) with a five year planning horizon that should be developed and updated annually. C. Provide to the GRTC Treasurer and the City's liaison to GRTC a summary of all union and other contracts for the bus drivers and employees of SVTMC, which should include a summary of the terms of such contracts, the status of all of such contracts, any important milestone dates involved with such contracts, the persons from Operator/SVTMC who handles the negotiations of such contracts, and any issues that might be involved with such contracts or the bus drivers or employees of SVTMC that might impact the day to day operations of the bus system. Such reports shall be submitted every six months and updates and notices of any significant events involving such contracts more frequently, if needed. The reports should also detail any contract negotiations and give at least six months notice of any new contract negotiations that may need to take place. D. Provide on July 1 of each year to the GRTC Treasurer and the City's liaison to GRTC a list of all contracts (which includes leases of GRTC property) that GRTC and Operator and/or SVTMC have in connection with the bus system and GRTC property. This list should include with regard to each such contract the following: 19 1 . The names of the parties to the contract. 2. The term and any renewals for each contract and when due. 3. A brief summary of the subject of the contract and any special terms or items in the contract. 4. . The amount and value of the contract. 5. Any issues or complaints with services or items provided and, if so, what the issues are in detail. 6. Is the contract up to date and payment up to date for services or items received or due (such as from leases)? 7. The name of the Operator andlor SVTMC employee who is overseeing each such contract. 8. Whether any required bonds or insurance certificates for each such contract are current and up to date. E. Provide on July 1 of each year to the GRTC Treasurer and the City's liaison to GRTC a list of all grants and funds that GRTC is due from FTA, the State, and other entities as well as any agreements concerning such grants and funds. This list should include the status of all such items together with a summary of each such grant and the other information as requested in Item D above. The list should also indicate which reports or documents are needed to comply with each grant or grant agreement and if such items are current. F. Provide on July 1 of each year to the GRTC Treasurer and the City's liaison to GRTC a listing of any informal or oral agreements concerning other localities, etc., like for the Smartway bus, the college buses, the trolley service, and all other items of this nature. G. Provide on July 1 and January 1 of each year to the GRTC Treasurer and the City's liaison to GRTC a listing of all claims and/or suits against GRTC, Valley Metro, the Operator, and SVTMC regarding the Valley Metro System and the amount and status of all such claims. H. Provide on July 1 and January 1 of each year to the GRTC Treasurer and the City's liaison to GRTC a summary of the training Operator and SVTMC plan for their employees in connection with the day to day operations of Valley Metro in order to avoid issues such as the ones that have arisen in the past. Also, what type of oversight Operator plans to have on the day to day operations of Operator's employees and those of SVTMC to ensure that they are complying with Operator's, GRTC's, and the City's procedures for operating the bus system on a day to day basis and for complying with applicable federal, state, and local laws, rules, and regulations. SECTION 39. Ownership of Documents. Operator agrees that all reports and any other documents (including electronic data) prepared for, obtained in connection with, and/or required to be produced in connection with this Contract shall be delivered by the Operator to GRTC and all such items shall 20 become the sole property of GRTC. Operator agrees that GRTC shall own all rights of any type in and to all such items, including but not limited to copyrights and trademarks, and GRTC may reproduce, copy, and use all such items as GRTC deems appropriate, without any restriction or limitation on their use and without any cost or charges to GRTC from the Operator. Operator hereby transfers and assigns all such rights and items to GRTC. Operator further agrees Operator will take any action and execute any documents necessary to accomplish the provisions of this Section. Operator also warrants that Operator has good title to all materials, equipment, documents, and supplies which it uses in providing the services or for which it accepts payment in whole or in part. SECTION 40. Ethics in Public Contractina. The provisions, requirements, and prohibitions as contained in Sections 2.2-4367 through 2.2-4377, of the Va. Code, pertaining to bidders, offerors, contractors, and subcontractors are applicable to this Contract. SECTION 41. Entire Contract. This Contract, including any attachments, exhibits, and referenced documents, constitutes the complete understanding between the parties. This Contract may be modified only by written agreement properly executed by the parties. SIGNATURE PAGE TO FOLLOW 21 IN WITNESS WHEREOF, the parties hereto have signed this Contract by their authorized representatives. ATTESTIWITNESS: Printed Name/Title (SEAL) ATTESTIWITNESS: Secretary of GRTC Approved as to form: General Counsel for GRTC Approved as to Execution: General Counsel for GRTC FIRST TRANSIT, INC. By Printed Name/Title GREATER ROANOKE TRANSIT COMPANY DBA VALLEY METRO By President or Vice President of Operations 22 ASSIGNMENT OF CONTRACT FOR VALUE RECEIVED, First Transit, Inc., (hereinafter referred to as Contractor), a Delaware corporation, hereby assigns to Southwestern Virginia Transit Management Company, Inc., (hereinafter referred to as SVTMC), a Virginia corporation, all of its rights, title and interest, as well as the obligations within a certain contract dated , 20_, between Greater Roanoke Transit Company (d/b/a Valley Metro) (GRTC) and First Transit, Inc., for transit management and operation services for GRTC, in consideration of which SVTMC agrees to fully, properly, and timely perform and abide by all the terms, stipulations, and conditions of such contract as fully as if such contract were originally made by SVTMC. Assignment of such contract by Contractor does not relieve Contractor from the responsibility for the performance in the event that SVTMC does not fully, properly, and timely perform any of the tenns and provisions of such contract. This Assignment is dated 20 WITNESS the signatures ofthe parties by their authorized representatives. First Transit, Inc. By: Printed Name and Title Southwestern Virginia Transit Management Company, Inc. By: Printed Name and Title Greater Roanoke Transit Company By: Printed Name and Title Approved as to Form: Counsel for First Transit, Inc. Approved as to Form: General Counsel for GRTC Assigmnent of Contract-First Transit,doc ~ Greater Roanoke Transit Company Board of Directors Meeting January 19, 2010 David A. Bowers, President M. Rupert Cutler Sherman P. Lea, Vice President Gwendolyn W. Mason Anitaj. Price Court G. Rosen David B. Trinkle Dear President Bowers and Members of the Board: Subject: GRTC Board Structure In response to a Council member's interest in discussing a possible future modification of the board's composition, ten (l0) Virginia First Cities were surveyed. Fifty percent of those surveyed have similar Board structures to GRTC's present configuration. The other 50% had a mixture of citizen', elected and staff representatives on their boards. (These details were provided in an earlier memo . of October 15, 2009.) None of the localities surveyed had a board structure that staff would recommend as an alternative to the current structure; however, if Council is interested in changing the composition but still provide a high degree of accountability, staff would recommend a seven (7) member structure comprised of: two (2) City Council members, two (2) City staff members (one from the City Manager's Office, one from the Department of Finance) one (1) regional partner representative (Vinton), one (l) representative of the disabled community and one (1) citizen at large. ( If the Board wants to pursue this or any other Board configuration, sta(f will be pleased to provide additional organizational details such as frequencies of meetings, terms of appointment, reporting requirements to Council, etc. Respectfully submitted, Darlene L. Bur ham Vice President of Operations for GRTC Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com David A. Bowers, Mayor and Members of the Board Greater Roanoke Transit Company January 19, 2010 Page 2 c: Stephanie M. Moon, Secretary, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 20,2010 Carl L. Palmer General Manager Valley Metro Roanoke, Virginia Dear Mr. Palmer: I am attaching copy of a resolution authorizing the filing of applications and acceptance and execution of appropriate agreements for operating and capital financial assistanc~ for Fiscal Year 201 0-2011 with the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation, upon certain terms and conditions. The abovereferenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Tuesday, January 19, 2010. ',- Sincerely, ~h1.~ Stephanie M. Moon Secretary SMM:ew Enclosure pc: Darlene L. Burcham, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E.Tegenkamp, Assistant General Counsel, GRTC L:ICLERKIDATAICKSM1IGRTC.10IJanuary 19, 2010 Correspondence.doc JJ~ BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING THE FILING OF APPLICATIONS AND THE ACCEPTANCE AND EXECUTION OF APPROPRIATE AGREEMENTS FOR OPERATING AND CAPITAL FINANCIAL ASSISTANCE FOR FISCAL YEAR 2010-2011 WITH THE FEDERAL TRANSIT ADMINISTRATION AND THE COMMONWEALTH OF VIRGINIA DEPARTMENT OF RAIL AND PUBLIC TRANSPORTATION UPON CERTAIN TERMS AND CONDITIONS. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Company's General Manager and Vice President of Operations are each authorized to execute, as may be needed, in a form approved by General Counsel, appropriate applications requesting the maximum operating and capital financial assistance from the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation for the fiscal year 2010-2011 and further to accept and execute the necessary operating grant agreements and capital grant agreements, in a form approved by General Counsel, all as more particularly set forth in the report of the General Manager to this Board dated January 19, 2010. The Company's Secretary is also authorized to attest any such documents. ATTEST: Date Adopted (1..~ I~~ II> ~...:. l{(J. matt...) T Is r tary ---c ~",... ."..' .l'~.',7"" "AfO:-.'2:' Greater Roanoke Transit Company Board of Directors Meeting January 19, 2010 David A. Bowers, President, and Members of the Board of Directors Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Authorization to File for Federal Transit Administration Operating and Capital Financial Assistance, and Commonwealth of Virginia Operating and Capital Financial Assistance for fiscal year 2010-2011. Financial assistance has been provided to Greater Roanoke Transit Company (GRTC) by the Federal Transit Administration (FT A) and the Commonwealth of Virginia Department of Rail and Public Transportation (VDRPT) during previous fiscal years for certain operating and capital expenses, Under FTA regulations, GRTC is eligible for federal operating funds, which cannot exceed 50% of its proposed operating deficit. In fiscal year 2010-2011 GRTC will apply for the maximum amount allowed in federal operating and capital financial assistance. During the current fiscal year, the amount of federal operating assistance GRTC will receive is approximately $2,634,631.00. In addition, GRTC is eligible for approximately $1,324,592.00 in operating assistance from the Virginia Department of Rail and Public Transportation. The deadline for filing the applications for the above referenced assistance for FY1 0-11 is February 1, 2010. Recommendation Authorize the General Manager to file applications requesting the maximum operating and capital financial assistance from FT A and VDRPT for fiscal year 201 0-2011, and to accept and execute the necessary grant agreements in a form approved by legal counsel. Carl L. Palmer General Manager c. Vice President of Operations Legal Counsel Treasurer Secretary Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com ~ Greater Roanoke Transit Company Board of Directors Board of Directors Meeting January 19, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Proposed Roanoke to Lynchburg Amtrak Bus Connector Service Information Update Proqress to Date The Virginia Department of Rail and Public Transportation (DRPT) contacted Greater Roanoke Transit Company (GRTC) requesting a meeting to discuss the possibility of GRTC providing bus services from Roanoke to Lynchburg in order to connect with the new Amtrak Northeast Regional passenger service to Washington D,C. that began in October 2009. A meeting was held at GRTC on November 10, 2009. GRTC's staff and the city of Roanoke Assistant City Manager met with DRPT's Manager of Transit Programs and Chief of Public Transportation to discuss the possibilities of a GRTC operated connection between Roanoke and Lynchburg. It was agreed that GRTC would evaluate a service plan and cost estimate for the service. . GRTC estimated that it would cost approximately $291,952 annually to operate the service and an investment of two long haul over the road coaches (one in service; one in reserve) such as the MCI coaches now being used for the Smart Way commuter service would cost approximately $500,000 per coach. Assuming the coaches would be procured with grant funds from the Federal Transit Administration (FTA), the local commitment would be approximately $200,000 for both coaches; if the state participates, the commitment would be approximately $100,000. These cost estimates were sent to DRPT in November 2009. On December 17,2009, GRTC's General Manager, the city's Assistant City Manager, and the Roanoke Valley-Alleghany Regional Commission's (RVARC) Senior Planner met with State Senator John Edwards . to discuss the cost estimates and the prospects of a viable Amtrak connecto( bus service between Roanoke and Lynchburg. It was agreed that Senator Edwards would be provided with as much feasibility data as possible by mid January 2010. Senator Edwards agreed to take this information forward and introduce a request for funding for the connector service, Toward that end, GRTC and the RVARC agreed to collaborate on the development of a needs assessment focusing on Roanoke being the point of origin, Using GRTC's Smart Way commuter service as an operating model and baseline forecasting data generated by previous rail studies estimating ridership that included connections from Roanoke and Lynchburg to Washington D.C., RVARC updated rail passenger ridership data. To augment RVARC's assessment update, interest surveys were conducted on board the buses of the current Smart Way commuter service and on line by RVARC's Ride Solutions program, Downtown Roanoke Inc. and several other online outlets. The surveys were conducted in December 2009 and the results have been included in RVARC's updated assessment. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com David A. Bowers, President, and Members of the Board of Directors January 19, 2010 Page 2 The following are the daily ridership estimates from RVARC's updated assessment of passengers who . would likely use a GRTC bus connector service from Roanoke to Amtrak in Lynchburg: a. Conservative Estimates: 13 per day for the first year of service; 33 as of the fifth year; b. Optimistic Estimates: 17 per day for the first year of service; 41 as of the fifth year. To prepare for the possibility of extending the proposed connector service to Blacksburg at some future point in time, RVARC's update includes estimates from that point of origin. The assessment report and cost estimates for the Amtrak bus connector service from Roanoke to Lynchburg was submitted to Senator Edwards on January 12, 2010. To get a further indication of how feasible a bus connector service to Amtrak would be, GRTC contacted Hampton Roads Transit (HRT) to confirm whether or not they provided such a service. GRTC was advised that HRT does not provide a bus connector service to Amtrak; that the James River bus company provides connection service to the Newport News AMTRAK station with the cost included in the train ticket. GRTC is in the process of following up with James River for bus ridership counts. Finally, GRTC contacted the Motor Carrier Division of the Virginia Department of Motor Vehicles to investigate possible regulations that would prevent GRTC from providing the proposed connector service. GRTC was advised that it would be eligible to provide the bus connection service, provided the service area covers at least four counties. Assuming a beginning point in Roanoke, the proposed GRTC service would cover four counties (Roanoke, Botetourt, Bedford, and Campbell). itted, c: Vice President of Operations Treasurer Secretary Legal Counsel ~ Greater Roanoke Transit Company Board of Directors Meeting January 19, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Overview of FTA Regulations Governing Charter Service On occasion, the city of Roanoke and other entities have requested Greater Roanoke Transit Company (GRTC) provide special bus services to support their special events. As these requests are outside the range of services normally provided by GRTC, such requests are governed by the Federal Transit Administration (FTA), GRTC's primary funding source for capital and operating assistance. Regulations dating back to 1975 establish policies governing the use of assets funded by FTA in providing services other than for established public mass transit purposes. The FTA has defined services of this nature as "charter service." The purpose of these regulations is to protect private charter operators from unauthorized competition from recipients of Federal financial assistance under the Federal Transit Laws and to limit the provision of charter service by public transit entities subsidized with public tax dollars, "Charter service" means transportation provided by a recipient (of federal funds) at the request of a third party (e.g. in GRTC's case, the city of Roanoke) for the exclusive use of a bus or van for a negotiated price. The following features are characteristic of charter service: 1) A third party pays the transit provider a negotiated price for the group; 2) Any fares charged to individual members of the group are collected by a third party; 3) The service is not part of the transit provider's regularly scheduled service, or is offered for a limited period of time; 4) Or a third party determines the origin and destination of the trip as well as scheduling; 5) Or transportation provided by a recipient to the public for events or functions that occur on an'irregular basis or for a limited duration; 6) And a premium fare is charged that is greater than the usual or customary fixed route fare; 7) Or the service is paid for in whole or in part by a third party. There is a government exception. A recipient may provide charter service to government officials for official government business, which can include non-transit related purposes, if the recipient: 1) Provides the service in its geographic service area; 2) Does not generate revenue from the charter service; Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com David A. Bowers, President, and Members of the Board of Directors January 19, 2010 Page 2 3) The recipient maintains a record of having provided the service, particularly specifying the number of government officials on the trip. ' A recipient that provides charter service under this exception is limited to 80 charter service hours per calendar year. A recipient may petition the FTA Administrator for additional charter service hours only if the petition contains, among other information, the following: 1) Evidence that the recipient (GRTC) has requested registered charter providers in its geographic service area to satisfy the additional hours; 2) An explanation of why registered charter providers in the recipient's geographic service area cannot perform the service (e.g., equipment, time constraints). An FTA recipient must make a request for additional hours on a per special event basis. Considering the time line for FT A's response to a request, it is advisable that the request be made at least three weeks in advance of the date the desired service would be provided. The recipient may proviae non-government special services on a per request basis such as the Civic Center and July 4th parking shuttles, provided proper notice is given to registered charter providers in accordance with the following rules: 1) Via electronic mail (e-mail) and/or facsimile (fax) , the recipient shall notify all registered charter providers in its geographic service area that they are in receipt of a request for special service citing the customer's formal name and complete contact information, the date(s) and times of requested service, the approximate number of passengers, and type of equipment requested; 2) The recipient may provide the service requested, if no registered charter provider responds to the notice issued within 72 hours of the date of issue for charter service requested to be provided in less than 30 days or within 14 calendar days of the date of issue for charter service requested to be provided in 30 days or more; 3) A recipient may not provide the requested charter service, if a registered charter provider indicates an interest in providing the charter service described and has informed the recipient of its interest to provide said service. As a part of its annual budget preparations and in cooperation with GRTC, the city estimates the total hours up to 80 in a calendar year it anticipates for special service requests meeting the definition of charter service that is consistent with the charter exception for government officials. Government entities anticipating requests for special services that would exceed the 80 hour limit need to be advised that their request(s) will not be considered until the requests for the 80 hours have been satisfied and that each request would then be submitted singularly to FTA for approval. itted, Carl L. Palmer General Manager c: Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel ~ Greater Roanoke Transit Company Board of Directors Board of Directors Meeting January 19, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Virginia Western Community College (VWCC) Service Request Update Officials at Virginia Western Community College (VWCC) along with the City Manager and Assistant City Manager, met in September 2009 to discuss the prospects of providing VWCC additional bus service to assist with alleviating their impending parking congestion. As an outcome of the meeting, it was agreed that GRTC would evaluate the level of service currently frequenting VWCC to determine if more frequent service within GRTC's current resources is plausible; VWCC agreed to conduct an origin/ destination survey of its students to provide guidance on developing a service design that could augment current GRTC service, Between October 19 and 23, 2009, GRTC conducted a survey count of passengers that got on and off at the current route 55 and 56 bus stop serving VWCC on Colonial Avenue. The survey showed that VWCC is being served reasonably well with as many as 97 passengers per day and as few as 52 per day using GRTC's service to get to and from VWCC. To date, VWCC has not produced the results of their student origin/destination survey. Carl L. Palmer General Manager c: Vice President of Operations Treasurer Secretary Legal Counsel Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com ~ Greater Roanoke Transit Company Board of Directors Board of Directors Meeting January 19, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: RADAR Contract Extension Update In February 2006, the Greater Roanoke Transit Company (GRTC) entered into a three year operating contract (March 1, 2006-February 28, 2009) with the Unified Human Services Transportation Systems, Inc, doing business as RADAR to provide STAR Complementary Paratransit Services. On February 23, 2009, the contract was extended (Extension No.1) for one year (March 1, 2009-- February 28, 2010), - On December 11, 2009, GRTC advised RADAR of its intent to extend the contract for another year (Extension No.2); the original contract provides for a total of five (5) one year extensions, GRTC has submitted to RADAR for their consideration a set of contract amendments proposed for inclusion in Extension No.2; in order to allow ample time to deliberate on the proposed amendments, GRTC will extend the current operating agreement for thirty (30) days, to March .31, 2010. Extension NO.2 will be submitted to the GRTC Board of Directors for their approval at the next regularly scheduled meeting, March 15, 2010. z=d Carl L. Palmer General Manager c: Vice President of Operations Treasurer Secretary Legal Counsel Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com , ,;;. \i' ~~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia January 19, 2010 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the months of August, September, October, and November 2009 , Attached for informational purposes are the following: GRTC Financials Greater Roanoke Transit Company financial reports for the months of August through November were submitted to Darlene Burcham, Vice President of Operations and Ann Shawver, Treasurer. In the October 22, 2009 meeting of the GRTC Board of Directors, acceptance of the August and September reports were deferred until the January 19, 2010 meeting, therefore; these reports are respectfully resubmitted to the Board. Each report in the submissions to Ms. Burcham and Mrs. Shawver included the following: . Executive Summary; e Operating Revenues and Expense Statement - Narrative Explanation of Variances (5% over or under budget); . Operating Revenue and Expense Statement - Summary; . Detailed Operating Revenue and Expense Statement; . Statement of Net Assets - Narrative Explanation of Variances (more or less than 5%); l' e Summary of Statement of Net Assets; and . Detailed Statement of Net Assets For your review, the following reports are attached: . Executive Summary; . Operating Revenues and Expense Statement - Narrative Explanation of Variances (5% over or under budget); . Operating Revenue and Expense Statement - Summary; . Statement of Net Assets - Narrative Explanation of Variances (more or less than 5%); and . Summary of Statement of Net Assets. Greater Roanoke Transit Company PO Box 13247 " Roanoke, Virginia 24032 " Phone: 540.982.0305 m Fax:540.982.2703 " w"Vw.valleymetro.com F '..l David A. Bowers, President and Members of the Board of Directors GRTC Financials, Inventory Report, and Grants Report January 19, 2010 Page 2 Detailed reports of the Operating Revenues and Expense Statement and the Statement of Net Assets are available for your review upon request. No action by the Board is needed on this matter. Cc: Vice President of Operations Treasurer Secretary Legal Counsel GRTC liaison ;' .,.. . ,\ Respectfully Submitted, Carl Palmer General Manager \~. ! ) B!}{~tI\JT~V~ ~UMMA~V Date: September 17, 2009 To: Darlene Burcham Vice President of Operations From: Ann Shawver Treasurer of GRTC /~.) Stephanie Giles :~r" Director of Finance Subject: GRTC Financials for August 2009 Enclosed for your review and files, for the month of Aug.ust, are the Operating Revenues and Expense Statement and the Statement of Net Assets. Each report includes a summary of its statement and a . narrative explanation of variances more or less than 5%. The Operating Revenue and Expense Statement are primarIly within 5% of budget. Advertising income is 5.7% under budget due to fewer bus advertising sales. Operating expenses are also primarily within 5% of bu<il~et. Miscellaneous expenses are 6.6% over budget primarily due to vendor payments to the Virginia Transit Association and Downtown Roanoke, Inc. for membership dues. The Statement of Net Assets include unusually high variaAoes in Cash (increased 18%), Accounts Payable , (increased 22%), and Capital Contributions (increased 58%). Cash is $318,294 or 18% higher than the prior period primarily due to a decrease in outstanding accounts receivable due to GRTC of $115,026 and an increase in outstanding accounts payable liabilities for $74,553 compared to the prior period. Accounts payable liabilities have increased 22% compared! to last year due to an increase in the amount of outstanding payments due to vendors. Capital contributions from the Federal Transit Administration and the Department of Rail &. Public Transportation have lincreased $78,765 or 58% due to an increase in value of capital equipment purchases compared to last year. These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $99,933. The Operating Revenue and Expense Statement and Statement of Net Assets, respectively are prefaced with a variance narrative, followed by a summary sheet witih supportive detail reports. CC: James Grigsby GRTC Liaison Officer _.._._ ____.___ ____.~__ ._.._._..~__~*_~_.._..,~.._..____..._________~._____ .__~_____..__.__._______.__.__..___.__..._.,... ._________.__.__._._..___.. .,.___,_ ."_. ,_._._ .. _.. .u_,. ,_ _0 ~ Greater Roanoke Transit Company PO Box 13247 . Roanoke, Virginia 24032 s Phone: 540.982.0305 s Fax:540,982.2703 s www.val!eyrnetro.coil'1 ,; OPERATING REVENUES AND EXPENSE STATEMENT NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY Assumptions Variance Compared to Budget (5% over or under Budget) August 2009 (16.6% of the budget year) ODeratine Income Advertisine Revenue Advertising revenue is 5.7% under budget due to fewer sales for bus advertising in the current period. ODeratine EXDenses Miscellaneous Exoenses (Travel. Advertisine. Dues & 5ubscriotions. etc) Miscellaneous expenses are 6.6% over budget primarily due to vendor payments to the Virginia Transit Association and Downtown Roanoke, Inc. for membership dues. ~ 1 ~ ~ ~Ii~ ~olc;; ~~l} ~~~f ~~1~ ~i~~ ~~DO~ bl~ I 1:12 o -Iii ~~ ~= s~~ ~s~ = 01) d i}~ >< B ~l1i00 _ 6'og ~~N >< ~~~ ~ .,; c:ilci . ............. .... g.~g~ ~ 00"" "" :a~"" f:! "':.ntf'\ c) 0.\0\0 N o._N ~ ..: N '" l ~ OS ~ ......,..., ,..., ~~~ ~ .!! ~ 0\ lei r-: 00 .......t:!,. ....... \oO~ r-- 00 0 00 \0 ...; ~ oci rti \Or--o ~ ,,\0.. IX!. ....OOC'f') N O_~ \0 .... .... '" l ~ OS ~ ~ ~ :1>~. ~ r-- .... \0 r-- Ill!. ~. \0. ~~~ !i\ .... .... '" ............ ...... ~~~ ~ ff\g~ :: ~=.. ~ ...... 18 ~N \00\01 N MO.... 'I') .....r-: ci \0 r-- \0 C$ ~.r-;.r-- . 00.0 - "" N 00 - - '" Is <N N""""I N .... r-- \0 r-- 00 ..; 0 M .o.~ 00 0000 0. "';"":0. \IS \0.......... 0\ - .- '" I fa ~ ;~ ffi ~ ; ~'i a ~ ~eo~~ ~ ffi f:i ~ ~ ffi ~ ~~ ~ ~ tf!. 'tf.. ~ 'tf.. ;Ie t1. "#. 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N tn uJ t ]j) ~ ~ o o 8 o , ~ ~l , , ij i Co ~ ] 1$ Z .' ../ STATEMENT OF NET ASSETS NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY Assumptions Variance Compared to Prior Year (more or less than 5%) August 2009 Cash Cash is $318,294 or 18% higher than the prior period primarily due to a decrease in outstanding accounts receivable due to GRTC of $115,026 and an increase in outstanding accounts payable liabilities for $74,553 compared to the prior period. Accounts Receivable Accounts Receivable decreased $115,026 or 13% primarily due to a decrease in the amount of outstanding reimbursement due from the Department of Rail and Public Transportation of $102,110. Inventorv Inventory has decreased $46,644 or 12% primarily due GRTC's fuel tanks have 4,697 fewer gallons of fuel compared to the prior year. Accumulated DeDreciatlon Accumulated depreciation increased 14% primarily due to increased depreciation costs associated with four (4) Trolleys. PreDavments . Prepayments have increased $63,943 or 66%. This increase is primarily because GRTC's prepayment for General Liability coverage for its vehicles was made in August 2009 compared to the payment being made in September in the prior year. Accounts Pavable Accounts payable liabilities have increased 22% compared to last year due to an increase in the amount of outstanding payments due to vendors. 1 ~ ,j Assumptions Variance Compared to Prior Year (more or less than 5%) August 2009 Other Uabllltles Other liabilities increased 14% primarily due to an increase in estimated other liability of $206,125. This liability records the potential liability to the Federal Transit Administration and the Department of Rail and Public Transportation for GRTC's furniture purchases in FY 2008. CaDltal Contributions Capital contributions from the Federal Transit Administration and the Department of Rail & Public Transportation have increased $78,765 or 58% due to an increase in value of capital equipment purchases compared to last year. These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $99,933. Net Income Net income has decreased $15,480 or 43%. The decrease is primarily due to decreases in operating income and subsidies for $192,947 or 13%. The operating income decreased $34,833 or 9% primarily due to a decrease in operating revenue of $31,311. This decreas~ is due to a decrease in ridership of 48,733 or 11% from 440,680 in August 2008 to 391,947 in the current period. The subsidies decreased $158,114 or 15% compared to the prior period. This decrease is primarily due to reductions in subsidies from the Commonwealth of Virginia and the City of Roanoke for $82,118. These decreases were offset by a decrease in expenses of $177,468 compared to the prior period. The decrease in expenses is primarily due to a decrease in the cost of fuel reducing the current period's expense by $176,332. 2 . , , , . "/ GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 8/3112009 8/31/2008 Year-ta-Date Year-to-Date % of Change ASSETS CASH $ 1,745,595.68 $ 1,427,301.44 18% ACCOUNTS RECEIVABLE $ 865,460.67 $ 980,487.49 -13% INVENTORY $ 388,200.05 $ 434,844.07 -12% FIXED ASSETS FIXED ASSETS $ 26,755,597.20 $ 25,493,476.26 5% ACCUMULATED DEPRECIATION $ (12,429,360.44) $ (10,653,452.80) 14% NET FIXED ASSETS $ 14,326,236.76 $ 14,840,023.46 -4% PREPAYMENTS $ 97,434.50 $ 33,491.09 66% TOTAL ASSETS $ 17,422,927.66 $ 17,716,147.55 -2% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 339,580.29 $ 265,026.86 22% PAYROLL LIABILITIES $ 236,540.97 $ 227,124.52 4% OTHER LIABILITIES $ 876,531.07 $ 751,317.66 14% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,571,840.80 $ 5,789,425.23 -4% DEPRECIATION EXPENSE $ (294,990.54) $ (287,474.56) 3% RETAINED EARNINGS $ 10,522,495.65 $ 10,863,093.46 -3% CAPITAL CONTRIBUTIONS $ 134,684.00 $ 55,919.00 58% NET INCOME (LOSS) $ 36,240.42 $ 51,720.38 -43% TOTAL CAPITAL $ 15,970,215.33 $ 16,472,678.51 -3% TOTAL LIABILITIES & CAPITAL $ 17,422,927.66 $ 17,716,147.55 -2% ~ ~ EXECUTIVE SUMMARY Date: October 21, 2009 To: Darlene Burcham Vice President of Operations Ann Shawver Treasurer of GRTC From: Stephanie Giles Director of Finance Subject: GRTC Financials for September 2009 Enclosed for your review and files, for the month of September, are the Operating Revenues and Expense Statement and the Statement of Net Assets. Each report includes a summary of its statement and a narrative explanation of variances more or less than 5%. The Operating Revenue and Expense Statement are primarily within 5% of budget. Advertising income is 8% under budget due to fewer bus advertising sales. Operating expenses are also primarily within 5% of budget. Materials and Supplies are $110,943 or 6% under budget primarily due to lower fuel costs. Miscellaneous expenses are 6% over budget primarily due to vendor payments to the Virginia Transit Association and Downtown Roanoke, Inc. for membership dues. The Statement of Net Assets include unusually high variances in Cash (increased 10%), Accounts Payable (increased 45%), and Capital Contributions (increased 10%). Cash is $113,413 or 10% higher than the prior period primarily due to an increase in outstanding accounts payable liabilities of $156,696, this is offset by an increase in accounts receivable due to GRTC in the amount of $254,119 compared to the prior period.. Accounts payable liabilities have increased 45% compared to last year due to an increase in the amount of outstanding payments due to vendors. Capital contributions from the Federal Transit Administration and the Department of Rail & Public Transportation have increased $198,498 or 10% due to an increase in value of capital equipment purchases compared to last year. These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $251,281. The Operating Revenue and Expense Statement and Statement of Net Assets, respectively are prefaced with a variance narrative, followed by a summary sheet with supportive detail reports. CC: James Grigsby GRTC Liaison Officer Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com ... . .I OPERATING REVENUES AND EXPENSE STATEMENT NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY Assumptions Variance Compared to Budget (5% over or under Budget) September 2009 (25% of the budget year) QDerstlnll Income Advertlslnll Revenue Advertising revenue is $41,435 or 8% under budget due to fewer sales for bus advertising in the current period. QDerstlnll Exaenses . --' Materials & SUDDlies 'Fuel. Darts. office sUDDlles. etc.) , Materials and supplies are $110,943 or 6% under budget primarily due to lower fuel cost in the current period. Miscellaneous EXDenses 'Travel. Advertislnll. Dues & SubscriDtions. etc) Miscellaneous expenses are $2,298 or 8% over budget primarily due to vendor payments to the Virginia Transit Association and Downtown Roanoke, Inc. for membership dues. '\ 1 I ,~ '#.'#.'#. '#. ~~~~~:::~~ '#. '#. ~~~ ~ , 0 0\ on... ... M ~ .o00r- C"\ '" ..oor-", "!C"\l"': '" -~ ";.0"; ... ~~~=~~;!j::j ..; ..; ... ... ... ..; E~ N-N N N N NNN N Om ~ ~ar ~aaa~~~~\ ~ 8 ~~r ~I ~~~ E .::&~~~.8~ ~ on .0- '" ~I~ ~"'l."l.-q..~f:t--:.r- C"\. . 00....... . .or-... "l. "l. "l. '" "l. -:'.nf"\ 0 _.....oon.!on.o 00 r- g~~ ~ ~~~ !;I! -"'N"'.... .N on .... O\.."'N 00 0\ on ""'..0 on ..: C'r N -:- ..: r: II'i ..: ..: ('II '" m "" '-' .............. i " " " '" ,'" "~ " ~ "'~r , l ~~~ ... "'...."'.Soo-on ~ ~N'" r- ~on~ 0\ ~"!'lI:C"\ .'lI:C"\"l 'lI: . "l "! C"\ 8 O\...;~ 00 Non'" on 00 '" .... N 0\ e ~...._ on '-'t!. '-' ........... ..,. "-'" -- - '-' '-' .... '-' 'S I '#. ....... ~ar :Ii :g ::: to:li :!: R ~I :Ii C9; ~~r ~1 st ~N<'I \0 :d~~~~8~;d : 00 O\.~ r- t.) .0 N 00 .0 Qi. .oN r- ~11l~ "'l. Ol. "'" C"\. Ol.l";."l. "":,-q. qo. 0\ -. C"\."'l. "l. S. 8 -r-N N ~~~:S:ri8!::00 ~ . 0\ 0 '" \0 r-N\O \0 00 ....N C ~enN ~ .... r-- f'f'\...e "" ..... N oct. C"\. .......'" "l. - - - ~~ji '-' ~~ll ....... ~~r !O; S; :'P~ "i ~ =l ~\ Ii ... ~~r ~ Nr-N N . S 0\"': 0\ c:i ~gC9;~~~~~ ~ 00 ....or-- 00 ~t:~en 15100 O\....V') r-... ~. 0\ on on 0\ ~d C"\.-q.. "l. l";."l."l.OO..."'l."l.on l";. C"\. \O~ C Ol. S 8 o "'.... r-- o~~&:;~C9;S:!l ~ - in Oii ~ ~ NM\O .... !;I!. ~iN on \0 r-.... on N 0 ....r- ~ ~ 8~ "" N - - >0 en '-' ~g58 ~o.5~ l nr " " ""',, " "~ ~ '#. "'~r ~ ~~J~ .r-N ... :;p;; ~ ~&P:i ~~ C"\ on ... on 00 0\ --: CIC! "! C"\ 'lI: "! C"\ 'lI: "! 01.....00 0\ r--~~~~""'\C~ ~ - ~-.... '" ~~ ~ '-' - '-' -- - '-' .... '-' '-' -- "I ~ ~~~-~~~r ....... ~~r ....... ~ar 00 ~ O\.-.-N .... 00 . 0 i~ ~O\~ ~ g~ti~g:dg~ S; on N.r- ... en r- .......N 0\ C"\.~ "":, l";."'l. .~"l."'l.C"\.o.r- C"\. 00 \0- C"\. 00\0\ 0\ oo.~ooOO""NN 0\ a\ Il'iOO\ on r- _ 0\ ~rt 0\....,..,_ rI ~ ......... GO ..... ;;; - _ .0 ............. ..,. en ~ar ~~;\U~.~ ~ ....... ~ar ... , . oor-r-oo 00 \0 i~ \QV\- f'f"'I ~~gg~~~ . ~ c:i 0\00.... ~ !;I!!::$; $ ... on 00 on r-~ -q. .~ "l. "l. r-~ l";. .. r- .~o.c ~ r: ..: .... 0\ N 00 0 .... on N "'... ... ..; ~~2: ~ 00.... N .... N2""~""~""" ~ ~ ;;; N ........ ("II "'It' en ~ J fa t ~I en i i'l ~ ~ hJ. ~ill I .5j JJJ 8 0 I 0 :a -- ! Ii! ! ~ ] J ~ 1 dibJd J .3 3i) ~ ~ ~~ ~ ~ 1$ !-'< ;z: STATEMENT OF NET ASSm NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY Assumptions Variance Compared to Prior Year (more or less than 5%) September 2009 Cash Cash Is $113,413 or 10% higher than the prior period primarily due to an Increase in outstanding accounts payable liabilities of $156,696, this is offset by an increase in accounts receivable due to GRTC in the amount of $254,719 compared to the prior period. Accounts Receivable Accounts Receivable increased $254,719 or 21% primarily due to an increase in the amount of outstanding reimbursement due from the Federal Transit Administration. The increase is $304,947 or 71% higher for capital grants projects. This increase is primarily due to the reimbursements due for the renovations to the Campbell Court Transfer Facility. Inventorv Inventory has decreased $29,318 or 7% primarily due to a decrease in inventory vehicle parts of $19,756. This decrease is due to a transmission for $20,995 that was replaced on a bus in the prior year. Accumulated DeDreclatlon Accumulated depreciation increased 14% primarily due to increased depreciation costs associated with four (4) Trolleys. PreDavrnents Prepayments have decreased $43,672 or 53%. This decrease is primarily because GRTC's prepayment for Health Insurance coverage for October 2008 was paid in September 2008 compared to the payment being made in October In the current year. Accounts Pavable Accounts payable liabilities have increased 45% compared to last year due to an increase in the amount of outstanding payments due to vendors. \. 1 ,'-" , Assumptions Variance Compared to Prior Year (more or less than 5%) September 2009 Payroll Uabllitles Payroll liabilities have increased $24,040 or 12% primarily due to an increase in accrued wages of $16,283 compared to the prior year. Other Uabllltles Other liabilities increased $198,716 or 28% primarily due to an increase in estimated other liability costs of $206,125. This liability records the potential liability to the Federal Transit Administration and the Department of Rail and Public Transportation for GRTC's furniture purchases in FY 2008. CaDltal Contributions Capital contributions from the Federal Transit Administration and the Department of Rail & Public Transportation have increased $198,498 or 70% due to an increase in value of capital equipment purchases compared to last year. These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $257,281. Net Income Net income has decreased $98,932 or 457%. The decrease is primarily due to decreases in operating income and subsidies for $290,526 or 18%. The operating income decreased $55,104 or 9% primarily due to a decrease in operating revenue of $48,437. This decrease is due to a decrease in ridership of 74,486 or 12% from 660,183 in September 2008 to 585,697 in the current period. The subsidies decreased $235,422 or 15% compared to the prior period. This decrease is primarily due to reductions in subsidies from the Federal Transit Administration for $82,593, the Commonwealth of Virginia for $39,823 and the City of Roanoke for $71,235. These decreases were offset by a decrease in expenses of $191,594 compared to the prior period. The decrease in expenses is primarily due to a decrease in the cost of fuel reducing the current period's expense by $237,758. This decrease was partially offset by increases in labor $15,123, purchased transportation $6,742 and insurance cost $5,193. ' 2 . . . , . '-' GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 9/30/2009 9/30/2008 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 1,155,776.29 $ 1,042,363.78 10% ACCOUNTS RECEIVABLE $ 1,238,919.99 $ 984,201.43 21% INVENTORY $ 394,601.33 $ 423,920.24 -7% FIXED ASSETS FIXED ASSETS $ 26,918,254.31 $ 25,526,066.64 5% ACCUMULATED DEPRECIATION $ (12,579,036.78) $ (10,798,199.75) 14% NET FIXED ASSETS $ 14,339,217.53 $ 14,727,866.85 -3% PREPAYM~NTS $ 82,230.11 $ 125,901.75 -53% TOTAL ASSm $ 17,210,745.25 $ 17,304,254.05 -1% CURRENT UABIUTlES ACCOUNTS PAYABLE $ 350,378.80 $ 193,682.79 45% PAYROLL LIABILITIES $ 197,061.95 $ 173,021.80 12% OTHER LIABILITIES $ 711,713.44 $ 512,996.99 28% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,571,840.80 $ 5,789,425.23 -4% DEPRECIATION EXPENSE $ (444,666.88) $ (432,221.55) 3% RETAINED EARNINGS $ 10,522,495.65 $ 10,863,093.46 -3% CAPITAL CONTRIBUTIONS $ 280,158.00 $ 83,660.00 70% NET INCOME (LOSS) $ 21,658.49 $ 120,590.33 -457% - TOTAL CAPITAL $ 15,951,491.06 $ 16,424,552.47 -3% TOTAL LIABIUTIES a CAPITAL $ 17,210,645.25 $ 17,304,254.05 -1% '. . \J' ~ ~Fr~ _j.':-J:.... ,., .... EXECUTIVE SUMMARY Date: . November 17, 2009 To: Darlene Burcham Vice President of Operations Ann Shawver Treasurer of GRTC From: ~... \ Stephanie Giles@! Director of Finance Subject: GRTC Financials for October 2009 Enclosed for your review and files, for the month of October, are the Operating Revenues and Expense Statement and the Statement of Net Assets. Each report includes a summary of its statement and a narrative explanation of variances more or less than 5%. The Operating Revenue and Expense Statement are primarilywithin 5% of budget. The operating income is primarily within 5% of budge with the exception of advertising income. Advertising income is $19,966 or 12% under budget due to fewer bus-advertising sales. Operating expenses are also primarily within 5% of budget, Materials and Supplies are $$149,936 or 9% under budget primarily due to lower fuel costs. Insurance costs are $13,623 under budget primarily due to a vehicle ins.urance credit received by GRTC for $16,669. The Statement of Net Assets include unusually high variances in Cash (increased 7%), Accounts Payable (increased 67%), and Capital Contributions (increased 75%). Cash is $52,791 or 7% higher than the prior period primarily due to an increased balance in GRTC's primary operating account of 50,461. Accounts payable liabilities have increased 67% compared to last year due to an increase in the amount of outstanding payments due to vendors. Capital contributions from the Federal Transit Administration and the Department of Rail & Public Transportation have increased $312,930 or 75% due to an increase in value of capital equipment purchases compared to last year; These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $374,695. The Operating Revenue and Expense Statement and Statement of Net Assets, respectively are prefaced with a variance narrative, followed by a summary sheet with supportive detail reports. CC: James Grigsby GRTC Uaison Officer Greater Roanoke Transit Companv PO Gox B147 D Roanoke, Virginia 24032 ;0 Phone: 540.982.0305 r: Fax:540.982..2703 " wV.Jw.vailey-rn,=ttc..cO(-n 'i" OPERATING RMNUES AND EXPENSE STATEMENT NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY Assumptions Variance Compared to Budget (5% over or under Budget) October 2009 (33% of the budget year) ODeratine Income Advert~ineRevenue Advertising revenue is $19,966 or 12% under budget due to fewer sales for bus advertising in the current period. ODeratine Exoenses Materials & SUDDlies (Fuel. Darts. office sUDDlles. etc.) Materials and supplies are $149,936 or 9% under budget primarily due to lower fuel cost in the current period. Insurance Costs (vehicle. DrODertv. etc) Insurance costs are $13,623 under budget compared to the prior period. This decrease is primarily due to a credit from Virginia Transit Liability Pool for vehicle insurance in the amount of $16,669. This credit was due to GRTC because the actual miles traveled by the revenue vehicles (buses) in fiscal year 2009 were less than estimated. 1 ~ ~ ~i6~ ~~I~ ~~ii ~~&Uf ~~1! ~:sii O~lli:)1 ~~.J! ;~!~ 01 ~ <n o "'Iii E~ OlQ "$. 2~~ ~5~ lQ ... d ,gIg i~M >- ... d slg i~M >- "$. "$."$. ~ 00\00 ~ OOM.... 0\ '-:"':0 d ... M.... .... l ~ 'S "$. aa8~ a ~!i~ ~ 'D.~ ~ .....V\C'f'\ c:> 0\\0\0 M CI'-M ~ ..: N "" ~~'''"' ~ ~~O\ 0\ 'C! . lIl! C"\ O\on\O 0 --M - -- -- ~~~\ lei M-.... \0 \DOO- on ririO ~ ....ono 00 .......00 ~ ~ I"- ~ I"-on....\ on _1"-.... M a\r-ioci 0 0_.... \0 ~ 'D. 0\ ~. Ol"-on ~ o~oo .... I"- 00 "" ~ll~ i $\0.... - o oci oci . ......C'f'\M .... -- -- -- J 8~ ;:8~\ ~ 00;0 ~ ~.~:;:: ri -1"-1"- \0 \Q _ 00 - - II'l :8:=l\ 0 ~...;o; . .8.~ ~. 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M -- '" ~~~~~~~~I; ~ riOO."l.~"l.O\.~\O 1"-. ri ~~~~e:~f;;j~ ~ N 0\.......\0 ....N \0 00", M ... -- ~f1.~~'#.~~7~ ~ ~ r:t~~~~:;:~~ ~ := ~ 0\ ~~ ~ e5 0 Cl c ci -- -- ono~"'\OI"-\Oon lIl!~~C"\lIl!r-:lIl!C"\ ~!i:a!::!;t~~on lIl!.~"l."lIl!."l.~&\ ...\O"t'\Ot--MM :::I2~0\""'''''f'''' '" ~ iD ..-i r-i ~ ; .... ~ I"- 00 on .... -- :~~~a~~:\ ~ ~ ~~~:::=l:!;~:g ~ : a.t-- OOo\.....;-MM ..c 0\ 0\fI')ff\..-tC'f\r-- ...... 0\ ... \0 .... -- i ~ .,81 Ii ! ~ ~ 11 uuuh J i "$. "$."$. "$. 0....00 .... ....0\0 '0; ...:...:...: .... ............ .... ii~\ i ~ MO~ t-- OOM.... .... ~~\O on .......~N .n l ~ii' ~ ... on t-- t-- ~ e, ~ ~ r-= :=i -- -- -- lei ~ 8\ lei ~j::~ e5 C!. "l. \Q ri ~2~ ~ "t' . 00 1"-. - ~~81 ~ ~~8 ~ 00 0\ 0\ I"- ~i~ ~ ononO\ 0 M ~~~ ~ onooo 0\ MO\.... M ~g\Ci C --- ~~81 ~ ~ !;t ~ :;l ..... t"-.... \C :fg~ ~ ........~ "lilt ~~81 ~ !il ~:~ '8 e5 "l. ri 00 1"-. 00 !;t~~ \0 ~ .............. ~ rlt ]Ih "$.1 q o ~ ~ !1 , ~ I J 1$ Z STATEMENT OF NET ASSm NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY A.uumptions Variance Compared to Prior Year (more or less than 5%) October 2009 Qash Cash is $52,791 or 7% higher than the prior period primarily due to an increased balance in GRTC's primary operating account of $50,461. ' !.ccounts Receivable Accounts Receivable increased $318,680 or 21% primarily due to an increase in the amount of outstanding reimbursements due from the Federal Transit Administration ($358,773) and the Clepartment of Rail and Public Transportation ($61,957) for capital reimbursements relating to the renovation of Campbell Court. This increase was offset by a decrease in receivables due from the Department of Rail and Public Transportation in the amount of $28,025 for operating assistance relating to Smart Way and an Intern in FY 2009. Inventory Inventory has decreased $39,923 or 10% primarily due to a decrease in fuel inventory of $21,776 or :L41%. The total gallons of fuel in inventory are 2,804 less than the previous year and the value of the lruel is 43% less than last year. The cost per gallon averaged $3.44 in October 2008 compared to $1.93 in 1the current period. :rotal Fixed Assets Total fixed assets increased $954,146 or 6% primarily due to the purchase of four (4) Trolleys in the previous fiscal year for $933,151. Accumulated DeDreclatlon Accumulated depreciation increased 14% primarily due to increased depreciation costs associated with four (4) Trolleys. PreDavrnents Prepayments have increased $89,972 or 73% due to the receipt of the Virginia Transit Liability Pool invoice, for vehicle insurance in the amount of $88,997 in October compared to receiving the invoice in November in the previous period. 1 I.. Assumptions Variance Compared to Prior Year (more or less than 5%) October 2009 accounts Pavable Accounts payable liabilities have increased $278,204 or 67% compared to last year. This is primarily due tel an increase in the amount of outstanding payments due to vendors. Outstanding payments include a payment due to Thor, Inc for $117,414 due for renovations to Campbell Court and a payment to Virginia Transit Liability Pool for $72,327 for vehicle insurance. favroll Liabilities 'Payroll liabilities have increased $23,873 or 12% primarily due to an increase in accrued wages of $,13,801 compared to the prior year. ~D~aIContributions Capital contributions from the Federal Transit Administration and the Department of Rail & Public Transportation have increased $312,930 or 75% due to an increase in value of capital equipment purchases compared to last year. These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $374,695. !IIet Income Net income has decreased $120,552 or 180%. The decrease is primarily due to decreases in operating income and subsidies for $355,348 or 12%. The operating income decreased $85,904 or 10% primarily due to a decrease in operating revenue of $67,647. This decrease is due to a decrease in ridership of U5,325 or 13% from 899,720 in October 2008 to 784,395 in the current period. The subsidies decreased ~)269,444 or 13% compared to the prior period. This decrease is primarily due to reductions in subsidies from the Federal Transit Administration for $70,246, the Commonwealth of Virginia for $64,367, and the City of Roanoke for $90,492. These decreases were offset by a decrease in expenses of $234,796 compared to the prior period. The decrease in expenses is primarily due to a decrease in the cost of fuel reducing the current period's expense by $279,449. This decrease was partially offset by increases in labor $24,488, utilities $11,902 and purchased transportation $7,079. Footnote: The liability for the questioned costs related to GRTC's furniture purchase in FY 2008 in the amount of $206,125 has been reversed in the tinancials. First Transit, Inc. has agreed to reimburse GRTC for any amounts that may be required to be reimbursed to the FTA and DRPT. The FTA and DRPT have not requested any reimbursement from GRTC as of this report date. 2 .. , \...1I " ~~ ~~ EXECUTIVE SUMMARY Date: December 22, 2009 To: Darlene Burcham Vice President of Operations From: Ann Shawver Treasurer of GRTC. Stephanie Giles @ Director of Finance Subject: GRTC Financials for November 2009 \ Enclosed for your review and files, for the month of October, are the Operating Revenues and Expense Statement and the Statement of Net Assets. Each report includes a summary of its statement and a narrative explanation of variances more or less than 5%. The Operating Revenue and Expense Statement are primarily within 5% of budget. The operating income is primarily within 5% of budge with the exception of advertising income. Advertising income is $22,342 or 14% under budget due to fewer bus-advertising sales. Operating expenses are also primarily within 5% of budget. Materials and Supplies are $133,347 or 9% under budget primarilv due to lower fuel costs. Insurance costs are $27,482 under budget primarily due to a vehicle insurance credit received by GRTC for $16,669. The Statement of Net Assets include unusually high variances in Cash (decreased 11%), Accounts Payable (increased 23%), and Capital Contributions (increased 281%). Cash is $181,700 or 11% lower than the prior period primarily due to a decreased balance in GRTC's primary operating account of $183,850. Accounts payable liabilities have increased 23% compared to last year due to an increase in the amount of outstanding payments due to vendors. Capital contributions from the Federal Transit Administration and the Department of Rail & Public Transportation have increased $320,520 or 281% due to an increase in value of capital equipment purchases compared to last year. These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $423,825. The Operating Revenue and Expense Statement and Statement of Net Assets, respectively are prefaced with a variance narrative, followed by a summary sheet with supportive detail reports. CC: James Grigsby GRTC liaison Officer Greater Roanoke Transit Company PO Box 13247 . Roanoke, Virginia 24032 ,. Phone: 540.982.0305 " Fax:540.982.2703 · www.valleymetro,com : CI OPERATING REVENUES AND EXPENSE STATEMENT NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY Assumptions Variance Compared to Budget (5% over or under Budget) November 2009 (42% of the budget year) ODeratine Income Advertislne Revenue Advertising revenue is $22,342 or 14% un~er budget due to fewer sales for bus advertising in the current period. ODeratlnl! ExDenses Materials & SUDDlles (Fuel. Darts. office sUDDlles. etc.) Materials and supplies are $133,347 or 9% under budget primarily due to lower fuel cost in the current period. Insurance Costs (vehicle. DroDertv. etc) Insurance costs are $27,482 under budget compared to the prior period. This decrease is primarily due to a credit from Virginia Transit Liability Pool for vehicle insurance in the amount of $16,669. This credit was due to GRTC ~ecause the actual miles traveled by the revenue vehicles (buses) in fiscal year 2009 were less than estimated. 1 I Ud ~~!1 rIl~i~ ~l:&1Z ~~11 ~~~ ~~Ji ~;n 01 ~ o rIl o -~ ~~ ~1Il ~~~ ~5~ III s a~o- Bu8 ~~N ;..Z s a~OO Bu8 ~~N ;..Z is ~N Z ~~~ ~ rot-o c- o\oO~ 00 ....N"" .... ~ ~~8~ ~ ~~~ :8 ~~.... Q,. ~:a~ ~ Ol.-N "'l. _ N '" ~~~; ~ ""'CJ'\~ c- f":"'!f": C"\ 00.....\0 0\ '-""c!- ...., ;.~;I ~. N\OOO 00 00""0- N .... . 0- '" l ~ os ~ -on-I .... ............ .... 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STATEMENT OF NET ASSm NARRATIVE EXPLANATION OF VARIANCES GREATER ROANOKE TRANSIT COMPANY Assumptions Variance Compared to Prior Year (more or less than 5%) November 2009 Cash Cash is $181,700 or 11% lower than the prior period primarily due to a decreased balance in GRTC's primary operating account of $183,850. This decrease is primarily due to an increase in t,he amount due from the Federal Transit Administration of $249,104 compared to the prior period. Accounts Receivable Accounts Receivable increased $280,711 or 44% primarily due to an increase in the amount of outstanding reimbursements due from the Federal Transit Administration ($249,104) and the Department of Rail and Public Transportation ($58,456) for capital reimbursements relating to the renovation of Campbell Court. This increase was offset by a decrease in receivables due from the Department of Rail and Public Transportation in the amount of $25,611 for operating assistance relating to Smart Way and an Intern in FY 2009. Inventory Inventory has decreased $34,487 or 8% primarily due to a decrease in fuel inventory of $20,218 or 57%. The total gallons of fuel in inventory are 3,249 less than the previous year and the value of the fuel is 39% less than last year. The cost per gallon averaged $3.23 in November 2008 compared to $1.96 in the current period. Total Fixed Assets Total fixed assets increased $1,540,536 or 6% primarily due to the purchase of four (4) Trolleys in the previous fiscal year for $933,151 and cost associated with the renovations to the Campbell Court Transfer Center in the amount of $423,885. AceumulatedDeDreciation Accumulated depreciation increased 16% primarily due to increased depreciation costs associated with four (4) Trolleys and the cost of renovation to the Campbell Court Transfer Center. 1 : " Assumptions Variance Compared to Prior Year (more or less than 5%) November 2009 Accounts Pavable Accounts payable liabilities have increased $69,151 or 23% compared to last year due to an increase in outstanding payments to vendors. Pavroll Liabilities Payroll liabilities have increased $18,975 or 11% primarily due to an increase in accrued wages of $13,801 compared to the prior year. Other Liabilities Other liabilities have decreased $73,201 or 15% primarily due to a decrease in advanced operating subsidies from the City of Roanoke and the Department of Rail and Public Transportation. CaDital Contributions Capital contributions from the Federal Transit Administration and the Department of Rail & Public Transportation have increased $320,520 or 281% due to an increase in value of capital equipment purchases compared to last year. These purchases include costs associated with the renovation of the Campbell Court Transfer Center for $423,825. Net Income Net income has decreased $168,023 or 70%. The decrease is primarily due to decreases in operating income and subsidies for $415,063 or 12%. The operating income decreased $94,785 or 9% primarily due to a decrease in operating revenue of $74,804. This decrease is due to a decrease in ridership of 137,629 or 13% from 1,098,939 in November 2008 to 961,310 in the current period. The subsidies decreased $320,278 or 13% compared to the prior period. This decrease is primarily due to reductions in subsidies from the Federal Transit Administration for $88,211, the Commonwealth of Virginia for 79,824 and the City of Roanoke for $113,115. These decreases were offset by a decrease in expenses of $247,040 compared to the prior period. The decrease in expenses is primarily due to reductions in the cost of fuel. 2 ASSETS 1 - ' . GREAMMROANOKE TRANSIT'COMPANY SUMMARY OF STATEMENT OF NET ASSETS 11/30/2009 11/30/2008 Year -to -Date Year -to -Date % of Change CASH $ 1,436,446.91 $ 1,618,146.89 -11% ACCOUNTS RECEIVABLE $ 918,950.33 $ 638,239.17 44% INVENTORY $ 389,450.07 $ 423,937.07 -8% FIXED ASSETS FIXED ASSETS $ 27,082,180.71 $ 25,541,645.31 6% ACCUMULATED DEPRECIATION $ (12,879,398.76) $ (11,065,657.71) 16% NET FIXED ASSETS $ 14,202,781.95 $ 14,475,987.60 -2% PREPAYMENTS $ 81,480.66 $ 80,664.34 1% TOTAL ASSETS $ 17,029,109.92 $ 17,236,975.07 -1% CURRENT LIABILITIES ACCOUNTS PAYABLE $ . 369,904.15 $ 300,752.91 23% PAYROLL LIABILITIES $ 197,384.11 $ 178,409.48 11% OTHER LIABILITIES $ 400,980.12 $ 474,001.15 -15% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,571,840.80 $ 5,789,425.23 -4% DEPRECIATION EXPENSE $ (745,028.86) $ (721,618.92) 3% RETAINED EARNINGS $ 10,728,620.65 $ 10,863,093.46 -1% CAPITAL CONTRIBUTIONS $ 434,767.00 $ 114,247.00 281% NET INCOME (LOSS) $ 70,636.95 $ 238,659.76 -70% TOTAL CAPITAL $ 16,060,841.54 $ 16,283,811.53 -1% TOTAL UABILITIES & CAPITAL $ 17,029,109.92 $ 17,236,975.07 -1% ~ Greater Roanoke Transit Company Management Update January 19, 2010 Campbell Court Renovations The renovations have been completed. Staff and passengers moved back in on December 7,2009. Minor detail work is scheduled for completion by the end of January 2010.Greater Roanoke Transit Company (GRTC) staff is planning to have an open house celebration for the community by March 2010. Smart Way The newly acquired MCI coaches went into revenue service on Monday January 4, 2010; they were well received by the passengers and GRTC drivers. The fare increase, from $3.00 to $4.00 per one way trip and from $100.00 to $120.00 for the monthly pass, went into effect on the same date, January 4th. . Flu Vaccine Outreach GRTC staff is partnering with the City of Roanoke Health Department in a "Fight the Flu" campaign. GRTC made available to the Health Department for their personnel to administer the H1 N1 flu vaccine a vacant rental unit at the Campbell Court Transfer Center. The vaccine will be administered between Tuesday, January 12, and Thursday January 14, 2010, from 7:30 a..m. to 1 p.m. on the 1ih and from noon to 6 p.m. on the 13th and 14th. GRTC will also provide special shuttle services from designated senior citizens' residential facilities to specified vaccine administration locations. Details are in the developing stage. Citizen Comments Regarding the comments presented by citizen Rodney Ferguson to the Roanoke City Council on December 21,2009 pertaining to GRTC service, it should be noted that GRTC's General Manager and Assistant Director of Transportation met with Mr. Ferguson on December 8, 2009 at 3:00 P.M. to discuss the same comments presented Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com to Council. Mr. Ferguson left the meeting feeling all of his concerns had been adequately addressed, but did say he would still present the same concerns to Council, which he did on December 21st. GRTC staff will follow up with Mr. Ferguson to make sure there are no other outstanding concerns. Damaged Property Incident On December 30, 2009, a young woman in anger kicked in a door at th.e Campbell Court Transfer Center shattering the glass in the lower half of the door. The damage has been estimated at three hundred dollars ($300). The matter is currently being investigated by the Roanoke Police Department; the proper legal steps will be taken to recover the cost of the damage. Ridership October, 2009: Total passengers 211,802 (11.6% below October 2008) Smart Way 5,482 (16.2% below October 2008) STAR 4,480 (5% above October 2008) . Star Line Trolley 13,104 (1 % below September 2009)* November, 2009: Total passengers 189,085 (5% below November 2008) Smart Way 4,796 (.5% below November 2008) STAR 3,885 (10.6% below November 2008) Star Line Trolley 12,170 (226.6% above November 2008)* *Star Line Trolley service started November 2008 Car' L. Palmer General Manager C: Vice President of Operations Treasurer Secretary Legal Counsel GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 20,2010 Gwendolyn W. Mason, Board Member Court G. Rosen, Board Member Darlene L. Burcham, Vice-President of Operations Ann H. Shawver, Treasurer Ladies and Gentlemen: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company which was held on Tuesday, January 19, 2010, you were reappointed as members of the fiscal year 2010-11 Budget Review Committee. Sincerely, ~~. ~o.J" Stephanie M. Moon Secretary SMM:ew pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Gary E. Tegenkamp, Assistant General Counsel, GRTC L:\CLERKIDATAICKSM11GRTC,10IJanuary 19. 2010 Correspondence.doc 3. b. 3. ~ .....~ Greater Roanoke Transit Company Board of Directors Meeting January 19, 2010 David A. Bowers, President, and Members of the Board of Directors Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Appointment of Fiscal Year 2010 - 2011 Budget Review Committee Background: Annually management prepares a proposed operating budget for the next fiscal year's operation of the transit system. This proposed budget requires approval by the Board of Directors. In order to review the proposed budget, a Budget Review Committee has been established by the Board of Directors. The budget review committee is usually comprised of two (2) members of the Board, and two (2) Officers of the company. The fiscal year 2009 - 2010 Budget Review Committee was composed of the following: Court G. Rosen, Board Member Gwendolyn W. Mason, Board Member Ann H. Shawver, Treasurer Darlene L. Burcham, Vice-President of Operations Recommendation: Appoint two'(2) members of the Board and two (2) Officers of the company to serve as the Fiscal Year 2010 - 2011 Budget Review Committee to review the proposed budget. c. Vice President of Operations Legal Counsel Treasurer Secretary Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 .. Fax:540.982.2703 . www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS I January 19, 2010 Sherman P. Lea, Vice-President M. Rupert Cutler Gwendolyn W. Mason Anita J. Price Court G. Rosen David B. Trinkle Dear Vice-President Lea and Members of the Board: Paragraph I, Article II of the By-Laws of the Greater Roanoke Transit Company provide that the Annual Meeting of the Stockholders will be held during the month of June each year at a day, time and place to be from time to time fixed by the Board of Directors. With your concurrence, I respectfully recommend that the Annual Stockholders' Meeting be held on Monday, June 21,2010, at 1 :30 p.m., in the City Council Chamber. . Sincerely, ~ QO;1...~r - David A. Bowers President DAB:sm pc: Darlene L. Burcham, Vice President of Operations, GRTC William M. Hackworth, ,General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Stephanie M. Moon, Secretary,GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K:\GRTC.l0\Scheduling Stockholders' Meeting.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS SPECIAL MEETING NOVEMBER 16, 2009 1 :30 P.M. COUNCIL CHAMBER AGENDA 1. Call to Order - Roll Call. 2. Statement of Purpose. President Bowers. 3. Recess - Closed Meeting. 4. Reconvene - Certification of Closed Meeting. 5. Adjourn. K:\GRTC.09\November 16 Special Meeting Agenda.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 12, 2009 Sherman P. Lea, Vice-President M. Rupert Cutler Gwendolyn W. Mason Anita J. Price Court G. Rosen David B. Trinkle Dear Vice-President Lea and Members of the Board: Pursuant to Article III, Section 4, of the By-laws of the Greater Roanoke Transit Company, II am calling a special meeting of the Greater Roanoke Transit Company Board of Directors on Monday, November 16, 2009, at 1 :30 p.m., in the Council's Conference Room, Room 451, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. The purpose of the meeting will be to convene in a Closed Meeting to discuss a contract matter, pursuant to Section 2.2-3711 (A)(29), Code of Virginia (1950), as amended. Sincerely, David A. Bowers President DAB/smm pc: Darlene L. Burcham, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Stephanie M. Moon, Secretary, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K:\GRTC.09\November 16 Special Meeting Notice.doc MOTION AND CERTIFICATION WITH RESPECT TO CLOSED MEETING FORM OF MOTION: I move, with respect to the Closed Meeting just concluded, that each member of the Greater Roanoke Transit Company Board of Directors, certify to the best of his or her knowledge that: (1) only public business matters lawfully exempted from open meeting requirements under the Virginia Freedom of Information Act; and (2) only such public business matters as were identified in any motion by which any Closed Meeting was convened were heard, discussed or considered by the members of the Board in attendance. PLEASE NOTE: 1. The foregoing motion shall be made in open session at the ~onclusion of each Closed Meeting. 2. Roll call vote included in the Board's minutes is required. 3. Any member who believes there was a departure from the requirements of subdivisions (1) and (2) of the motion shall state prior to the vote the substance of the departure that, in his or her judgment, has taken place. The statement shall be recorded in the minutes of the Board. K:\GRTC.09\Certification of GRTC Board.doc , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 15, 2010 1 :30 P.M. COUNCIL CHAMBER AGENDA 1. Call to Order - Roll Call. Director Price was absent. , 2. Approval of Minutes: Special meeting held on Tuesday, January 19, 2010. Approved as submitted. 3. Reports of Officers: a. General Manager: 1. Management Update dated March 15, 2010. Received and filed ' 2. Financial Report for the month of January 2010. Received and filed 3. Approval of a Monthly Financial Report Schedule. Concurred in request. 4. Update with regard to GRTC service to Hollins University. Received and filed. 5. Notification to purchase six replacement vehicles for GRTC STAR Complementary Paratransit Service for People with Disabilities. Received and filed. 6. Authorization to execute an Extension No. 2 to the contract with Unified Human Services Transportation Systems, Inc., d/b/a RADAR. Adopted resolution. 6-0 4. Other Business: NONE. . 5. Adjournment - 1 :51 p.m. L:\CLERK\DATA\CKSM1\GRTC.10\March 15. 2010 - Mayor.~?c , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 11, 2010 David A. Bowers, President M. Rupert Cutler Sherman P. Lea Gwendolyn W. Mason Anita J. Price Court G. Rosen David B. Trinkle Dear President Bowers and Members of the Board: There will be a regular meeting of the Board of Directors of the Greater Roanoke Transit Company on Monday, March 15,2010, at 1 :30 p.m., in the City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W" City of Roanoke, Virginia. Sincerely, ~tj:A'-1~ {h. n,~ Stephanie M. Moon / Secretary /smm pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DA T A\CKSM1\GRTC.1 O\Meeting Notice.doc 3-" ~. {, \, , ~ Greater Roanoke Transit Company Management Update March 15,2010 Roanoke to Lynchbura Amtrak Bus Connection During the week of February 22nd, GRTC spoke with Wayne Strickland, Executive Director of the Roanoke Valley-Alleghany Regional Commission concerning the possibility of Amtrak contributing to the local match for the connector service. GRTC contacted State Senator Edwards' office the week of March 1 st to inquire about . what he thought the possibilities were and whether or not he had any contacts at . Amtrak that either GRTC and/or the Commission could follow up with to further explore the possibilities. The Senator advised that it would be better to follow up with the Department of Rail and Public Transportation (DRPT) who indicated the local match burden could be reduced from the original 30 percent. Before taking further steps in this direction, GRTC staff will meet with GRTC's Vice President of Operations to review and assess service design scenarios and their respective budget impact. The Board will be advised of the results. Reauest for Proposals (RFP) for Insurance Brokers Through an RFP process, GRTC plans to engage the services of an insurance broker or brokers who, on GRTC's behalf, will solicit proposed plans and prices from insurance carriers for health, dental, personal injury and property damage. To maintain coverage in these areas dur.ing the RFP process, GRTC plans to maintain "sole source" services with its current brokers, Business Solutions, Inc. for health and dental for Southwestern Virginia Transit Management Company employees, and Wells Fargo Insurance Services USA, Inc for personal injury and property damage for GRTC owned property. Insurance coverage with health and dental carriers and the personal injury and property damage carriers, whose contracts are due to expire on June 30, 2010 and March 31, 2010, respectively, will be extended on a month to month basis. GRTC General Counsel's office has approved this process. The sole source services and month to month coverage will be maintained for a six (6) month period, during which time GRTC will complete the RFP process, select a broker Greater Roanoke Transit Company PO Box 13247 II Roanoke, Virginia 24032 ,. Phone: 540.982.0305 ,. Fax:540.982.2703 ,. www.valleymetro.com \v or brokers, solicit proposed plans and prices from insurance carriers, and engage carriers for coverage. Insurance carrier contracts with an annualized premium payout exceeding $300,000 will be presented to the GRTC Board of Directors for approval prior to executing the contract(s). Contract Monitoring Program GRTC staff has begun the process of taking inventory of all GRTC contracts toward the end of setting up a monitoring and notification system for contract terminations, renewals, extensions, and RFP's. The inventory is expected to be completed by March 12,2010, after which the process of logging each contract by type and required notification timeline into an electronic calendar notification system will begin. Board Re-structure As a follow up to the January 19, 2010 letter to the GRTC Board of Directors from GRTC's Vice President of Operations, GRTC's liaison, Assistant General Counsel, and General Manager, and a representative from the Roanoke Valley Area Metropolitan Planning Organization met on February 25,2010, to discuss and formulate a recommendation for restructuring the GRTC Board of Directors. It was the consensus of the majority of those attending the meeting that the GRTC stockholder, the Roanoke City Council, be briefed on the following Board composition recommendation on April 5, 2010, and if agreed to by the stockholder, present the final recommendation for action by the stockholder on April 19, 2010: a. two (2) elected officials to be elected from among the stockholders; b. two (2) members from the city of Roanoke administration; c. one (1) regional partner; d. one (1) disabled person or a person representing an agency or group that serves people with disabilities; e. One (1) citizen-at-Iarge representing business/development interests. <v STAR Service Replacement Vehicles The Greater Roanoke Transit Company (GRTC) has contracted with Unified Human Services Transportation Systems, Inc., doing business as RADAR (Contractor) to provide management and operation services for GRTC's complementary paratransit service for people with disabilities, Specialized Transit Arranged Ride (STAR). Under the terms of the contract, "GRTC may, on a voluntary basis, and in GRTC's sole discretion, provide Contractor with vehicles owned by GRTC". Currently, GRTC has provided Contractor with twelve (12) paratransit vehicles. Six (6) of the twelve (12) vehicles have surpassed FTA's threshold for retirement, 100,000 miles or five (5) years of service, whichever comes first. Currently, the six (6) vehicles have between 101,000 and 135,000 miles and between four and years of service. In compliance with FT A requirements, GRTC plans to replace these six (6) vehicles. The vehicles will be funded 100% with FT A approved American Recovery and Reinvestment Act (ARRA) grant funds (Grant VA-96-X010-00) and purchased "piggy back" on an existing paratransit vehicle contract (# 7500-1 OB) between the Commonwealth of Virginia's Department of General Services and paratransit vehicle manufacturer Sonny Merryman, Inc. It will cost approximately a total of $287.000 to replace these vehicles. Staff will proceed with preparations to purchase the six (6) new paratransit replacement vehicles for GRTC's complementary paratransit service for people with disabilities, STAR, on the existing "piggy back" contract between the Commonwealth of Virginia's Department of General Services and Sonny Merryman, Inc. for an approximate total cost of $287,008, but at a final cost not to exceed $300,000. In accordance with the language in the Board's June 18, 2001, steps toward actual acquisition of the vehicles will not be taken before March 18, 2010. A separate item on this matter has been forwarded to the Board's attention. GRTC Fuel Purchase Management Proaram In response to the recommendation on gasoline purchasing policies and procedures set forth in the City of Roanoke Municipal Auditing Report, GRTC will be putting in place by March 31, 2010, its Fuel Purchase Management Program. The highlights of the Program are detailed below: 1. The management tool for the Program will be the Citgo Fuelman Program, which has the following features: a. the ability to lock-out employees cards; b. restrict the time period the card can be used; , c. restrict the user(s) to fuel purchase only; d. limit the number of gallons that can be purchased on each card by day or week; e. provides mileage tracking reports for each card. 2. GRTC's Program Administrator will have on-line (Web) access to facilitate such up to the moment actions as denying access to a lost card and reviewing recent transactions that occur after the most recent invoice. . 3. Twenty-six cards will be issued to selected employees; use of the card requires entry of the user's Personal Identification Number and the mileage on the vehicle at the time of purchase. Marketing Campaign GRTC and its bus advertising agency, Media Transit, Inc., in cooperation with the American Public Transportation Association (APTA) are in the process of adapting APTA's national campaign theme "Public Transportation Takes Us There". This theme will be merged with images of students from local colleges as well as images of other frequent users of GRTC's service, creating an ad that will be mounted on the rear of four (4) to six (6) buses. Currently, Media Transit is working with APTA on the model for the local art work. The goal of the campaign is to heighten the wider community's awareness of who GRTC serves, thereby reinforcing GRTC as a viable transportation option for others to try. Audit Report on Procurement of Furniture Pursuant to the release of the Municipal Auditing Report pertaining to GRTC's furniture replacement project, Roanoke's Municipal Auditing Department, conducted a reimbursement analysis that concluded GRTC should reimburse the Federal Transit Administration (FTA), Department of Rail and Public Transportation (DRPT) and the city of Roanoke, a total of $97,046, in increments of 80%,13%, and 7%, respectively. The FTA did not agree with this assessment and in a February 3,2010 letter rejected GRTC's request for a settlement. In an effort to bring this matter to a close expeditiously and equitably, GRTC's General Manager and First Transit's Regional Vice President will meet with FT A officials in their Philadelphia regional office on Wednesday, March 17,2010. , Ridership December, 2009: Total passengers 197,548 (6.1% below December 2008) Smart Way 4,505 (7.2% below December 2008) STAR 3,274 (12.2% below December 2008) Star Line Trolley 12,395 (57% above December 2009) January, 2010: Total passengers 207,763 (.9% above January 2009) Smart Way 4,847 (2.3% below January 2009) STAR 3,203 (14.4% below January 2009) Star Line Trolley 12,204 (46% above January 2009) ~ Carl L. Palmer General Manager C: Vice President of Operations Treasurer Secretary Legal Counsel "_....... s.. 12., '2..-, <) ~ !;0b Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia March 15, 2010 David A. Bowers, President and Members of the Board ot'Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of January 2010 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the seven months of this fiscal year. Operating income through January of FY 10 is 9.6% or $138,201 below last year as presented in the accompanying financial statement. This reduction is primarily due to a decrease in operating revenue in the amount of $110,717 or 9.2%. The operating expense for GRTC was $4.3 million through January and represents a decrease of 4.8% or $219,298 compared to January 2009. Both positive and negative variances are discussed in the expenditure section of this narrative. , Operatim~ Income Operating income is lagging behind budget estimates and we expect this to continue through the current fiscal year. The current revenue shortfall for FY10 is projected at approximately $175,000 or 7% compared to the adopted budget. Commentaries on significant variances are shown below. Operatin~ Revenues including bus fares and sales of passes decreased 9.16% or $110,717 compared to FY 10 due to decreases in passenger rides. Passenger rides have decreased 11.4% or 173,094 compared to January 2009. Advertisin~ Revenue for advertising on GRTC buses has decreased 22.1% or $17,855 compared to January 2009. Purchases for advertising on the buses have declined due to current economic conditions. ODeratin~ Expenses Operating expenses are 4.8% or $219,298 under budget. The reductlon'is largely driven by a reduction in the purchases of Materials and Supplies of 31% or $311,409. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com C) David A. Bowers, President and Members of the Board of Directors GRTC Financials, Inventory Report, and Grants Report March 15, 2010 Page 2 Expense variances are discussed in the following sections. Fringe Benefits have increased 6.8% or $52,545 compared to January 2009. This increase is primarily due to increases health insurance coverage for $24,437 and worker's compensation insurance for $15,106. Materials and SUDDlies have decreased $311,409 compared to January 2009. This decrease is primarily due to a reduction in the cost of fuel in the current period. GRTC's fuel purchases in the current period decreased 33% or $253,701 compared to fuel purchases in January 2009. Purchased TransDortation for demand response and services for colleges have increased less than 1% or $640 compared to last year. This modest increase is due to the use of Job Access and Reverse Commute (JARC) funds by the Company's service provider Unified Human Services, Inc. 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OS 1) o b.O.- Q.t:: =,,J:l Co) ~.S t ~:;; fa g .~ ....l~CI)~::>..!:l&::~ fJ 5 ~ '3 ~ '" .3 Q) Z 2J ~ 2J",~:g I::i:l '" ~~- a -;CU~ Olo CJ !i 13 .. .3 CI) ~ f-- ,....., '" '" g cu e o ..s Q) Z ;.. , GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 1/31/2010 1/31/20<99 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 770,079.74 $ 1,206,307.61 -36% ACCOUNTS RECEIVABLE $ 1,880,803.85 $ 2,053,440.56 -8% INVENTORY $ 393,307.66 $ 422,846.87 -7% FIXED ASSETS FIXED ASSETS $ 29,125,306.82 $ 26,513,394.41 10% ACCUMULATED DEPRECIATION $ (13,235,125.87) $ (11,387,882.03) 16% NET FIXED ASSETS $ 15,890,180.95 $ 15,125,512.38 5% PREPAYMENTS $ 23,042.38 $ 109,541.96 -79% TOTAL ASSETS $ 18,957,414.58 $ 18,917,649.38 0% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 747,030.96 $ 983,797.23 -24% PAYROLL LIABILITIES $ 241,750.80 $ 227,260.24 6% OTHER LIABILITIES $ 580,489.13 $ 789,355.97 -26% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,571,840.80 $ 5,789,425.23 -4% DEPRECIATION EXPENSE $ (1,100,755.97) $ (1,043,843.24) 5% RETAINED EARNINGS $ 10,728,620.65 $ 10,863,093.46 -1% CAPITAL CONTRIBUTIONS $ 2,163,156.00 $ 1,080,046.00 100% NET INCOME (LOSS) $ 25,277.21 $ 228,509.49 -89% TOTAL CAPITAL $ 17,388,143.69 $ 16,917,235.94 3% TOTAL LIABILITIES & CAPITAL $ 18,957,414.58 $ 18,917,649.38 0% ,"" '>'!l ~ 61 Cl.,;", , ~, ""h"A-", ~ Greater Roanoke Transit Company Board of Directors Meeting March 15,2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Approve Monthly Financial Reports Schedule BackQround Based on its bi-monthly meeting schedule, the Greater Roanoke Transit Company's (GRTC) Board of Directors receive two or more GRTC Financial Reports per meeting. Due to end of month accounting requirements and the time it takes to complete them coupled with the time required to convert the results into a reporting format, the monthly financial reports, are one and two or more months in the arrears upon receipt by the Board, As of the scheduled March 15, 2010 GRTC Board meeting, January and February 2010 Financial Rtports will be due. Again, due to monthly closing requirements, the February report will not be ready in time to be included in the March 10,2010 mailing. Consequently, it will be included with the Ma~ report along with the March and April reports for the June 2010 meeting of the Board. Recommendation In order to alleviate deluging the Board with multiple reports and assure the timely delivery of the January, 2010 through May 2010 Financial Reports, staff recommends for approval the use of scheduled weekly mailings and the mailing prior to the Board's June 2010 meeting for the following monthly Financial Reports: 1) January's in March Board meeting mailing; 2) February's in weekly mailing the third week of March; 3) March's in weekly mailing the third week of April; 4) April's in weekly mailing the third week of May; 5) M~n-JunaBoarcLmeetin9-majJjng. Greater Roanoke Transit Company PO Box 13247 " Roanoke, Virginia 24032 " Phone: 540,982.0305 " Fax:540.982,2703 . www,valleymetro.com ,- David A. Bowers, President, and Members of the Board of Directors 'March 15,2010 Page 2 To assure maintaining no more than one month in the arrears upon receipt and no more than one report per mailing, it is further recommended that the Board's weekly mailing and meeting mailing schedules be used for subsequent monthly Financial Reports. R;??~ Carll. Palmer General Manager L1A/ c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel ,- - ..... s.Q,~" ~ ~ Greater Roanoke Transit Company Board of Directors Meeting March 15, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Request for GRTC Service to Hollins University Information Item Backaround In a January 17, 2010 electronic mail (e-mail) message, Greater Roanoke Transit Company (GRTC) Board of Directors member Dr, David Trinkle, requested that GRTC consider extending its Williamson Road corridor 21/22 fixed route service to Hollins University, thereby facilitating access to internships and jobs within the city of Roanoke as well as shopping opportunities in downtown Roanoke. Assessment All of GRTC's fixed routes operate on a synchronized scheduled based on a 30 minute trip from the Campbell Court Transfer Station hub in downtown Roanoke to each route's end-of-the-Iine and then a 30 minute return trip to Campbell Court. This facilitates customers being able to make a direct transfer connection to other arriving routes without layovers, A layover is a passenger having to wait for a bus on a connecting route whose schedule is not in sync with the passengers arriving bus. If GRTC were to extend its Williamson Road route 21/22 to Hollins University by continuing out bound on Williamson Road from its current end of line terminating point at Hersberger Road, it would add 4 miles and 15 minutes to a one way trip, Consequently, returning from the University to the current terminus at the Cross Roads Mall on Hershberger Road would create a 30 minute late arrival for current passengers, putting the route's arrival time out of sync with other routes. Correspondingly, those passengers boarding the Campbell Court downtown bound bus at Cross Roads would arrive 30 minutes late, thereby missing any transfer connections they may want to make, To deploy the reverse by going to the Cross Roads terminus first on the out bound trip, would require current passengers boarding at Cross Roads to ride to Hollins University before heading downtown, again creating a 30 minute late arrival at the Campbell Court Transfer Station. To accommodate the Hollins University request would require GRTC to adjust its 15 other routes by 30 minutes to be compatible with the Williamson Road 21/22 route; this is neither practical nor desirable. Greater Roanoke Transit Company PO Box 13247 II Roanoke, Virginia 24032 II Phone: 540.982.0305 .. Fax:540.982.2703 .. www.valleymetro,com ... David A. Bowers, President, and Members of the Board of Directors \March 15,2010 Page 2 Recommended Alternatives Alternative #1 : Create a dedicated route with a running time schedule that would be synchronized to connect Hollins University students to GRTC routes 21/22 and 25/26 at the Cross Roads Mall with continued service to GRTC's Campbell Court Transfer Station, via Williamson Road, and Hollins and Plantation Roads, respectively, facilitating transfers to multiple routes. This would give students access to internship and employment opportunities at such sites as the Workforce Development Center in the Cross Roads Mall, the City of Roanoke Health Department and the Social Security Administration on Williamson Road, and a nursing home and warehouse facility on Plantation Road. Additionally, students would have access to an array of shopping, recreational, eating, and other job and internship opportunities in downtown and throughout the city of Roanoke. To implement this alternative, Hollins University would contract with GRTC for a 16 hour service day, a dedicated bus, two full time bus operators, and one part time operator for an annual cost of $349,400 (4,992 hours times $70 per hour). Alternative #2: Hollins University could realize the same service destination benefits described in Alternative #1 by contracting with the private paratransit service operator Unified Human Services Transportation Systems, Inc., doing business as RADAR, for a transfer connecting service to GRTC's Cross Roads Mall terminus from the University, This alternative would cost $209,660 annually (4,992 times $42 per hour), approximately 40% less than what it cost for GRTC to provide the same service. RADAR has conveyed their interest in providing this service. R$;L Carl L. Palmer General Manager UAI c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel ~, :1~ ~" ,..0 ~., . . . , ~~... ~ Greater Roanoke Transit Company March 11,2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Purchase of Six (6) Replacement Vehicles for GRTC's STAR Complementary Paratransit Service for People with Disabilities BackQround The Greater Roanoke Transit Company (GRTC) has contracted with Unified Human Services Transportation Systems, Inc., d/b/a RADAR (Contractor) to provide management and operation services for GRTC's complementary paratransit service for people with disabilities, Specialized Transit Arranged Ride (STAR) (RADAR Contract). Under the terms of the RADAR Contract, "...GRTC may, on a voluntary basis, and in GRTC's sole discretion, provide Contractor with vehicles owned by GRTC...." Currently, GRTC has provided Contractor with twelve (12) GRTC owned paratransit vehicles. The above vehicles were purchased with funds provided by the Federal Transit Administration (FTA), the Department of Rail and Public Transportation (DRPT), and GRTC. Eighty percent (80%) of the funding was provided by FTA grants; the remaining 20% of the funds were provided by DRPT grants and GRTC local match, Six (6) of the above twelve (12) vehicles have surpassed FTA's threshold for retirement, 100,000 miles or five (5) years of service, whichever comes first. Currently, the six (6) vehicles have between 101,000 and 135,000 miles and between four and _ years of service, In compliance with FT A requirements, GRTC plans to replace these six (6) vehicles. The new replacement vehicles will be funded 100% with FT A approved American Recovery and Reinvestment Act (ARRA) grant funds (Grant VA-96-X010-00) and purchased using a cooperative procurementor "piggy back" process on an existing paratransit vehicle contract (# 7500-1 OB) between the Commonwealth of Virginia's Department of General Services and paratransit vehicle manufacturer Sonny Merryman, Inc, Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982,0305 · Fax:540.982.2703 . www,valleymetro,com \. David A. Bowers, President, and Memners of the Board of Directors ~arch 11,2010 Page 2 The above Commonwealth's contract satisfies all of FT A certifications and includes the option to supply additional paratransit vehicles, without limitation, within the term of the contract and the capability of the manufacturer. The contract had an initial term of one year, September 22,2005, through September 15, 2006, with five (5) one (1) year renewals. Currently, the contract is in its fourth renewal period which is due to expire September 14, 2010. The Commonwealth and Sonny Merryman will complete GRTC's six (6) new vehicle order if a fifth renewal is not executed, provided the order is placed prior to the e:xpiration date of the fourth renewal. Two (2) of the six (6) current vehicles being replaced have a seating capacity for eight (8) passengers, including two (2) wheelchair positions. The remaining four (4) current vehicles have a seating capacity for 12 passengers, including two (2) wheelchair positions. These current vehicles will be replaced with four (4) 15 passenger vehicles and two (2) 19 passenger vehicles, with each new vehicle having two (2) wheelchair positions per vehicle. At an estimated price of $46,863 per vehicle for the four (4) 15 passenger vehicles and $49,778 per vehicle for the two (2) 19 passenger vehicles, it will cost approximately $287,008 to replace all six (6) current vehicles. If the six (6) new vehicles were to be competitively purchased on the open market as opposed to the "piggy back" Commonwealth contract, the total cost would be approximately $34,300 or 11 % higher than the cost of obtaining them under the above Commonwealth's contract. Action to be Taken GRTC staff will proceed with the process to purchase the six (6) new paratransit replacement vehicles for GRTC's complementary paratransit service for people with disabilities, STAR, using a cooperative procurement or "piggy back" process under the contract between the Commonwealth of Virginia's Department of General Services and Sonny Merryman, Inc. for an approximate total cost of $287,008, but at a final cost not to exceed $300,000. In accordance with the language in the Board's June 18,2001, resolution, such action will not be taken until at least five business days after the date of this letter. RllIJ::-d' Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel \ "J' AI' ~,q~I'.:Jl' , ~ rea er oanoke Transit Company Board of Directors Meeting March 15,2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Authorization for Unified Human Services Transportation Systems, Inc., d/b/a RADAR Contract Extension No. 2 Background In March 2006, the Greater Roanoke Transit Company (GRTC) contracted with the Unified Human Services Transportation Systems, Inc., d/b/a RADAR, to provide management and operation services for GRTC's complementary paratransit services for people with disabilities, Specialized Transit Arranged Rides (STAR) (RADAR Contract). The initial term of the contract was for a three (3) year period, ending February 28, 2009. The contract provides for up to five (5) extensions of one (1) year each. Extension NO.1 was dated on February 23, 2009, for the term March' 1, 2009 through February 28, 2010. In a January 19, 2010 update, the GRTC Board of Directors were advised of staff's intention to negotiate an Extension No.2 to the contract. However, in order to facilitate ample time to negotiate terms for Extension No.2, the Extension No. 1 expiration date would be extended for 31 days. Subsequently, the Extension NO.1 expiration date was amended to extend from February 28, 2010,through March 31, 2010. During this period, GRTC staff completed negotiations with RADAR. GRTC staff and RADAR have agreed, subject to GRTC Board approval, to the following terms for Extension NO.2: 1) $17.75 per passenger trip (up $.55 or 3.2% from the current rate of $17.20); 2) $2.50 per gallon for fuel subsidy threshold ( up $.50 or 25% from the current rate of $2.00 per gallon); the fuel subsidy threshold applies to all STAR trips provided with RADAR owned vehicles as opposed to GRTC owned vehicles. If the price per gallon for fuel paid by RADAR for these trips is over $2.50, GRTC pays the difference based on the total number of miles per month for the trips, divided by the vehicles' miles per gallon, times the cost per gallon over the threshold of $2.50. The effect of this change is to reduce GRTC's fuel subsidy to RADAR by $.50 per gallon for RADAR owned vehicles. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com . ~ A. Bowers, President, and Members of the Board of Directors ~arch 15, 2010 Page 2 3) To bring service costs in sync with GRTC and City budget cycle, the term for Extension NO.2 will be 15 months, April I, 2010, through June 30, 2011; 4) Including, Extension No.1, its amendment, and the proposed Extension No.2, a total of up to thirty-two (32) months or two (2) years and eight (8) months remain on this contract for future extensions. Recommendation It is recommended that the GRTC Board of Directors authorize the GRTC General Manager and/or Vice President of Operations to take such actions and execute such documents, in a form approved by General Counsel, needed to complete and execute Extension NO.2 of the above RADAR Contract between GRTC and RADAR for the period April 1 , 2010, through June 30, 2011, and to include provisions for the other terms set forth above. Carl L. Palmer General Manager UA/ c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel " GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 16, 2010 Carl L. Palmer General Manager Valley Metro Roanoke, Virginia 'Dear Mr. Palmer: I am attaching copy of a resolution authorizing GRTG's General Manager and/or Vice President of Operations to take such actions and execute such documents, in a form approved by General Counsel, needed to complete and execute an Extension No.2 to the contract between Unified Human Services Transportation Systems, Inc., d/b/a RADAR and the Greater Roanoke Transit Company, upon certain terms and conditions; and authorizing GRTC's General Manager and/or Vice President of Operations to take such further actions and execute such further documents as may be necessary to provide for the implementation, administration and enforcement of such Extension No. 2 and of the original contract. The above referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Monday, March 1,5, 2010. Sincerely, ~ 0,. h]owJ Stephanie M. Moon Secretary Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC L:\CLERK\DA T A\CKSM1 \GRTC,' O\March 15, 2010 Correspondence,doc ,.<" P ,\' , BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY . A RESOLUTION AUTHORIZING GRTC'S GENERAL MANAGER AND/OR VICE PRESIDENT OF OPERATIONS TO TAKE SUCH ACTIONS AND EXECUTE SUCH DOCUMENTS, IN A FORM APPROVED BY GENERAL COUNSEL, NEEDED TO COMPLETE AND EXECUTE AN EXTENSION NO. 2 TO THE CONTRACT BETWEEN UNIFIED HUMAN SERVICES TRANSPORTATION SYSTEMS, INC" D/B/A RADAR AND THE GREATER ROANOKE TRANSIT COMPANY, UPON CERTAIN TERMS AND CONDITIONS; AND AUTHORIZING GRTC'S GENERAL MANAGER AND/OR VICE PRESIDENT OF OPERATIONS TO TAKE SUCH FURTHER ACTIONS AND EXECUTE SUCH FURTHER DOCUMENTS AS MAY BE NECESSARY TO PROVIDE FOR THE IMPLEMENTATION, ADMINISTRATION, AND ENFORCEMENT OF SUCH EXTENSION NO, 2 AND OF THE ORIGINAL CONTRACT, ~ WHEREAS, GRTC staff has negotiated with representatives of Unified Human Services Transportation Systems, Inc" d/b/a RADAR (RADAR), for an Extension NO.2 to the Contact dated March 1, 2006, between RADAR and GRTC, which Contract was extended for one year by Extension No.1, plus an additional month by an Amendment NO.1 to Extension No.1; and WHEREAS, GRTC staff and representatives of RADAR have reached an agreement, subject to GRTC Board approval, of certain terms to be contained in Extension No, 2, all as more fully set forth in the Board Report dated March 15, 2010, from GRTC's General Manager to this Board, THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. GRTC's General Manager and/or Vice President of Operations are each authorized, for and on behalf of GRTC, to complete and execute an Extension No. 2 to GRTC's Contract with RADAR for an extension of such 1 , Contract for a period from April 1, 2010, through June 30, 2011; to include provisions for further extensions as may be allowed by the original Contract between the parties; to provide for an increase of the per passenger trip rate set forth 'in the Contract, as amended, from $17,20 to $17.75; and an increase for the fuel subsidy threshold referred to in such Contract from $2,00 to $2.50 per gallon; all as more fully set forth in the Board Report dated March 15, 2010, from GRTC's General Manager to this Board, with the form of such Extension No, 2 to be approved by GRTC's General Counsel. 3. GRTC's General Manager and/or Vice President of Operations are each further authorized to take such additional actions and to execute such additional documents as may be necessary to provide for the implementation, administration, and enforcement of such Extension No, 2 and the original Contract, together with any other extensions and amendments to such Contract. ATTEST: ,,\ ). \' , " \ , " , Date~ I~ 1..010 _ ( '; \ j tephanie 'M; Moon, Secr ,tary .'--. "11< 2 , GREATER-ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 17, 2010 David A. Bowers, President Sherman P. Lea, Vice-President M. Rupert Cutler Gwendolyn W. Mason Anita J. Price Court G. Rosen David B. Trinkle Dear President Bowers and Members of the Board: Pursuant to Article III, Section 4, of the By-laws of the Greater Roanoke Transit Company, I am calling a special meeting of the Greater Roanoke Transit Company Board of Directors on Monday, June 21,2010, at 1 :00 p.m., in the Council Chamber, Room 450, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S, W., Roanoke, Virginia, The purpose of the meeting is to consider various business matters as the General Manager may deem appropriate. Sincerely, ~ h-), Ml)l}r0 Stephanie M. Moon C Secretary pc: The Honorable William D. Bestpitch, Council Member-Elect The Honorable Raphael E. Ferris, Council Member-Elect Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. 0, Box 13247, Roanoke, Virginia 24032 K:\GRTC,1 O\June 21 Special Meeting Notice,doc , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS SPECIAL MEETING June 21, 2010 1 :00 P.M. COUNCIL CHAMBER AGENDA 1 . Call to Order -- Roll Call. 2. Invocation. President David A. Bowers. 3. Pledge of Allegiance to the Flag of the United States of America. 4. Approval of Minutes: GRTC Audit Committee meeting held on December 21 , 2009; and a regular meeting of GRTC held on Monday, March 15, 2010. 5, Reports of Officers: , \ a. General Manager: 1. Management Update dated June 21, 2010. 2. Financial and Operating Reports for the month of May 2010, 3. Approval of a daily one-way proposed revised student fare. 6. Reports of Committees: a. Recommendation from Budget Review Committee for approval of the Fiscal Year 2010-2011 Operating Budget. 7. Other Business. 8. Adjourn. K:\GRTC,10\June 21,2010 Agenda,doc '/. (~ MINUTES OF GREATER ROANOKE 'TRANSIT COMPANY AUDIT COMMITTEE 1. CALL TO ORDER: December 21, 2009 The meeting of the Greater Roanoke Transit Company Audit Committee was called to order in the City Council Conference Room of the Noel C. Taylor Municipal Building at 1 :03 p.m. with Chairman, Sherman P. Lea, presiding. . The roll was called by Mrs. England Audit Committee Members Present: Audit Committee Members Absent: Others Present: Sherman P. Lea, Chair Mayor David A. Bowers Dr. M. Rupert Cutler Gwendolyn W. Mason Anita J. Price Court G. Rosen Dr. David B. Trinkle None Drew Harmon, Municipal Auditor William M. Hackworth, City Attorney Ann Shawver, Director of Finance Darlene Burcham, City Manager Evelyn Powers, City Treasurer James Grigsby, Asst. City Manager/Operations Brian Townsend, Asst. City Mgr.jCommunity Development Carl Palmer, General Manager, GRTC Stephanie Giles, Director of Finance, GRTC R. Timothy Conner, Partner, KPMG LLP Peter J. Ragone, II, Senior Manager, KPMG LLP Octavia Johnson, Roanoke City Sheriff James Brubaker, Major Deputy Sheriff David Bell, Captain Deputy Sheriff Sherman Stovall, Management & Budget Andrea Trent, Assistant Director of Finance John Bingham, Assistant Director of Finance Faye Gilchrist, Assistant to the City Manager Melinda Mayo, Public Information Officer Margaret Lindsey, Director of Accounting, RCPS Dawn Hope, Assistant Municipal Auditor' Debbie Noble, Senior Auditor Ann Clark, Senior Auditor . Doris England, Administrative Ass,jstant ~, GRTC Audit Committee Minutes - December 21,2009 Page 2 2. EXTERNAL AUDIT REPORTS KPMG Audit Reports: A,."GRTC -Transit Operations Financia.l Statements and Required , Supplemental Information - June30, 2009 and 2008 B. GRTC - Transit Operations Management Letter - Year Ended June 30, 2009 C. GRTC - Transit Operations Communication to the Board of Directors - Year Ended June 30, 2009 Chairman Lea ordered that items A through C be received and filed. There were no objections to the order. ' The Chair recognized Mr. Tim Conner, Partner with KPMG LLP (KPMG), for" comments. Mr. Conner briefly went over the three reports issued by KPMG and asked if there were any questions. There were none. 3. UNFINISHED 'BUSINESS Chairman Lea asked if there was any unfinished business. Mr. Rosen asked Mr. Harmon if the amount that GRTC needed to reimburse the Federal Transit Administration (FTA) had been determined. Mr. Harmon stated he had discussed the matter with First Transit staff, and they had submitted a letter dated December 15, 2009, to the Federal Transit Administration proposing to pay a specified amount. Mr. Harmon noted that Mr. Carl Palmer, Manager of GRTC, was in attendance and asked if he would like to comment. Mr. Palmer confirmed that a letter dated December 15, 2009, had been mailed to the FTA requesting they concur with the amount of repayment proposed by GRTC. Mr. Palmer stated he had not received a reply as yet. He stated that a similar letter had been mailed to the state. He explained that he did not expect to receive a reply from the state until after the first of the year. Ms. Burcham asked Mr. Harmon and Mr. Palmer if First Transit had taken the information supplied by the audit and agreed to make that reimbursement if acceptable by the FTA, so there is no question on their part as to fulfilling that responsibility. Mr. Palmer confirmed that this was correct and First Transit was just waiting to hear from the FTA before cutting the check to make payment. Chairman Lea stated he had received questions from citizens as to whether Valley Metro would provide transportation to the new Division of Motor Vehicles (DMV) located at Valley Pointe off Peters Creek Road. He confirmed with Mr. Palmer that the City's bus system does not go out that far, which is actually in '. " " GRTC Audit Committee Minutes - December 21, 2009 Page 3 the County of Roanoke. Chairman Lea stated he felt a route to that location should be considered. Dr. Cutler noted the state should have taken that into account when they chose the new location for the DMV. Ms. Burcham explained that with the type of procurement occurring with state offices and state buildings, it appears they are not looking at client access as one of their primary concerns. Ms. Burcham noted that Roanoke County does not wish to participate in the City's transit system and as a result there is very limited access into the County. She suggested that committee members take the opportunity to remind state representative~ and those at the Virginia Municipal League (VML) conference 'coming up in February just how important it is to locate these state offices in areas that off yr', good acc~ssJQ,their,cJjents. Ms. Burcham noted that the City of Roanoke has a significantly disadvantaged population that does not have access to alternate transportation other than public transportation. Dr. Cutler stated he thought the committee members should move forward on what Ms. Burcham had suggested in a formal way through resolutions to our state delegation, through working with VML and First Cities to make a point that client access should be one of their primary criteria when selecting a location for an agency that serves the public. Ms. Burcham explained that the prior location of the DMV at Crossroads Mall was not on an established bus route either, but management at GRTC had accommodated the need for the bus to stop there. Dr. Cutler asked Dr. Trinkle, Chair of the Legislative Committee, if the City could amend its list of concerns to include this topic. Dr. Trinkle stated he should be able to add this item to the list. Ms. Burcham stated it might be a good idea for committee members to mention this concern to their counterparts in Roanoke County, ,especially since Greenridge Recreation Center, which is also located in this same area, is promoting member'ships that could benefit them if City residents had bus access there. Dr. Cutler stated perhaps the County could be persuaded to share the cost of extending the route to Valley Pointe for both the DMV and the Greenridge Recreation Center, and this could be the first step in getting the County to participate in the Valley Metro program. Mayor Bowers stated he agreed with this initiative. He explained that this appears to be a state executive directive instead of a legislative matter. He asked if the City Attorney could check on this, clarify it, and determine if the City could address it with the new governor. He noted it must be an important issue for other cities as well as Roanoke. He stated there would be another meeting with the leaders of Roanoke County in the first qu~rter of calendar year 2010, and this has been a continuing issue to address the needs of transportation between the City and County residents. Chairman Lea thanked the committee members for their comments. ", GRTC Audit Committee M'inutes - December 21, 2009 Page 4 4. NEW BUSINESS: Chairman Lea statedthere was, no qew business to come before the committee. 5. ADJOURNMENT: There being no further business, the meeting was adjourned at 1: 15 p.m. ~ ;fi~ Sherman P. Lea, Chair , _,l" 5, lL I, ~ 4~ Greater Roanoke Transit Company Management Update June 21,2010 Roanoke to Lynchburg Amtrak Bus Connection In the March 15, 2010 Management Update, the Board of Directors were advised that the Greater Roanoke Transit Company (GRTC) contacted State Senator Edwards' office the week of March 1 st to inquire about the local match requirements for the proposed GRTC bus connector service and whether or not Amtrak would be a plausible local match partner. The Senator advised that it would be better to follow up with the Department of Rail and Public Transportation (DRPT) who indicated the local match burden could be reduced from the original 30 percent. On June 14, 2010, James Grigsby, Roanoke's Assistant City Manager, Beverly Fitzpatrick, Chairperson of GRTC's Smart Way Advisory Committee and Carl Palmer, GRTC's General Manager, went to the DRPT to meet with Thelma Drake, the newly appointed Director of DRPT and Corey Hill, DRPT's Chief of Public Transportation. While the plausibility of Amtrak being a local match partner was not broached, the requirement of a local match was confirmed; that the match for the proposed connector service would be 14.7% (or 15%), which equates to $22,500 to $45,000 annually depending upon total hours and miles per year; that demonstration program funds requiring a match of 5% were not available. The GRTC contingency reaffirmed its interest and intent to bring passenger rail service to the greater Roanoke area, inclusive of the potential student ridership market at Virginia Tech in Blacksburg; that we were hopeful the bus connector could be funded as catalyst to realize passenger rail service over the next three (3) to five (5) years. DRPT was very supportive of our intent and purpose and agreed to work with GRTC to fund the bus connector service, the 15% local match notwithstanding. As next steps, DRPT is on track to complete "a study" (presumably a passenger feasibility study for Southwestern Virginia) on or about November 1,2010; they will apprise GRTC of the results. Assuming the study shows there is a feasible market for passepger rail service, DRPT will work with GRTC to file an operrating grant application for the bus connector service, assuming, at that point in time, there are grant funds available and Roanoke has come to terms with the local match requirement. Greater Roanoke Transit Company P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com " , ;' <v Request for Proposals (RFP) for Insurance Brokers In the March 15, 2010 Management Update, GRTC advised the Board of its plans to engage the services of an insurance broker or brokers through a request for proposals (RFP) process, who, on GRTC's behalf, will solicit proposed insurance plans and prices from insurance carriers for health, dental, personal injury and property damage. GRTC also advised that in order to maintain coverage in these areas during the RFP process, insurance with health and dental carriers and the personal injury and property damage carriers, whose contracts expire on June 30, 2010 and March 31, 2010, respectively, will be (and have been) extended for a period up to one year. Concurrently, GRTC will maintain "sole source" service agreements with its current brokers, Business Sqlutions, Inc. for health and dental for Southwestern Virginia Transit Management Company employees, and Wells Fargo Insurance Services USA, Inc for personal injury and property damage for GRTC owned property. GRTC is on track to complete sole source contract documents by June 30, 2010 for each of the two current brokers, Currently, GRTC's personal injury and property damage insurance broker, Well Fargo, has agreed to service GRTC's insurance plans on a verbal commitment basis until its sole source contract is executed; if it becomes necessary, GRTC anticipates that its health and dental broker will agree to the same. In order for these brokers to service the current insurance carriers' plans which are established on an annual basis, the term of their sole source contracts will be for one year instead of six months as was cited in the March 15th Update, during which time GRTC will complete the RFP process, select a broker or brokers, who will solicit proposed plans and prices from insurance carriers on GRTC's behalf, and engage carriers for coverage for the next plan year. Insurance carrier or broker contracts with an annualized premium or management fee payout exceeding $300,000 will be presented to the GRTC Board of Directors for approval prior to executing the contract(s). itted, Carl L. P mer General Manager C: Vice President of Operations Treasurer Secretary Legal Counsel 5 . ~. .;L, ;"",) ..., (\. ''-oj .46 Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia June 21, 2010 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of May 2010 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the eleven months (year-to-date) of this fiscal year. I Operating income through May of FY 10 is 3.9% or $82,920 below last year as presented in the accompanying financial statement. This reduction is primarily due to a decrease in operating revenue in the amount of $54,327 or 3%. The operating expense for GRTC of $6.9 million through May 2010 represents a decrease of 2.4% or $165,738 compared to May 2009. Both positive and negative variances are discussed in the expenditure section of this narrative, The subsidies for GRTC of $4.8 million through May 2010 have decreased 8.9% or $466,725 compared to May 2009. The reduction is primarily due to a decrease in State and City of Roanoke subsidies compared to May 2009. Operatim~ Income Operating income is lagging behind budget estimates and we expect this to continue through the current fiscal year. The current revenue shortfall for FY10 is projected at approximately $92,426 or 5% compared to the adopted budget. Commentaries on significant variances are shown below. Operating Revenues including bus fares and sales of passes decreased 3% or $54,237 compared to May FY 09 due to decreases in passenger rides. Passenger rides have decreased 9.3% or 217,084 compared to May 2009. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982,0305 · Fax:540.982.2703 · www.valleymetro,com David A. Bowers, President and Members of the Board of Directors ~ .GRTC Financials June 21, 2010 Page 2 ":." ." Advertisim~ Revenue for advertising on GRTC buses have decreased 1;7% or $19,261 compared to May 2009. Purchases for advertising on the buses have declined due to cun:ent economic conditions. ODeratinR EXDenses Operating expenses are 5.1% or $363,741 under budget. The reduction is largely driven by a reduction in the purchases of Materials and Supplies of 15% or $205,381 compared to May 2009. Expense variances are discussed in the following sections. f Fringe Benefits have inCreased 6.4% or $77,795 in May 2010 compared to May 2009. This increase is primarily due to increases in health insurance coverage for $40,159 and worker's compensation insurance for $20,928. Materials and Supplies have decreased 15% or $205,381 in May 2010 compared to May 2009. This decrease is primarily due to a reduction in the cost of fuel in the current period. GRTC's fuel purchases in the current period decreased 17% or $146,899 compared to fuel purchases in May 2009. Purchased Transportation for demand response and services for colleges have decreased 6.2% or $47,902 compared to last year. This decrease is due to the use of Job Access and Reverse Commute (JARC) funds by the Company's service provider Unified Human Services, Inc. The use of JARC funds reduces the Company's expenses for eligible rides by 50%. The total reduction for GRTC through May 2010 is $44,168. Subsidies The subsidy decrease of 8.9% or $466,725 is primarily due to decreases in State and City of Roanoke subsidies compared to "1ay 2009. The Department of Rail and Public Transportation (DRPT) state funding decreased 18.3% or $231,821 compared to FY 09 due to a reduction in the amount of funding by the state in FY 2010. The DRPT allowed GRTC to utilize ARRA operating assistance in the amount of $240,547 in order to recover the reduction in funding. The local grants decreased 15.7% or $240,997 primarily due to a decrease in the City of Roanoke's subsidy of 20% or $242,853. 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N .n ,....., ~ o r-: - '-' ,.....,,....., ,....., ~?ft.';t. ~ lr)ooln tn \ONN 00 ~~d ~ '-' '-' ,....., o o vi 0\ 00 V' 00 I- ~ 0\00 0\ NOO N ~ N -: r--: lI'lOO V> ooNlrl V) 00' vi 0\ ...; 0\....\0 0 NOv 00 .,....,....-..N '''If!t.... ~ 0\ ~ l- I-' \0 00 ~ 000 0 1-00 I- ~MoO N lrl N 0 00 ~~~ ~.... ('f") \0 \0 f""-o lI'lNv N ~-"'N .n ,....., ~ :0 ci ~ ~~'J' - t'l"').tO I- I- 00 o'<i'<i ~~ ,....., o V '<i \0 o S' ~ 1-00 I- <'l00 .... NON '<i 00"\00 r- \0 V V on, \C.._....('f") ....... N lI"') <0 00 - N.... N' <'l o I- 0, - N ~ NOO N NOO N '<i 0\ loCi 0\ 0\ V V> 0\ r-r-oo M _....Mt'l"') 0"\.... v-- \0 --N "'l:t '" ~ E2i~ ] a~~ .g ta '" t ] 8E'"3 0 ...:i ell J>" E-- ~ o o o o o , 0\ N N \0 \0 0\ ..... \0 I- 0\ \0 V> .... o V ,....., ~ - I- 00 - '-' , ~ o 0\ 00 N .... 00 V ,....., '" '" g '" e o oS <S Z - . , GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 5/31/2010 5/31/2009 Year-to-Date Year-to-Date % of Cha nge ASSETS CASH $ 599,136.97 $ 705,358.77 -15% ACCOUNTS RECEIVABLE $ 1,052,751.24 $ 1,535,320.75 -31% INVENTORY $ 414,024.81 $ 37.7,935.36 10% ~ FIXED ASSETS , FIXED ASSETS $ 29,267/686.00 $ 26,577,493.24 10% ACCUMULATED DEPRECIATION $ (13,872,560.84) $ (l1,985,029.49) 16% NET FIXED ASSETS $ 15,395,125.16 $ 14,592,463.75 6% PREPAYMENTS $ 73,160.12 $ 81,007.46 -10% TOTAL ASSETS $ 17,534,198.30 $ 17,292,086.09 1% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 154,454.69 $ 320,651.17 -52% PAYROLL LIABILITIES $ 189,847.35 $ 185,973.41 2% OTHER LIABILITIES $ 259,860.46 $ 253,769.76 2% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,571,840.80 $ 5,789,425.23 -4% DEPRECIATION EXPENSE $ (1,738,190.94) $ (1,640/990.70) 6% RETAINED EARNINGS $ 10,728,620.65 $ 10,863,093.46 -1% CAPITAL CONTRIBUTIONS $ 2,348,098.00 $ 1,116,589.00 110% NET INCOME (LOSS) $ 19,662.29 $ 403,569.76 -95% TOTAL CAPITAL $ 16,930,035.80 $ 16,531,691.75 2% TOTAL LIABILITIES & CAPITAL $ 17,534,198.30 $ 17,292,086.09 1% , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 30, 2010 Carl L. Palmer, General Manager Valley Metro P.O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing a copy of a resolution approving and adopting a revised daily one way fare for Roanoke City Public School Students, grades 6 through 12, with a valid Valley Metro issued Student ill, for the Greater Roanoke Transit Company (GRTC), DBA Valley Metro, to take effect on July 1, 2010; and authorizing the GRTC General Manager and/or Vice-President of Operations to take appropriate action to implement, administer, and enforce such daily one way student fare. The above referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a special meeting held on Monday, June 21,2010, JEC Enclosure pc: Christopher p, Morrill, Vice-President of Operations, GRTC Ann H, Shawver, Treasurer, GRTC William M. Hackworth, General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC /:' p," , BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION APPROVING AND ADOPTING A REVISED DAILY ONE WAY FARE FOR ROANOKE CITY PUBLIC SCHOOL STUDENTS, GRADES 6 THROUGH 12, WITH A VALID VALLEY METRO ISSUED STUDENT ID, FOR THE GREATER ROANOKE TRANSIT COMPANY (GRTC), DBA VALLEY METRO, TO TAKE EFFECT ON JULY 1, 2010; AND AUTHORIZING THE GRTC GENERAL MANAGER AND/OR VICE PRESIDENT OF OPERATIONS TO TAKE APPROPRIATE ACTION TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH DAILY ONE WAY STUDENT FARE. WHEREAS, GRTC staff has recommended a revised daily one way fare of $0,75 for Roanoke City Public School students, grades 6 through 12, with a valid Valley Metro issued Student ID, which will replace the current free daily one way student fare, all as more fully set forth in the General Manager's Report dated June 21, 2010, to this Board; WHEREAS, GRTC properly advertised the above student fare, held one public hearing, on June 9, 2010, in the City of Roanoke, on such revised student fare, and received public comments on such fare; and WHEREAS, the GRTC Board of Directors has considered the recommendation of GRTC staff and the public comments on the above student fare and finds that it is appropriate to approve and adopt such student fare, to take effect July 1,2010. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1, The Board of Directors hereby approves and adopts a revised daily one way fare of $0.75 for Roanoke City Public School students, grades 6 through 12, with a valid Valley Metro issued Student ID, , 2. That such daily one way student fare shall be effective July 1, 2010, and shall replace the current free daily one way student fare as of July 1, 2010, 3, The GRTC General Manager and/or Vice President of Operations is hereby authorized to take appropriate action to implement, administer, and enforce the above student fare, subject to any needed approval by the Council of the City of Roanoke, ATTEST: Date: ~AJe '2/, *2 (/10 , /~ ~ophonio M, Mool., CEerctory jD~N f'. &tt4Fr, Jh"r. S'tc~erAA 'f/ 2 ('I. ~ ~. 5. ~., ~ I 4~ Greater Roanoke Transit Company Board of Directors Meeting June 21,2010' David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: GRTC Daily One Way Proposed Revised Student Fare Backaround In June 2007 as a means to encourage Roanoke City Public School student participation in year round school sponsored programs, the Roanoke City Public Schools, the City of Roanoke, and the Greater Roanoke Transit Company (GRTC) agreed to eliminate a $0.60 Roanoke City Public School student fare per one way trip for Roanoke City Public School students, grades 6 through 12, using GRTC's bus service, Valley Metro. Given anticipated loss in revenue and increases in expenses, the City of Roanoke's subsidy to GRTC for its fiscal 2011 budget increased by $114,525 or 9.7% over the fiscal 2010 level. As one of the measures taken to maintain the City's subsidy at the fiscal 2010 level and to aid in minimizing subsidy levels of subsequent fiscal years, GRTC is proposing a revised fare for Roanoke City Public School students. Therefore, GRTC proposes a revised fare of $0.75 per one way bus trip for all Roanoke City Public School students, g~ades 6 through 12, that will generate approximately $22,500 annually in additional revenue. Students wanting to take advantage of such student fare will need to obtain a valid Valley Metro issued Student ID from the Valley Metro Office located at 1108 Campbell Avenue, S.E., Roanoke, Virginia 24013, Such revised student fare does not apply to GRTC's monthly and weekly ridership pass program. The Federal Transit Administration (FTA), one of GRTC's funding sources, requires that all proposed fare changes be subject to public notice and a public hearing. Per FTA regulations, notices of the hearing were published in the Roanoke Times and the Roanoke Tribune thirty (30) days prior to June 9,2010, the date of the hearing for the proposed revised student fare. The hearing was conducted at 6:30 P,M. on the second floor of the Roanoke Valley Alleghany Regional Commission. During the thirty (30) day notice period, written comments on the revised student fare were solicited by GRTC. No citizens attended the public hearing. A total of sixteen (16) written comments were received during the thirty (30) notice period: thirteen (13) or 81 % were in favor of and support the proposed revis~d - _ student fare; three (3) or 19% were not in favor and do not support it. I ,,< . Greater Roanoke Transit Company > P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleym!etro.com ,/ ,~/, i~a~d. A. Bowers, President, and Members of the Board of Directors Gre~er Roanoke Transit Company Page Two June 21, 2010 Recommendation In view of no citizen attendance at the public hearing and the significant positive written response in support of the revised student fare, it is recommended that the GRTC Board of Directors approve and adopt a revised daily fare of $0.75 per one way bus trip for Roanoke City Public School students, grades 6 through 12, with a valid Valley Metro issued student ID, effective July 1, 2010. Further, authorize the GRTC General Manager and/or Vice President of Operations to take appropriate action to implement, administer, and enforce the revised student fare noted above, subject to any needed approval by the Council of the City of Roanoke. c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel '~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 3,2010 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: A report of the Budget Review Committee recommending approval of the Fiscal Year 2010-2011 Operating Budget was before the Board of Directors of the Greater Roanoke Transit Company at a special meeting, which was held on Monday, June 21, 2010. On motion, duly seconded and adopted, the Board of Directors approved the Operating Budget for Fiscal Year 2010-2011. Sincerely, ~o~.~~ Secretary pc: Christopher P. Morrill, Vice-President of Operations, GRTC Ann H. Shawver, Treasurer, GRTC L:\CLERK\DA T A \CKSMl \GRTC.1 O\June 21 correspondence,doc ,\C\... ~ ~...~{.,. ...:;..'.,f".:.,'''...',........ .. \;":/,-"\%f:'CC'. ,'.. Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia June 21, 2010 David A, Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Fiscal Year 2010 - 2011 Operating Budget Background: The Board of Directors annually appoints a Budget Review Committee to review the General Manager's proposed operating budget for the Greater Roanoke Transit Company (GRTC) and provide a recommendation to the Board. The Board appointed Treasurer, Ann Shawver, Vice-President of Operations, Chris Morrill, Board Members, Court Rosen and Gwen Mason to the Budget Review Committee. The Budget Review Committee met on June 9, 2009, to review and discuss the proposed operating budget. In attendance were GRTC Board Members Gwen Mason and Court Rosen, James Grigsby, GRTC Liaison for Chris Morrill, John Bingham, Assistant Director of Finance for Ann Shawver. Others in attendance ,were Amelia Merchant, City Budget Management Office, Carl Palmer, GRTC General Manager, Leon Alder, GRTC Assistant City Manager, and Stephanie Giles, GRTC Director of Finance. The following items were discussed: · The proposed fiscal operating budget for Fiscal year 2010 - 2011 of $7,822,501 reflecting a decrease of .2% compared to the 2009 - 2010 budget of $7,839,695; · The proposed addition of a student fare of $.75 per trip; · The increase in health insurance costs; . The increase in worker's compensation; and . The decrease in the fuel cost per gallon. For your review, the budget summary is attached. A detailed budget is available upon request. Greater Roanoke Transit Company PO Box 13247 II Roanoke, Virginia 24032 " Phone: 540,982.0305 " Fax:540,982,2703 " www.valleymetro.com David A. Bowers, President and Members ofthe Board of Director Fiscal Year 2010 - 2011 Operating Budget June 21,2010 Page 2 . . .'~: ~ Recommend: The Budget Review Committee recommends that the Board of Directors approve GRTC's fiscal year 2010 - 2011 operating budget. Respectfully submitted, ~ G endolyn W. Mason Board Member ~ Court G, Rosen Board Member ~/- , . N ?/- ~ ~-- Christopher Morrill . Vice President of Operations Cc: Vice President of Operations Treasurer Secretary Legal Counsel GRTC liaison GRTC General Manager .~ <,"" > GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET (Valley Metro, Smartway, and Trolley) FY11 REVENUES FY 09 ACTUAL FY 10 BUDGET FY 11 BUDGET % INCR/DECR PASSENGER REVENUES $ 1,950,233 $ 1,991,630 $ 1,961,682 -2% ADVERTISING $ 120,880 $ 165,740 $ 111,997 -32% INTEREST $ 13,598 $ 19,206 $ 8,500 -56% OTHER REVENUES $ 216,750 $ .221,512 $ 221,512 0% . . TOTAL REVENUES $ 2,301,461 $ 2,398,088 $ 2,303,691 -4% EXPENSES LABOR $ 2,915,223 $ 2,911,224 $ 2,991,343 3% FRINGE BENEFITS $ 1,366,152 $ 1,473,190 $ 1,565,116 6% SERVICES $ 422,357 $ 433,016 $ 456,368 5% MATERIALS & SUPPLIES $ 1,499,437 $ 1,501,476 $ 1,409,747 -6% UTIlITIES $ 249,807 $ .234,456 $ 248,518 6% INSURANCE $ 391,189 $ 409,519 $ 381,957 -7% MISCELLANEOUS $ 886,681 $ 876,814 $ 769,452 -12% TOTAL EXPENSES $ 7,730,846 $ 7,839,695 $ 7,822,501 0% DEFICIT $ (5,429,385) $ (5,441,607) $ (5,518,810) 1% SUBSIDIES FEDERAL $ 2,716,178 $ 2,634,631 $ 2,748,850 4% STATE $ 1,365,532 $ 1,324,592 $ 1,269,550 -4% OTHER LOCAL $ 241,863 $ .258,964 $ 269,720 4% NEW RIVER VALLEY $ 44,655 $ 47,315 $ 47,779 1% CITY OF ROANOKE $ 1,387,323 $ 1,176,105 $ 1,182,911 1% TOTAL SUBSIDIES $ 5,755,551 $ 5,441,607 $ 5,518,810 1% Com bined Budget 6/7/2010 .~ , ;, CITY OF ROANOKE INTERDEPARTMENTAL COMMUNICATION TO: Jy<:e 7, 2010 ../stePhanie M, Moon, Secretary of GRTC DATE: FROM: Gary E, Tegenkamp, Assistant General Counsel p,'T SUBJECT: GRTC's 2010 Annual Report and Registration Fee Attached are the originals of the following items: 1. 2010 Annual Report to be filed with the State Corporation Commission (SCC), 2, Notice of Assessment of Registration Fee for $100.00, I would appreciate it if you would see that the registration fee is paid and the annual report properly completed and filed as you have in the past. Please note that yo~ will have to wait until after GRTC's annual meeting on June 21, 2010, before you can complete 'the annual report. Once you have completed the annual report and have obtained the registration fee from GRTC, please provide me with copies of what you send to the SCC for my file. Thank you for your assistance in this matter. If you have any questions or need any further information, please contact me. GET:snj Attachments ec: Carl L. Palmer, General Manager, GRTC James Grigsby, Assistant City Manager for Operations William M, Hackworth, City Attorney 2010 ANNUAL REPORT COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION II11I1I 11111111111111111111 1111111111 1111111111111111111111111111 CD CORPORATION NAME: GREATER ROANOKE TRANSIT COMPANY , DUE DATE: 07/30/10 SCC ID NO,:0153745-5 Q) VA REGISTERED AGENT NAME AND OFFICE ADDRESS: ATTY. WILLIAM M HACKWORTH ' 464 MUNICIPAL BUILDING 215 CHURCH AVE SW ROANOKE, VA 24011 Q) CITY OR COUNTY OF VA REGISTERED OFFICE: 217-ROANOKE CITY ~ STOCK INFORMATION CLASS AUTHORIZED COMMON 5 @ STATE OR COUNTRY OF INCORPORATION: VA-VIRGINIA DO NOT ATTEMPT TO ALTER THE INFORMATION ABOVE. Carefully read the attached instruction sheet. Type or print in black only, If item @ is blank or incorrect, you must add or change the principal office address where indicated. If item <V is blank or incorrect, you must add or change the director and officer information where indicated, , --- =@ PRINCIPAL OFFICE ADDRESS:, - - -~ - - - _ ADDRESS: Mark this box if address shown below is correct If the block to the left is blank or contains incorrect data please add or correct the address below, 464 MUNICIPAL BLD 215 CHURCH AVE S W ADDRESS: , !!!!!!!! CITY/ST/ZIP ROANOKE, VA 24011 CITY/ST/ZIP . <V DIRECTORS AND PRINCIPAL OFFICERS: All directors and principal officers must be listed, An individual may be designated as both a director and an officer. Mark appropriate box unless area below is blank: If the block to the left is blank.or contains incorrect data, please mark appropriate E Information is correct 0 Information is incorrect ,0 Delete information box and enter information below: 0 Correction 0 Addition 0 Replacement OFFICER ~ DIRECTOR [2g NAME: DAVID A BOWERS NAME: " TITLE: PRESIDENT TITLE: ADDRESS: 601 CAMILLA AVENUE SW ADDRESS: CITY/ST/ZIP: ROANOKE, VA 24014 CITY/ST/ZIP: OFFICER 0 DIRECTOR 0 THAT THE INFORMATION CONTAINED IN THIS REPORT IS ACCURATE AND COMPLETE, NATURE OF DIRECTOR/OF ICER LISTED IN THIS REPORT 'Stephanie M. Moon. Sec.retary PRINTED NAME AND CORPORATE TITLE .1111 Y 70, 7010 DATE It is a Class 1 misdemeanor for any person to sign a document he knows is false in any material respect with intent that the document be delivered to the Commission for filing, + 0287307 000013537 09SCC1 AFOOZV Rev 14 1/09 2010 ANNUAL REPORT CONTINUED CORPORATION NAME: GREATER ROANOKE'TRANSIT COMPANY DUE DATE: 07/30/10 see 10 NO.: 0153745-5 , All directors and principal officers must be listed, CV DIRECTORS AND PRINCIPAL OFFICERS (continued): An individual may be designated as both a director and an officer. Mark appropriate box unless area below is blank: If'the block to the left is blank or contains incorrect data, please mark appropriate box o Information is correct 0 Information is incorrect ~ Delete information and enter information below: 0 Correction 0 Addition ~ Replacement OFFICER rn DIRECTOR rn ,OFFICER D DIRECTOR U I NAME: TITLE: SHERMAN PLEA VICE PRESIDENT NAME: John Bingham TITLE: Director ADDRESS: 1638 LONNA DRIVE NW CITY/ST/ZIP: ROANOKE, VA 24019 ADDRESS: 2725 White Pelican Lane CITY/ST/ZIP: Roanoke, Virginia 24018 Mark appropriate box unless area below is blank: If the block to the left is blank or contains incorrect data, please mark appropriate box ~ hlformation is correct 0 Information is incorrect 0 Delete information and enter information below: 0 Correction 0 Addition 0 Replacement - OFFICER rn DIRECTOR D NAME: ANN H SHAWYER TITLE: TREASURER ADDRESS: 4917 NORTHWOOD DRIVE NW CITY/ST/ZIP: ROANOKE, VA 24017 OFFICER D DIRECTOR D - ;;;;;;;;;;;;; - - NAME: TITLE: ADDRESS: CITY/ST/ZIP: - - Mark appropriate box unless area below is blank: If the block to the left is blank or confains incorrect data, please mark appropriate box ~ Information is correct 0 Information is incorrect 0 Delete information and enter information below: 0 Correction 0 Addition 0 Replacement NAME: STEPHANIE M MOON OFFICER ~ DIRECTOR D OFFICER D DIRECTOR D NAME: TITLE: SECRETARY ADDRESS: 4501 OAKLAND BLVD NE TITLE: ADDRESS: , CITY/ST/ZIP: ROANOKE, VA 24012 CITY/ST/ZIP: Mark appropriate box unless area below is blank: If the block to the left is blank or contains incorrect data, please mark appropriate box o Information is correct ~ Information is incorrect 0 Delete information and enter'information below: tJ Correction, 0 Addition 0 Replacement OFFICER D DIRECTOR rn OFFICER ~ DIRECTOR EJ NAME: DAVID B TRINKLE TITLE: DIRECTOR ADDRESS: 2855 S JEFFERSON ST CITY/ST/ZIP: ROANOKE, VA 24014 NAME: David B. Trinkle TITLE: Vice-President ADDRESS: 2855 S. Jefferson Street CITY/ST/ZIP: Roanoke, Virginia 24014 AFOOZW Rev 2 12/06 + 0287307 000013537 09SCC1 , 2010 ANNUAL REPORT CONTINUED DUE DATE: 07/31/10 CORPORATE ID: 0153745-5 ONO CHANGE G REMOVE r9 ADDITIONS o CHANGES OFFICER 0 DIRECTOR OJ OFFICER 0 DIRECTOR ~ NAME: Gwendolyn W, Mason NAME: Mark Jamison' TITLE: Council Member TITLE: Director ADDRESS: 3841 Bosworth Drive. ADDRESS: 2424 Stanley Avenue CITY/ST/ZIP: Roanoke, Virginia 24014 CITY/ST/ZIP: Roanoke, Virginia 24014 ONO CHANGE U REMOVE E9ADDITIONS o CHANGES " OFFICER 0 DIRECTOR G OFFICER 0 DIRECTORtJ NAME: Anita J. Price NAME: Consuella Caudill TITLE: Director TITLE: Director ADDRESS: 3101 Willow Road, N. W. ADDRESS: 311 S. Pollard Street CITY/ST/ZIP: Roanoke, Virginia 24017 CITY/ST/ZIP: Vinton, Virginia 24179 ONO CHANGE [3 REMOVE [J ADDITIONS o CHANGES OFFICER 0 DIRECTOR ~ OFFICER 0 DIRECTOR ~ NAME: M. Rupert Cutler NAME: Karen Michalski-Karney TITLE: Director TITLE: Director ADDRESS: 204 S. Jefferson Street, #4 ADDRESS: 1502 Williamson Road, N. E., Ste B CITY/ST/ZIP: Roanoke, Virginia 24011 CITY/ST/ZIP: Roanoke, Virginia 24012 ONO CHANGE CJ REMOVE EJ ADDITIONS o CHANGES OFFICER 0 DIRECTORtJ OFFICER 0 DIRECTOR ~ NAME: Court G, Rosen NAME: Nicole Hall TITLE: Director TITLE: Director ADDRESS: 3226 Allendale Street, S, W. ADDRESS: 213 Market Street, S, E, CITY/ST/ZIP: Roanoke, Virginia 24014 CITY/ST/ZIP: Roanoke, Virginia 24011-1801 K:\GRTC,1 O\GRTC.Annual Report,doc , Q COMMONWEALTH OF VIRGINIA - STATE CORPORATION COMMISSION CORPORATION - ANNUAL REGISTRATION FEE ASSESSMENT NOTICE 2010 On May 1, 2010, the State Corporation Commission assessed an annual registration fee against the corporation pursuant to ~ 13,1-775,1 or ~ 13,1-936,1 of the Code of Virginia, Payment of the assessment must be received by the Commission on or before July 30, 2010 (the "due date") to avoid imposition of a late payment penalty of 10% of the annual registration fee or $10,00, whichever is greater, Note: If the due date falls on a weekend or holiday, your payment, if delivered by mail or in person, will need to be received in time for it to be processed on or before the last business day that precedes the due date, Postmarks cannot be considered and extensions of time cannot be granted, see 10 NO, 0153745-5 CORP NAME: GREATER ROANOKE TRANSIT COMPANY + 0287307 000013537 09SCC1 0122462 GREATER ROANOKE TRANSIT COMPANY WILLIAM M HACKWORTH 464 MUNICIPAL BUILDING 215 CHURCH AVE SW ROANOKE, VA 24011 1..1.1.1..111'11I111111111111.11 - ;;;;;;;;;;;;;;; (804) 371-9733 OR TOLL-FREE IN VIRGINIA (866) 722-2551 SEND PAYMENT WITH COUPON TO: - ;;;;;;;;;;;;;;; ;;;;;;;;;;;;;;; - STATE CORPORATION COMMISSION CLERK'S OFFICE p, 0, BOX 7607 MERRIFIELD, VA 22116-7607 SEND CORRESPONDENCE AND OTHER DOCUMENTS TO: STATE CORPORATION COMMISSION CLERK'S OFFICE p, 0, BOX 1197 RICHMOND, VA 23218-1197 - ;;;;;;;;;;;;;;; == If the corporation has not paid all annual registration fees and/or penalties assessed in any previous year, those amounts are included in the total amount due, As of 07/01/2010, if less than the total amount due is tendered, the amount paid will be applied against the fees and penalties that have remained unpaid for the longest period of time, as directed by SS 13,1-615 and 13,1-815 of the Code of Virginia, Failure to submit payment for the total amount due could result in underpayment of the assessment for the current year, imposition of the statutory penalty and, ultimately, termination of the corporation's existence or revocation of its certificate of authority, If this year's annual registration fee is not paid in full on or before the last day of the fourth month following its due date, the corporation's existence or certificate of authority to transact business in Virginia, as the case may be, will be automatically terminated or revoked as of that day, See SS 13,1-752 and 13,1-914 of the Code for Virginia stock and XP.1324.000nonstock corporations, and SS 13.1-768 and 13,1-930 of the Code for foreign stock and nonstock corporations. I YOUR FILE COPY~ MAKE CHECK PAYABLE TO: TREASURER OF VIRGINIA PLEASE DO NOT SEND CASH REGISTRATION FEE $ 100,00 PRIOR YEARS BALANCE $ 0,00 PENALTY AFTER $ TOTAL AMOUNT DUE $ 100,00 x COMMONWEALTH OF VIRGINIA STATE CORPORATION COMMISSION ANNUAL REPORT INSTRUCTIONS , , DO NOT ATTEMPT TO ALTER ANY PRE-PRINTED INFORMATION FOR ITEMS CD through (3) OF THE REPORT FORM. Changes to items CD through (3) cannot be accomplished on the annual report form and will require a separate filing. Changes to items a> and/or Q) may be made online at https://sccefile,scc,virginia.gov/ or by contacting this office to request a pre-printed form SCC635/834. If you need to change items CD, @, and/or d), visit our W,eb site or contact our office in order to receive the appropriate amendment forms, instructions and associated fees. Contact information is set forth below, The annual report must be completed in black and be legible and reproducible. If an error is made, please use white correction fluid or erase completely, All directors and all principal officers (e,g" president, secretary, treasurer, etc,) must be listed in item <V of the annual report. An individual may be designated as both a director and an officer. See 99 13.1-675 A, 13.1-693 A and 13.1-775 A 3 (stock corporations) or ~~ 13,1-855 A, 13,1-872 A and 13.1-936 A 3 (nonstock corporations) of the Code of Virginia, Note: If the corporation (1) does not have directors because (i) initial directors are not named in the articles of incorporation and an organizational meeting of the corporation has not been held or (ij) the board of directors has been eliminated pursuant to a valid shareholder agreement authorized by ~ 13.1-671.1 or ~ 13.1-852.1 of the Code of Virginia, or (2) does not have officers because an organizational meeting has not been held, insert "No Directors" or "No Directors or Officers," as the case may be, in the right block in item <V. Changes to items @ and <V must be accomplished on this report. --- !!!!!!!!!!!!! @ = --- --- - --- (J) - !!!!!!!!!!!!! If there is no principal office address in the left block or the pre-printed addres$ is incorrect, you must add or correct the principal office address in the right block, " If there is no director and officer information in the left block(s) or the pre-printed data is incorrect, , you must add or correct the director and officer information in the right block(s), Include additional pages if additional space is needed, but please do not staple them to the report form. Note: All directors and officers listed on this report will be "on record" in the Clerk's Office. However, we maintain in our computer database only the first five individuals listed on this report, Virginia law requires the Commission to return for correction or explanation an annual report that is incomplete or inaccurate. An acceptable report must be received on or before the due date, The corporation is not in good standing if the report is overdue, If an acceptable report is not received on or before the last day of the fourth month following the due date, the corporation's existence (domestic) / certificate of authority (foreign) will be automatically terminated / revoked, THE COMPLETED REPORT MUST BE SIGNED, DATED AND RETURNED TO THE CLERK'S OFFICE. Web Site Address: www.scc.virginia.gov/clklindex.aspx Phone: (804) 371-9733 or toll-free in Virginia (866)-722-2551 Mailing Address: Courier Delivery Address: State Corporation Commission Clerk's Office PO Box 1197 Richmond VA 23218-1197 State Corporation Commission Clerk's Office, First Floor 1300 E Main St Richmond VA 23219 PRIVACY ADVISORY: Information such as social security number, date of birth, maiden name, or financial institution account numbers is NOT required to be included in business entity documents filed with the Office of the Clerk of the Commission, Any information provided on these documents is subject to public viewing. AF04UO Rev 2 5/1 0 + 0287307 000013537 09SCC1 ~.:. '} GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS , July 2,2010 David A. Bowers, President David B. Trinkle John Bingham Mark Jamison Consuella Caudill Karen Michalski-Karney Nicole Hall Dear President Bowers and Members of the Board: Enclosed you will fmd a correspondence from Carl L. Palmer, General Manager, Valley Metro, that provides background information and recommended action regarding the award and execution of contracts with Woodard-West-Parks, Ltd. and Breakell, Inc., respectively, for installation of bus stop shelters. If you questions, please contact Mr., Palmer at 982-0305 x,lll (office) or cpalmer@valleymetro.com. Sincerely, ~ Pl. '1rW Stephanie M. Moon GRTC Board Secretary SMMljec Enclosure pc: Carl L. Palmer, GRTC General Manager Christopher P. Morrill, Vice-President of Operations James Grigsby, GRTC Liaison Ann H. Shawver, Treasurer William M. Hackworth, General Counsel .. " ~ ~.,..., '~ Greater Roanoke Transit Company Board of Directors Meeting July 2, 2010 David A. Bowers, President and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Award and Execution of 2 Contracts for Installation of Bus Stop Shelters Backoround On September 2,2008, the Greater Roanoke Transit Company (GRTC) contracted with E.F. Couvrette Company, Inc, to manufacture and deliver a combination of "sixteen (16) fully assembled" large and small bus stop shelters, with an option for up to an additional fifty (50) fully assembled shelters, The contract has a five (5) year term, expiring September 1, 2013. For each of the first sixteen (16) shelters ordered, GRTC pays $9,450 for a 14' x 9'6" x 4'9" large shelter ("Shelter #1"); $6,620 for a 9'7" x 8'4" x 4' small shelter ("Shelter #2"), The price for the small and large shelters under the fifty (50) shelter option, if exercised within the five (5) year term of the contract, is to be negotiated and agreed to by the parties. To date GRTC has taken delivery on eight (8) of the first sixteen (16) shelters, three (3) large and five (5) small shelters. Five (5) of the eight (8) shelters, two (2) large and three (3) small shelters, have been installed, In order to have a qualified contractor(s) available on an as needed basis to install the shelters, and to comply with procurement requirements, GRTC advertised an Invitation for Bid (IFB) for installation of the bus stop shelters, IFB # 10-GRTC-0401 on June 3, 2010, with a bid opening date of June 30,2010. The IFB was for a turnkey installation and related construction work, to 'include, but not limited to, proper and timely excavation, removal and disposal of present site material, pour concrete pad according to specifications, including ADA accessible ramp, securing and bolting pre-fabricated bus shelter with a trash receptacle, and bench and clean up of the site area, The bidders were to bid on total cost based on type of base excavated (asphalt, soil, or concrete) and by either large or small shelter during the term of any resultant contract, which is for one (1) year, but which may be renewed for up to two (2) additional one (1) year periods or any combination thereof. The IFB was advertised in the Roanoke Times on Saturday, June 5, 2010, and in the Roanoke Tribune on Thursday, June 10, 2010. The IFB was also posted on the GRTC Valley Metro website on June 3, 2010. There were four (4) potential bidders present for the non-mandatory pre-bid conference meeting on June 16, 2010 and,one potential bidder called by telephone to request the IFB package, One addendum was issued during the bidding phase. Greater Roanoke Transit Company P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com David A. Bowers, President and Members of the Board of Directors ~ Greater Roanoke Transit Company Page 2 July 2, 2010 On Wednesday, June 30, 2010, two (2) bids were received with Woodard-West-Parks, Ltd., P.O. Box 8036, Roanoke, Virginia 24014, submitting the lowest responsive and responsible bid for the installation of a large bus shelter with asphalt base at $4,950 per bus stop shelter; installation of a small bus shelter with asphalt base at $4,110 per bus stop shelter; installation of a large bus shelter with soil base at $3,945 per bus stop shelter; installation of a small bus shelter with soil base at $3,395 per bus stop shelter. Breakell, Inc., P,O. Box 6414, Roanoke, Virginia 24016, submitted the lowest responsive and responsible bid for the installation of a large bus shelter with concrete base at $4,672 per bus stop shelter and for installation of a small bus shelter with concrete base at $4,545 per bus stop shelter, Action to be Taken GRTC has $132,000 in grant and local funds to support installing a combination of large and small bus stop shelters, up to a total of sixteen (16). Eighty percent (80%) of the funds will come from an approved Federal Transit Administration grant (VA-95-X005-00); four percent (4%) from an approved Virginia Department of Rail and Public Transportation grant; and sixteen percent (16%) will come from GRTC's local match funds. The local match is in GRTC's fiscal 2011 budget. GRTC will award to and execute a contract with Woodard-West-Parks, Ltd., which was the lowest responsive and responsible bidder for the installation of the large and small bus shelters with an asphalt base and large and small bus shelters with a soil base for a one (1) year period with a total not to exceed amount of $59,400. Such amount is based on the estimated number of shelters that may be requested within this category. GRTC will award to and execute a contract with Breakell, Inc., which was the lowest responsive and responsible bidder for the installation of the large and small bus shelters with a concrete base for a one (1) year period with a total not to exceed amount of $18,688. Such amount is based on the estimated number of shelters that may be requested within this category. In accordance with the language set forth in the Board's June 18, 2001, resolution, such action will not be taken until five business days after the date of this letter. Please advise if there are any questions or more information is needed regarding the above referenced action. Thank you. Carl L. Palmer General Manager c: Vice-President of Operations GRTC Liaison Treasurer Secretary General Counsel .'f I I I , BY - l.AW"S OF GREATER ROAi.~OKE TRANSIT Ca,1PANY Af{[,IClE I. STOCK 1. Certificates for shares of connDn stock, nude upon fonn approved by the Board of Directors, shall be issued in numerical order and shall be signed by the President, \-lith the Company's seal affixed and attes."ted by the Secretary. Every such certificate shall contain upon its face the tallm.ling words: "No profit shall accrue to any stockholder by dividend." Na original issue of such stock shall be made except upon authority of the State, Corporation Corrrnission first given. A record of each certifi- cate shall be kept on the stub thereof. Not lIDre than five (5) sbares of such stock shall be issued and outstandi..""1g at anyone time. 2. Transfer of o'Wl1ership of stock of t.i1e Canp~tY shall be made only on the stock record of the Company; and no transfer of issued shares shall be made unless the certificate (5) evidencing such shares are surrendered to the Company dilly executed for such transfer; and, upon such transfer. the certificate(s) evidencing the share(s) so transferred shall be marked cancelled. ,.vith the date of cancellation. by the Secretary. ARTIClE II. STOCKHOLDERS 1. The arll1U8l meeting of t.l-te Stockholders of the Canpany shall be held on the first 'l\.1esday in the month of July of each year at the registered - 1 - , I office of the Canpany in Roanoke, Virginia, or at such other place or places as tmy from time to time be fixed by the Board of Directors. I I 2. Special meetings of the Stockholders may be held at the registered office of the Company, or such other place as may be decided upon, at any time, upon the call of the President or the Secretary, by a majority of the Board of Directors, or by a Stockholder or Stockholders holding together at least one-tenth of the Carmm Stock then outstanding entitled to vote. 3. Written notice of an annual or special meeting, stating the place, day and hour of the meeting and, in case of a special meeting, the purpose or purposes for mich it is called, shall be given either personally or by nail to each Stockholder of record entitled to vote at such meeting. Such notice shall be given not less than 10 nor nnre than 50 clays before the date of the meeting; except that, if the purpose of the meeting is to act on special matters such as an, amendment to the Articles of Incorporation, the reduction of stated capital, or on a plan of merger or consolidation, the notice shall be given not less than 25 nor more than 50 days before the date of the meeting and shall be accompanied by a copy of the proposed amendment or plan of reduction or m:;rger or consolidation. 4. Nou-rl.thstanding the requirements for notice set out in the preceding paragraph, any meeting of Stockholders ImY be held if (a) a waiver of notice thereof in writing is signed by the person or persons entitled to Budl notice. mether before or after the time stated therein; or - 2 - '~ I I I (b) if Stockholders entitled to but not waiving the notice attend the meeting, unless attending for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. 5. My action required by law to be taken, or any action 'Which may be lawfully taken at a neeting of the Stockholders, may be taken without a neeting if a consent in writing setting forth in full the action so taken, ,is signed by all of the Stocldlolders entitled to vote thereon; and such consent shall have the same force and effect as a ur.animous vote of the Stockholders. No such action taken without a meeting shall have effect until a record thereof be spread in full in the Minute Book, together with the aforesaid written consent. 6. Subject to the qualification hereinafter stated, a quorum at any rreeting of the Stockholders shall be a majority of the voting stock of the Corrpany represented in person or by proxy (but in no event shall a quo~~ consist of less than one-third of the shares entitled to vote), and a majority of the shares represented at the meeting may act on any mtter that my corre before the meeting. Hov/ever, in mtters relating to an amenchnent to the Articles of Incorporation, a reduction of stated capital, or of a plan of merger or consolidation, and other special mtters, the affirmative vote of not less than tvoo-thirds of the shares entitled to vote thereon shall be required for approval. 7. For the purpose of voting a share or shares of stock at a meeting held by the Stockholders. a Stockholder shall have the privilege ofndividing the voting strength of anyone or more full shares so owned by - 3 - I I t , the Stockholder by the number 2, so as to provide for voting half-shares of said stock; provided, however, that the Stockholder shall have given written notice of intention so to do to the Secretary, by written proxy or other '\vriting prior to corrmencernent of the meeting, in which written notice the number of the stock certificate and the number of full shares to whiCh such election is applicable shall. be clearly set out. ARTICLE III. DIRECI'ORS 1. The affairs of the Company shall be m:maged by a Board of Directors v.hich shall consist of not less than seven meribers. who need not be Stockholders. They shall be elected annually by the Stockholders at the Stockholders' ,Annual l"eeting for a tenn of one year fran the d.1.te of their election and until their successor has been duly elected and shall have duly qualified. This number may be ~creased, or may be decreased to not less than three, at any time by amendment to these By-laws. A majority of t..'1e Directors actually elected and serving at the time of any given meeting shall constitute a quonDl. Less than a quorun may adjourn the meeting to a fixed time and place, no further notice of such adjourned I'l"eeting being required. 2. The Stockholders, at, any meeting, by a vote of the holders of a majority of all the shares of Cc:mmn Stock at the time outstanding and having voting power, may rem::nTe any Director and fill the vacancy; otherv..rise any vacancy occurring upon the Board of Directors may be filled for any unexpired tenn created by the vacancy by election by - 4 - I I I , maj ori ty of the re..."Tlaining Directors, even though the ones remaining do not constitute a quonnn of the full Board, wIess such vacancy(ies) be sooner filled by the Stockholders i..., meeting. 3. imy nnndatoi:y or pennissive ~ction \..mch should or may be taken at a meeting of the Directors, may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all of the Directors; and such consent shall have the same force and effect as a unanimous vote of the Directors; provided, that no such action taken outside a meeting shall have effect until the action and such consent shall have been spread in full in the Minute Book. 4. Meetings of the Board of Directors shall be held at times fixed by resolution of the Board, or upon the call of the President or the Secretary, or upon the Cc'3.l1 of a maj ori ty of tJ.,e members of the Board. Notice of any meeting not held at a t:L."lle fixed by a' resolution of the Foard shall be given to each Director at least 24 hours before the time of the neeting at his residence or business address or by delivering such notice to him in person, or by telephonir.g or telegraphing it to hi1'll at leas t 24 hours before the meeting. lmy such notice shall contain the time and place of the meeting, but need not contain the purpose of Cil1y meeting. !1eetings may be held without notice if all of the Directors are present or t..'hose. not present waive notice before or after the DEeting. 5. All IIEetings held by the Board of Directors as well as the records of such neetings shall conform to the provisions of the Virginia Freedcrn - 5 - , I of lnforrratian Act, but shall be subject to the same exceptions and limitations of applicability therein provided for public boards and agencies. ARTICLE IV. CCl-1MITIEES I The Board of Directors may designate, by resolution adopted by t\.x>- thirds of all the Directors, two or more of the Directors to constitute an Executive Ccmnittee. The Executive Corrrnittee, when the Board of Directors is not in session, m3.y exercise all of the powers of the Directors except to approve an amendment of the By-Laws or to recorrmend a plan of merger or consolidation, and they may authorize the seal of the Corporation to be affixed as required to any ~vriting duly authorized to be executed. The Executive Ccmnittee may make and adopt rules for the holding and conduct of its meetings. tJ:Le notice required thereof, and the keeping of its records, provided that all such rules be in writing and recorded. ARI'ICill V. OFFICERS I The members of the Board of Directors, prcmptly after their election in each year. shall e.lect a President (who shall be a Director) and one or more Vice-Presidents and shall also elect a Secretary and a Treasurer; and the Board of Directors may elect or appoint such other officers as it m3.y deem proper. No officer other than the President need be a Director. Any officer may hold more than one office, except the same - 6 - I I , <\ person shall not be Preside.."1t and Secretary nor President and Treasurer. ftl officers shall serve for a term of one year coomencing upon the date of their election and until their respective successors are elected and qualify. but any officer may be rem:>ved surrmarily ..vith or without cause at any time by the affinnative vote ,of a majority of all of the Directors. Vacancies amJrlg the officers shall be filled by the Directors for the 'lIDeA-pired term of any such vacancy. The officers of the Corporation , shall have such duties as generally pertain to their respective offices as ,.;rell as such po\vers and duties as fran ti..I'De to time may be delegated to them by the Board of Directors. ARTIClE VI. SEAL The Seal of the Company shall be a flat-faced circular die cop..sisting of t:vJO discs, on v..mch shall be two concentric circles. with the '\vords "GREATER RDANCKE TRANSIT OOHP ANY J ROANOKE; VIRGTIUA", circumscribed around the circumference and benveen the t\.x) circles, and the '\fJOrd "SEAL" and the nUl:IlE:!.rals "1974" in the central portion of said circles; and an impression of said seal shall be affixed to this page of the By- Laws. ARTIClE VII. FISCAL YEAR The fiscal year of the Company shall carmence on July 1st of each year and shall end on June 30th of each year next following. ARrIClE VIII. AMENIl1ENl' The Board of Directors shall have the p~.;rer to alter, amend, repeal, or to adopt new By-laws. /my law made by the Board of Directors may be - 7 - I r I ~ ~ repealed or changed <>,nd new- By-Laws may be made by the Stockholders. who may prescribe that any By-La,;v made by them'shall not be altered. amended or repealed by the Directors. ADOPTED: July 17, 1974r ATIEST: ~~ .' President Af2 I}~J-, a~ S . retary - 8 - , ADOPTED by vote of the Board of Directors the 25th day of June, 1979. -. w APPROVED: ATTEST: SI Noel C. Taylor SI Mary F. Parker Noel C. Taylor, President Nnry F. Parker, Secretary" Nr. Garland moved the adoption of the Resolution. The motion was seconded by Mr. Hubard and adopted by the followin8 vote; AYES: Directors Bowles, Garland, Hubard, Landis, Thomas and President Taylor--6 NAYS: Non~--'----------------_______________________________-------------------0 (Director Grove was absent.) AMENDMENT OF BY-LAWS: Mr. Hubard offered the following Resolution amending the By-Laws of Greater Roanoke Transit Company to provide that the annual ,Stockholders I meeting shall be held during the month of June: "A RESOLUTION ANZNDING THE BY-LAl-lS OF GREATER ROANOKE TRANSIT CONPANY TO PROVIDE THAT THE ANNUAL STOCKHOLDERS' MEETING SHALL BE HELD DURING THE rmNTH OF JUNE. BE IT RESOLVED by the Board of Directors of Greater Roanoke Transit Company as ,follows: ,I. That paragraph I, of Article II of the By-Laws of Greater Roancke Transit Company shall be amended to read as follows: 1. The annual meeting of the Stockholders of the Company shall be held during the month of June each, year at a day, time and place to be from timi to time fixed by the Board of Directors. ADOPTED by a vote of the Board of Directors the 25th day of June, 1979. APPROVED: ATTEST: SI Noel C. Taylor Noel C. Taylor, President SI Mary F. Parker Mary F. Parker, Secretary" Mr. Hubard moved the adoption of the Resolution. The motion was seconded by Mr. Landis and adopted by the following vote: AYES: Directors Bo~les, Garland, Hubard, Landis, Thomas and President Taylor--6. , NAYS; None----------________________________________________------------------0. ~tor Grove was absent.) CITY OF ROANOKE OFFICE OF CITY ATTORNEY 464 MUNICIPAL BUILDING 215 CHURCH AVENUE, SW ROANOKE, VIRGINIA 24011-1595 WILUAM M.HACKWORTH CITY A1TOR!\'EY 1ELEPHONE: 540-853-2431 FAX: '140-8'13-1221 bMAIL: cllyatty@ci.rni:lnokc \03 U~ TIMOTHY R. SPENCER STEVENJ. TALEVI GARY E. TEGENKAMP DAVID L. COLUNS HEATHERP, FERGUSON ASSISTA:-rrCITY ATI'ORKEYS May 5, 2004 The Honorable Mayor and Members of City Council Roanoke, Virginia Re: Greater Roanoke Transit Company CORTe) Dear Mayor Smith and Council Members: Ms. Parker has relayed to me Coune,il's inquiry as to whether persons other than members of Council maybe appointed to serve as directors of the Greater Roanoke Transit Company (GRTC). There is no statutory requirement that directors be members of Council, and the corporation's Articles of Incorporation do not require this, In fact, none of the original seven directors of GRTC when it was created in July of 1974 were members of Council (they included the City Manager and the Director of Utilities). According to Council minutes, at its September 23, 1974, meeting, Council received a report from the City Attorney (it was filed in the City Clerk's Office, but unfortunately, has since been purged) responding to Council's inquiry as to how Council could be represented on the GRTC board. At that meeting, Council called for a special meeting of the GRTC stockholders (Council), which was held on December 9, 1974. The minutes of that meeting record that Council acted to remove five of the then directors and replaced them with Council members. The minutes state: "Mayor Webber requested that the record show that the reorganization was done in the best interest of the overall operation of the City of Roanoke and ofthe corporation, and that it was felt that the members of City Council should accept this responsibility because of certain aspects of the program that should be known and understood by each member of Council. " What these aspects were can only be guessed at at this time. .~ ~h.t t? .. E'I'1tA/kcl Ie? t'a,/ /ik",c tklt.P!euup . <:f. ~.-C- An extract from the Minutes of the GREATER ROANOKE TRANSIT COMPANY Board Meeting on June 15,1998. "I , ' BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION REVISING THE SCHEDULE FOR MEETINGS OF THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY WHEREAS, Section 4 of Article III of the By-Laws of the Greater Roanoke ,Transit Company provides that meetings of the Board of Directors shall be held at times fixed by resolution of the Board. WHEREAS, the establishment of a fixed schedule of meeting dates is necessary for the orderly conduct of business of the Company. WHEREAS, the Board of Directors desires to change the meeting time for the current schedule of regular meeting dates. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the regular business meetings of such Board shall be held in Council Chambers of the Roanoke Municipal Building, fourth floor, 215 Church Avenue, S. W., Roanoke, Virginia, at 1:00 p,m. on the third Monday of each month, commencing with the July 20, 1998 meeting; provided, however, when any regular meeting of the Board shall fall on a legal holiday of the City of Roanoke or the Commonwealth of Virginia, ~hen such m~eting shall be held on the next regular business day. The former time for regular meetings scheduled for 1 :30 p.m, on the third Monday of each month is hereby repealed. APPROVED: ATTEST: S/David A. Bowers S/Mary F. Parker David A. Bowers President Mary F. Parker Secretary ,] 03/03/2908 lB:48 FAX , '~., ~;I/ :'). 540 882 2703 @ 005/005 ,/ BRIC-VALLEY IEIRO '~~> BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION REPEALING THE RESOLUTION ADOPTED BY THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC) ON JUNE 1 S, 1998; PROVIDThTG THAT AS OF JULY 1.2001, THERE WILL BE NO REGULAR MONTHLY MEETINGS OF THEBOAlU> OF DIRECTORS; AND PROVIDING THAT THE'BOARD WILL-MEET AS MAY BE NECESSARY IN ACCORDANCE WITH THE BY-LAWS OF GRTe. WHEREAS, the Board of Directors has determined that the business of GRTC can be conducted by meetings of the Board of Directors as provided by the By-Laws ofGRTC, and that the regular monthly meetings of the Board of Directors are no longer necessary. THEREFORE, BE IT RESOLVED by the Board ofDirectors of the Greater Roanoke Transit Company as follows: 1. The Resolution adopted by the Board of Directors on June 15, 1998. setting a regular Board of Directors. 3. The Board ,,{Directors will hold meetings in accordance with the By-Laws ofGRTC as may be necessary to conduct the business of OR TC, as more particularly set f9rth in the letter to this Board dated June 18,2001. ATTEST: fh J.~ , Secretary ~ ' H:\MEASURBS'\r'-pfl:baitduleeliDf .~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS Change of Meeting Time for June 15, 1998, and Scheduling of Annual Meeting of Stockholders of Greater Roanoke Transit Company. Pursuant to Article III, Section 3 of the By-Laws of the Greater Roanoke Transit Company, the Board of Directors hereby consent and agree to change the meeting time for the regular meeting of the Board of Directors from 1:30 p.m. on June 15, 1998, to 1:00 p.m. on June 15, 1998. The Board of Directors further consent and fix the annual meeting of the stockholders of the Greater Roanoke Transit Company to be held on Monday, June 15, 1998, immediately following adjournment of the regular meeting of the Greater Roanoke Transit Company Board of Directors which is scheduled to convene at 1 :00 p.m. in the City Council Chambers in the Roanoke Municipal Building, Room 450,215 Church Avenue, SW, Roanoke, Virginia. The undersigned, being the Board of Directors and the authorized representatives of the sole stockholder of the Greater Roanoke Transit Company hereby waive any further notice of the annual stockholders' meeting to be held on Monday, June 15, 1998, immediately following the Greater Roanoke Transit Company Board of Directors' meeting scheduled for 1 :00 p.m., on June 15, 1998, to be held in the City Council Chambers in the Roanoke Municipal Building, Room 450, 215 Church Avenue, SW, Roanoke, Virginia. Date: May ~ 1998 cc: W. Robert Herbert, Vice-President, Operations GRTC James Ritchie, Assistant Vice-President, Operations GRTC Wilburn C. Dibling, Jr., General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC James D. Grisso, Treasurer, GRTC Mary F. Parker, Secretary, GRTC Kit B. Kiser, Director of Utility and Operations David A. Morgan, General Manager, GRTC H:\ORTClSTOCKM ~~ City Clerk For Informational Purposes Only J "-- ~' , 4~ Greater Roanoke Transit Company Board of Directors Meeting May 13, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the, Board: Subject: Purchase of Service Vehicles Backqround The Greater Roanoke Transit Company (GRTC) has three (3) service vehicles that have reached the Federal Transit Administration's (FTA) definition of useful life, four (4) years of service or 100,000, whichever comes first. GRTC has a 2002 Ford Explorer, 2004 Chevrolet Astro Van, and 2005 Astro Van that are eight (8) years old, six (6) years old, and five (5) years old, respectively. For reasons of safety and maintenance efficiency, GRTC will replace these vehicles with two (2) 2010 Dodge Caravans and one (1) 2010 Ford Explorer. Action to be Taken All three (3) vehicles will be purchased "piggyback" on two (2) contracts with the Commonwealth of Virginia's Division of Purchasing and Supply. The two (2) Dodge Caravans will be purchased on a contract between the Commonwealth and automotive dealership Green Gifford Motor Corporation in Norfolk, Virginia; the Ford Explorer will be purchased on a contract between the Commonwealth and automotive dealership Kip Killmons Tysons Ford in Vienna, Virginia. The contract with Green Gifford expires September 15, 2010, with three (3) one (1) year renewals, through September 15, 2013; the contract with Killmons Tysons also expires on September 15, 2010, but has four (4) one (1) year renewals, through September 15, 2014. The Dodge Caravans will cost $21,800 per van, totaling $43,600; the Ford Explorer will cost $24,000; all three vehicles will cost a grand total of $67,600. By purchasing these vehicles piggy back on the Commonwealth's contract, GRTC will save a total of $20,400 (23%) for all three, $12,400 on the two Caravans and $8,000 on the Explorer. Greater Roanoke Transit Company ~.. . P.O. Box 13247 . Roanoke, VirQinia 24032 . Phone: 540.982.0305 . FaXi540.982.2703 .www.vallevmetro.com}i"":?':;~~'~ "',;.. 'David A. Bowers, President, and Members of the Board of Directors May 13, 2010 Page 2 Both Caravans will be funded 80% with FTA and 20% with Virginia Department of Rail and Public Transportation (DRPT) approved grant funds; the Explorer will be funded 100% with FT A American Recovery Reinvestment Act (ARRA) approved grant funds. Prior to the "piggyback" purchases, both contracts will be in compliance with all applicable FT A procurement certifications. GRTC will issue a purchase order to each of the two (2) dealerships after May 20,2010. In accordance with the language set forth in the Board's June 18, 2001, resolution, such action will not be taken until five business days after the date of this letter. Please advise if there are any questions or more information is needed regarding the above referenced action. Thank you. Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel . .:;~...,~";.' .. ... t , ~ Greater Roanoke Transit Company Board of Directors Meeting May 13, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Purchase of Vehicle Inspection and Global Positioning System BackQround In addition to its preventive maintenance schedule, Greater Roanoke Transit Company (GRTC) monitors vehicle maintenance needs using the bus operator's manual vehicle inspection reports that are completed prior to their assigned runs; GRTC uses road supervision personnel and radio communications to monitor bus locations and on time performance, GRTC wishes to improve upon its operations by automating these functions, thereby enhancing its safety standards. Toward that end, GRTC will purchase the Zonar vehicle inspection and Global Positioning System (GPS) that will afford GRTC computerized on line transmi$sion of performance data for up to the moment monitoring and efficient corrective action. Some of the features and benefits of the system are as follows: 1) Real time driver performance and vehicle location; 2) Real time monitoring of vehicle engine condition and performance while in service; 3) Real time verification of pre trip vehicle multi-point inspection requirements, GRTC will make a "piggyback" purchase of the Zonar system through an existing contract between Zonar Systems, Inc. and the Central Susquehanna Intermediate Unit (CSIU). CSIU was established by and under the Pennsylvania Public School Code and authorized by the Pennsylvania Department of Education to administer the state's cooperative bidding program for technology equipment and supplies known as the Pennsylvania Education Purchasing Program for Microcomputers (PEPPM). The initial three year term of the contract expired December 31,2009; it has been extended through December 31,2010. Under this contract, given vendor approval, "non-profit entities" are eligible to purchase the vehicle inspection and GPS systems directly from Zonar; Zonar Systems, Inc has granted approval Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540,982,2703J:i!l www,valleymetro,com J .' -...D.avid A. Bowers, President, and Members of the Board of Directors ~ay 13, 2010 Page 2 As the vendor and a party to the contract, Zonar is in compliance with all applicable Federal Transit Administration (FTA) procurement certification requirements. Action to be Taken Under this contract the Zonar system will be purchased for $74,000, funded 100% with , approved FT A American Recovery Reinvestment Act (ARRA) grant funds. By purchasing the s Zonar system "piggyback" on the Pennsylvania CSIU contract, GRTC will realize an estimated savings of $56,000; to purchase the same system outside of this contract would cost an estimated $130,000. Based on interviews and demonstrations, comparable vehicle inspection and GPS systems cost as much as $500,000 to $800,000. A purchase order to acquire the Zonar system "piggyback" on the Pennsylvania CSIU contract will be issued directly to Zonar after May 20,2010. In accordance with the language set forth in the Board's June 18, 2001, resolution, such action will not be taken until five business days after the date of this letter. Please advise if there are any questions or more information is needed regarding the above referenced action. Thank you. ~ Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel '/~~::L ',. .' .~un';:;" CITY OF ROANOKE OFFICE OF THE CITY MANAGER Noel C. Taylor Municipal Building 215 Church Avenue, S,W., Room 364 Roanoke, Virginia 24011-1591 Telephone: (540) 853-2333 Fax: (540) 853-1138 City Web: www,roanokeva,gov i)i V April 19, 2010 Honorable David A. Bowers, Mayor Honorable Sherman P. Lea, Vice Mayor Honorable M. Rupert Cutler, Council Member Honorable Gwendolyn W. Mason, Council Member Honorable Anita J. Price, Council Member Honorable Court G. Rosen, Council Member Honorable David B. Trinkle, Council Member Dear Mayor Bowers and Members of City Council: Subject: Special Stockholders Meeting to Discuss the Proposed Structure of the GRTC Board of Directors As representatives of the sole Stockholder of Greater Roanoke Transit Company (GRTC), a majority of City Council appoints the GRTC Board of Directors at the annual June Stockholders meeting. The current practice is for City Council, as the representatives of the sole Stockholder, to appoint themselves as the seven members of GRTC Board of Directors and function in that capacity for one year terms. Council has expressed a desire to restructure and diversify the membership of the GRTC Board of Directors by appointing to the Board some individuals other than City Council members. Staff has shared with City Council information on how other localities appoint as Board of Directors for their public transportation organizations. Also, staff has received feedback and recommendations from individual Council members on how they would like to see future GRTC Board of Directors structured. To facilitate the annual Stockholders meeting which will take place on June 21, 2010, several options are available for the GRTC Board of Directors structure. Such options are presented below for your consideration and direction to staff. Option #1 Leave the Board membership structure as it currently is and appoint the members of City Council as the GRTC Board members. Option #2 (Staff Recommended Structure) Board membership to be comprised of: 2 Members of City Council (could be Mayor and Vice Mayor). Honorable Mayor and Members of City Council April 19, 2010 \, Page 2 1/ 2 Members of City Staff (l representative designated by the City Manager's Office, and 1 representative designated by the Director of Finance). '-1 Member from a regional user of the bus system (Vinton, Salem). 1 Member representative from the Physically Challenged Community (e.g. ~c>(Mayor's Committee for People with Disabilities). ~ 1 Member Citizen at large - (erg. a repre~tative.~.. f frororttthe R~gional ~hamber of COl1;1merce). ~ ~:::-\:" ~ e." _ J.o'~-\~~ ~~ ~~ l.t9/0 Option #3 O~~~ Board Membership to be comprised of: 1 Member of City Council. 2 Members of City staff. 2 Members from a regional user of the bus system. 1 Member representative from the Physically Challenged Community. 1 Member Citizen at large. OPtion #4 Such other configuration(s) as desired and approved by City Council as representatives of the sole Stockholder, the City of Roanoke. Please note that the GRTC Bylaws provide for the Board to appoint the officers of the Corporation, including the President and Vice President. After a majority of City Council, acting as representatives of the sole Stockholder, determines the preferred GRTC Board membership, provides direction for staff on providing appropriate information to City Council, and appoints the GRTC Board members on June 21, 2010 at the annual Stockholders meeting, the auxiliary issues raised by individual City Council members will be addressed with the new GRTC Board of Directors. For example, how often the Board will meet, term limits, reporting frequency to City Council, Board Liaison members (County, School representatives), Board President, and Board Vice President. Your direction on this matter is greatly appreciated. Christopher P. Morrill City Manager c: Stephanie M. Moon, City Clerk William M. Hackworth, City Attorney Ann H. Shawver, Director of Finance James Grigsby, Assistant City Manager for Operations , GREATER ROANOKE TRANSIT COMPANY STOCKHOLDER SPECIAL MEETING APRIL 19, 2010 1 :30 P.M. COUNCIL CHAMBER AGENDA 1 . Call to Order - Roll Call. 2. Statement of Purpose. President Bowers. 3. Adjourn. K:\GRTC.10\Special Stockholder Meeting Agenda.doc , GREATER ROANOKE TRANSIT COMPANY April 5, 2010 David A. Bowers, Mayor Sherman P. Lea, Vice-Mayor M. Rupert Cutler Gwendolyn W, Mason Anita J, Price Court G, Rosen David B, Trinkle Dear Mayor Bowers and Members of the Roanoke City Council: Pursuant to Article II, Sections 2 and 3, of the By-laws of the Greater Roanoke Transit Company, I am calling a special meeting of the Stockholders of the Greater Roanoke Transit Company on Monday, April 19, 2010, pt 1 :30 p,m" in the City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., City of Roanoke, Virginia. The purpose of the special meeting is to provide staff with direction for the preferred structure of the GRTC Board to be appointed at the Annual Stockholder Meeting of the Greater Roanoke Transit Company Board of Directors on Monpay, June 21, 2010, at 1 :30 p,m" in the City Council Chamber,' , Sincerely, ~h).~~ Stephanie M. Moon, CMC City Clerk /smm pc: Christopher p, Morrill, City ManagerNice President of Operations, GRTC William M. Hackworth, City Attorney/General Counsel, GRTC Ann H. Shawver, Director of Finance/Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant City Attorney/Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DAT A\CKSM1\GRTC,1 O\Special Meeting Notice,doc ~ , ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia April 22, 2010 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of March 2010 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the nine months (year-to-date) of this fiscal year. Operating income through March of FY 10 is 5.3% or $93,581 below last year as presented in the accompanying financial statement. This reduction is primarily due to a decrease in operating revenue in the amount of $67,007 or 4.4%. The operating expense for GRTC of $5.6 million through March represents a decrease of 3.3% or $192,594 compared to March 2009. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $4 million through March have decreased 7.1% or $306,205 compared to March 2009. The reduction is primarily due to a decrease in State and City of Roanoke subsidies compared to March 2009. ODeratin~ Income Operating income is lagging behind budget estimates and we expect this to continue through the current fiscal year. The current revenue shortfall for FY10is projected at approximately $143,855 or 6% compared to the adopted budget. Commentaries on significant variances are shown below. Operating Revenues including bus fares and sales of passes decreased 4% or $67,007 compared to FY 09 due to decreases in passenger rides. Passenger rides have decreased 9.8% or 189,013 compared to March 2009. Advertising Revenue for advertising on GRTC buses have decreased 19% or $18,363 compared to March 2009. Purchases for advertising on the buses have declined due to current economic conditions, Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982,2703 · www,valleymetro,corn "',i,', David A. Bowers, President and Members of the Board of Directors GRTC Financials April 22, 2010 Page 2 ODeratimz EXDenses Operating expenses are 3.3% or $192,594 under budget. The reduction is largely driven by a reduction in the purchases of Materials and Supplies of 21.8% or $257,871. Expense variances are discussed in the following sections. FrinRe Benefits have increased 6.6% or $66,475 compared to March 2009. This increase is primarily due to increases health insurance coverage for $33,717 and worker's compensation insurance for $18,870. Materials and Supplies have decreased $257,871 compared to March 2009. This decrease is primarily due to a reduction in the cost of fuel in the current period. GRTC's fuel purchases in the current period decreased 23% or $199,728 compared to fuel purchases in March 2009. Purchased Transportation for demand response and services for colleges have decreased 5% or $29,937 compared to last year. This decrease is due to the use of Job Access and Reverse Commute (JARC) funds by the Company's service provider Unified Human Services, Inc. The use of JARC funds reduces the Company's expenses for eligible rides by 50%. The total reduction for GRTC through March 2010 is $25,461. Subsidies The subsidy decrease of 7.1% or $306,205 is primarily due to decreases in State and City of Roanoke subsidies compared to March 2010. The Department of Rail and Public Transportation (DRPT) state funding decreased 10.2% or $106,548 compared to FY 09 due to a reduction in the amount of funding by the st~te in FY 2010. The DRPT allowed GRTC to utilize ARRA operating assistance in the amount of $240,547 in order to recover the reduction in funding. The local grants decreased 16% or $206,703 primarily due to a decrease in the City of Roanoke's subsidy of 20% or $207,207. The reduction is primarily due to service reductions and other related budgetary reductions of approximately $300,000 for FY 10 compared to FY 09, No action by the Board is needed on this matter. David A. Bowers, President and Members of the Board of Directors ,"Y' GRTC Financials April 22, 2010 Page 3 Cc: Vice President of Operations Treasurer Secretary Legal Counsel GRTC Liaison , >- ~ p. ~ o U >-E- ZZ-O <C.u~o P.~E<'l ~.u <l,) , 00...;:;; U<Cv.;..c t:~~~ 1Zl~~~ Z,-- 0.. bIl <C!:;><C ~ IZl .u .- E-Z;;l"8 ~~~~ OE-S~ Z<COJO <c:zt~ ~o~8 ~ ~ gp,- .u - ,- Z E->sOJ <czOJ;S Ulll:: 0.. ... ~.uOo OE- l.I.. 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E- - OJ Z '?f:. o o o o o ~ ~ !1 '?f:. o o ..; \0 ~I ~1 .-.. 00 '" g <l,) a o '" .E ., z , GREATER 'ROANOKETRANSrr COMPANY SUMMARY Of STATEMENT OF NET ASSETS 3/31/2010 3/31/2009 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 686,676.06 $ 782,280.47 -12% ACCOUNTS RECEIVABLE $ 1,418,625.65 $ 1,749,860.68 -19% INVENTORY $ 405,539.38 $ 381,324.28 6% FIXED ASSETS FIXED ASSETS $ 29,199,231.79 $ 26,578,493.24 10% ACCUMULATED DEPRECIATION $ (13,554,981.39) $ (11,686,609.22) 16% NET FIXED ASSETS $ 15,644,250.40 $ 14,891,884.02 5% PREPAYMENTS $ 69,381.59 $ 52,571.27 32% TOTAL ASSETS $ 18,224,473.08 $ 17,857,920.72 2% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 332,248.82 $ 205,293.43 62% PAYROLL LIABILITIES $ 211,332.15 $ 193,074.66 9% OTHER LIABILITIES $ 469,873.37 $ 727,378.10 -35% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,571,840.80 $ 5,789,425.23 -4% DEPRECIATION EXPENSE $ (1,420,611.49) $ (1,342,570.43) 6% RETAINED EARNINGS $ 10,728,620.65 $ 10,863,093.46 -1% CAPITAL CONTRIBUTIONS $ 2,233,573.00 $ 1,117,439.00 100% NET INCOME (LOSS) $ 97,590.78 $ 304,782.27 -68% TOTAL CAPITAL $ 17,211,018,74 $ 16,732,174.53 3% TOTAL LIABILITIES & CAPITAL $ 18,224,473.08 $ 17,857,920.72 2% ~ GREATER ROANOKE TRANSIT COMPANY June 17,2010 David A. Bowers, Mayor Sherman P. Lea, Vice Maydr M. Rupert Cutler Gwendolyn W. Mason Anita J. Price Court G. Rosen David B, Trinkle Dear Mayor Bowers and Members of the Council: The Annual Meeting of the Stockholder's of the Greater Roanoke Transit Company will be held on Monday, June 21, 2010, at 1 :30 p.m., in the City Council Chamber, fourth floor, NoelC. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. I am attaching copy of the minutes of the Annual Meeting held on Monday, June 15, 2009; and minutes of a special meeting held on Monday, April 19, 2010. Sincerely, ~ )--),."'n\ I)llYJ Stephanie M. Moon ~ Secretary r" Attachment pc: The Honorable William D. Bestpitch, Council Member-Elect The Honorable Raphael E. Ferris, Council Member-Elect Christopher P. Morrill, City Manager William M. Hackworth, City Attorney Ann H. Shawver, Director of Finance Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl Palmer, General Manager, Valley Metro L:\CLERK\DATA\CKSMl\GRTC.lO\Annual Stockholders' Call Letter and Agenda,doc -t,... o STOCKHOLDER'S ANNUAL MEETING GREATER ROANOKE TRANSIT COMPANY MONDAY, JUNE 21, 2010 1 :30 P.M. I CITY COUNCIL CHAMBER AGENDA 1 . Call to Order - Roll Call. 2. Approval of minutes: Annual Stockholder's meeting held on Monday, June 15, 2009; and a special meeting of the Stockholder held on Monday, April 19, 2010. 3. Statement of Purpose. President David A. Bowers. The purpose of the meeting is to entertain nominations for the election of Directors of the Greater Roanoke Transit Company for a term of one year, commencing July 1, 2010. 4. A communication from the City Manager recommending a slate of candidates for consideration as representatives of the sole stockholder, the City of Roanoke. 5. Adjourn. L:\CLERK\DA T A \CKSM 1 \GRTC,I O\Annual Stockholders' Call Letter and Agenda,doc CITY OF ROANOKE OFFICE OF THE CITY MANAGER Noel C. Taylor Municipal Building 215 Church Avenue, S.W" Room 364 Roanoke, Virginia 24011-1591 Telephone: (540) 853-2333 Fax: (540) 853-1138 City Web: www,roanokeva,gov June 21,2010 Honorable David A. Bowers, Mayor Honorable Sherman P. Lea, Vice Mayor Honorable M. Rupert Cutler, Council Member Honorable Gwendolyn W. Mason, Council Member Honorable AnitaJ. Price, Council Member Honorable Court G. Rosen, Council Member Honorable David B. Trinkle, Council Member Dear Mayor Bowers and Members of City Council: Subject: Election of GRTC Board of Directors Background: At the regular 9:00 a.m. City Council meeting of April 5, 2010, Council received a briefing on the Greater Roanoke Transit Company (GRTC) Board composition. Subsequent to that briefing, on April 19, 2010, City Council convened in a special meeting as GRTC stockholder representatives and directed City management to bring forth a recommended slate of GRTC Board Members based on the following composition: · 2 Members of City Council · 2 City Staff Members · 1 Regional Customer · 1 Representative of the Physically Challenged Community · 1 Citizen at Large Recommended Action: On June 21, 2010 at 1 :30 p.m., the annual meeting of GRTC stockholders will take place, which includes the election of persons to the GRTC Board for a one (1) year term, from July 1, 2010 to June 30, 2011. The following is City staff's recommended slate of candidates for consideration by Council as representatives of the sole stockholder, the City of Roanoke, Virginia: ,,' Honorable Mayor and Members of City Council June21,2010 Pag e 2 · 2 Members of City Council - recommend Mayor Bowers and Vice Mayor elect Trinkle · 2 City Staff Members - recommend Mr. John Bingham, Assistant Director of Finance and Mr. Mark Jamison, Manager of Transportation · 1 Regional Customer - recommend Consuella Caudill, Assistant Town Manager, Town of Vinton · 1 Physically Challenged Representative - recommend Ms. Karen Michalski-Karney, Past President of the Mayor's Committee for the Disabled · 1 Member-at-Large - recommend Ms. Nicole Hall, Director of Community Relations for Downtown Roanoke Inc. If the representatives of the sole stockholder accept and elect this recommended slate of GRTC Board members, the Secretary of GRTC will be directed to call and coordinate a GRTC Board of Directors meeting to take place as soon as possible in July 2010. c: Stephanie M. Moon, City Clerk William M. Hackworth, City Attorney Ann H. Shawver, Director of Finance James Grigsby, Assistant City Manager for Operations Carl L. Palmer, General Manager of GRTC '~ GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 30, 2010 The Honorable David A. Bowers, Mayor 215 Church Avenue S.W., Suite 456 Roanoke, Virginia 24011 Dear Mayor Bowers: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 21, 2010, you were appointed as a member of the Board of Directors for a one year term, beginning July 1,2010 and ending June 30, 2011. I am enclosing two copies of an Oath of Office which should be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W. One copy of the Oath of Office should be returned to Room 456 in the Noel C. Taylor Municipal Building. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing a copy of the 2009 Virginia Freedom of Information Act and a document from the Virginia Freedom of Information Act Advisory Council dated June 18, 2010, with the 2010 updates. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is, required to "read and become familiar with the provisions of the Act." lX, //~ Jonathan ~ Assistant Secretary JEC Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke,Virginia 24032 James Grigsby, Assistant City Manager for Operations Gary Tegenkamp, Assistant City Attorney ~. Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, David A. Bowers, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Board of Directors for the Greater Roanoke Transit Company for a one year term, beginning July 1, 2010 and ending June 30, 2011, according to the best of my ability (So help me God). SYQc15~ Subscribed and sworn to before me this (O~day O~201 O. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT ..~ -'~ GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 30, 2010 The Honorable David B. Trinkle, Vice-Mayor Elect 215 Church Avenue S.W" Suite 456 Roanoke, Virginia 24011 Dear Vice-Mayor Elect Trinkle: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 21, 2010, you were appointed as a member of the Board of Directors for a one year term, beginning July 1, 2010 and ending June 30, 2011. ' I am enclosing twb copies of an Oath of Office which should be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W. One copy of the Oath of Office should be returned to Room 456 in the Noel C. Taylor Municipal Building. Pursuant to Section 2,2-3702, Code of Virginia (1950), as amended, I am enclosing a copy of the 2009 Virginia Freedom of Information Act and a document from the Virginia Freedom of Information Act Advisory Council dated June 18, 2010, with the 2010 updates. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required to "read and become familiar with the provisions of the Act." JEC Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O, Box 13247, Roanoke,Virginia 24032 James Grigsby, Assistant City Manager for Operations Gary Tegenkamp, Assistant City Attorney 'k '-~ GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 30, 2010 John Bingham Assistant Director of Finance Roanoke, Virginia 24011 Dear Mr. Bingham: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 21,2010, you were appointed as a member of the Board of Directors for a one year term, beginning July 1,' 2010 and ending June 30, 2011. I am enclosing two copies of an Oath of Office which should be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W, One copy of the Oath of Office should be returned to Room 456 in the Noel C. Taylor Municipal Building. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing a copy of the 2009 Virginia Freedom of Information Act and a document from the Virginia Freedom of Information Act Advisory Council dated June 18, 2010, with the 2010 updates. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required to "read and become familiar with the provisions of the Act" Jonathan E. Cra Assistant Secretary JEC Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P,O. Box 13247, Roanoke,Virginia 24032 James Grigsby, Assistant City Manager for Operations Gary Tegenkamp, Assistant City Attorney , Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, John Bingham, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Board of Directors for the Greater Roanoke Transit Company for a one year term, beginning July 1, 2010 and ending June 30, 2011, according to the best of my ability (So help me God). f)L iJin~ # Subscribed and sworn to before me this --L day of ~l:::J 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT Q ]) ''f<< <f-y BY ~~ ,CLERK \f" ~. ~, GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 30, 2010 Mr. Mark Jamison Manager of Transportation Roanoke, Virginia Dear Mr. Jamison: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 21,2010, you were appointed as a member of the Board of Directors for a one year term, beginning July 1, 2010 and ending June 30,2011. I am enclosing two copies of an Oath of Office which should be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W. One copy of the Oath of Office should be returned to Room 456 in the Noel C. Taylor Municipal Building. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing a copy of the 2009 Virginia Freedom of Information Act and a document from the Virginia Freedom of Information Act Advisory Council dated June 18, 2010, with the 2010 updates. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required to "read and become familiar with the provisions of the Act." JEC Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O, Box 13247, Roanoke,Virginia 24032 James Grigsby, Assistant City Manager for Operations Gary Tegenkamp, Assistant City Attorney F Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Mark Jamison, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Board of Directors for the Greater Roanoke Transit Company for a one year term, beginning July 1, 20,1 0 and ending June 30, 2011, according to the best of my ability (So help me God). 110.1 0 fl~ ( ~ Subscribed and sworn to before me this 1..1.. day of -r- 201 O. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY ~P. o...J:1~ , CLERK \ , GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 30, 2010 Consuella Caudill, Assistant Town Manager Town of Vinton 311 S. Pollard Street Vinton, VA 24179 Dear Ms. Caudill: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 21, 2010, you were appointed as a member of the Board of Directors for a one year term, beginning July 1,2010 and ending June 30, 2011. I am enclosing two copies of an Oath of Office which should be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W, One copy of the Oath of Office should be returned to Room 456 in the Noel C. Taylor Municipal Building, Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing a copy of the 2009 Virginia Freedom of Information Act and a document from the Virginia Freedom of Information Act Advisory Council dated June 18, 2010, with the 2010 updates. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required to "read and become familiar with the provisions of the Act." Sin erely /t.~ Jonathan E, Cra Assistant Secret y JEC Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P,O. Box 13247, Roanoke,Virginia 24032, James Grigsby, Assistant City Manager for Operations Gary Tegenkamp, Assistant City Attorney. , OattJ or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Consuella Caudill" do s'olemnly affirm that I will support .the , I ' Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Board of Directors for the Greater Roanoke Transit Company for a one year term, beginning July 1, 2010 and ending June 30, 2011, according to the best of my ability (So help me God). ~ :. GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 30, 2010" Karen Michalski-Karney, Past President Mayor's Committee for Disabled Blue Ridge Independent Living Center 1502 Williamson Road, N. E.-Suite B Roanoke, Virginia 24012-5100 Dear Ms. Michalski-Karney:' At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 21,2010, you were appointed as a member of the Board of Directors for a one year term, beginning July 1,2010 and ending June 30, 2011. "\ I am enclosing two copies of an Oath of Office which should be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City CourtsFacility, 315 Church Avenue, S,W, One copy of the Oath of Office should be returned to Room 456 in the Noel C. Taylor Municipal Building. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing a copy of the 2009 Virginia Freedom of Information Act and a document from the Virginia' Freedom of Information Act Advisory Council dated June 18, 2010, with the 2010 updates. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required to "read and become familiar with the , provisions of the Act." JEC Enclosure pc:. Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke,Virginia 24032 James Grigsby, Assistant City Manager for Operations Gary Tegenkamp, Assistant City Attorney , Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: \ I, Karen M.ichalski-Karney, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Board of Directors for the Greate'r Roanoke Transit Company for a one year term, beginning July 1, 2010 and ending June 30, 2011, according to the best of my ability (So help me God). . ~~IULM. rl~ - ~~ Subscribed and sworn to before me this ~day Of~010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT B J v , GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 30, 2010 Nicole Hall, Director of Community Relations Downtown Roanoke, Inc. 213 Market Street Southeast Roanoke, VA 24011-1801 Dear Ms. Hall: 'I At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 21, 2010, you were appointed as a member of the Board of Directors for a one year term, beginning July 1, 2010 and ending June 30,2011. I am enclosing two copies of an Oath of Office which should be administered by the Clerk of t~e Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S.W. One copy of the Oath of Office should be returned to Room 456 in the Noel C. Taylor Municipal Building. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing a copy of the 2009 Virginia Freedom of Information Act and a document from the Virginia Freedom of Information Act Advisory Council dated June 18, 2010, with the 2010 updates. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required to "read and become familiar with the provisions of the Act." JEC Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke,Virgi~ia 24032 James Grigsby, Assistant City Manager for Operations Gary Tegenkamp, Assistant City Attorney , Oath or Affirmation of Office '. Commonwealth of Virginia, City of Roanoke, to-wit: I, Nicole Hall, do solemnly .affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as a member of the Board of Directors for the Greater Roanoke Transit Company for a one year term, beginning July 1, 2010 and ending June 30, 2011, according to the best of my ability (So h1f;Jc;/J.ff Subscribed and sworn to before me this a~y Of~ 201 O. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY ,~:~ i~\ ~/ '~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 15, 2010 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that a meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, July 19, 2010, at 1 :00 p.m., in the Emergency Operations Center Conference Room, Room. 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely; ~~!:" ~ Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.1 O\July 19 Meeting Notice.doc ~'. ;~, GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 19, 2010 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1 . Call to Order. 2. Roll Call. Director Caudill arrived late/Director Karney and Vice-Mayor Trinkle were absent. 3. Approval of Minutes: Regular meeting held on June 21, 2010. Reading of the minutes was dispensed with and approved as recorded. 4. Reports of Officers: a. Secretary: 1. Election of Officers. Appointed the Mayor as President, Vice-Mayor as Vice-President, City Manager as Vice-President of Operations, Assistant City Manager for Operations as Vice-President of Operations, City Clerk as Secretary, Deputy City Clerk as Assistant Secretary, Director of Finance as Treasurer, and City Attorney as Registered Agent for one year terms of office, commencing July 19. b. General Manager: 1 . Review of Orientation Notebook. 2. Review of Disposal Policy. L:\CLERK\DATA\CKSM1\GRTC.10\July 19, 2010 Action Agend.doc "'\ 5. Other Business. The Mayor advised that the GRTC Board of Directors would meet on Monday, August 16, Monday, September 20 and Monday, October 18at 1 :00 p.m., in the EOC Conference Room, Room 159, first floor, 215 Church Avenue; and at the Monday, October 18 meeting, a meeting schedule for the remainder of the appointment year would be discussed and agreed upon. 6. Adjournment. L:\CLERK\DATA\CKSM1\GRTC.10\July 19, 2010 Action Agend.doc ~. b.l. , GREATER ROANOKE TRANSIT COMPANY aOARD OF DIRECTORS July 19, 2010 David A. Bowers, President Sherman P. Lea, Vice-President Dear President Bowers and Members of the Board: Article V, Officers, of the By-Laws of the Greater Roanoke Transit Company provides that the Board of Directors, promptly after their election each year, shall elect a Pre~ident, one or more Vice-Presidents, a Secretary, a Treasurer and such other officers as the Board deems appropriate to serve for a term of one year each, commencing upon the date of their election or until their respective successors are elected and have duly qualified. Officers currently serving are: David A. Bowers, President Sherman P. Lea, Vice~President Christopher P. Morrill, Vice-President of Operations James Grigsby, Assistant Vice-President of Operations Stephanie M. Moon, Secretary Jonathan E. Craft, Assistant Secretary Ann H. Shawver, Treasurer William M. Hackworth, Registered Agent and General Counsel Sincerely, ~~.~ Secretary pc: Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DAT A\CKSM1\GRTC.1 O\Election of Officers.doc , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 3,.2010 Ann H. Shawver Treasurer Greater Roanoke Transit Company Roanoke, Virginia Dear Ms. Shawver: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company which was held on Monday, July 19, 2010, you were reappointed as Treasurer of the Greater Roanoke Transit Company, for a term ending June 30, 2011. Enclosed you will find an Oath or Affirmation of Office which may be administered by the Clerk cd the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 ChurchAvenue, S. W. Please return one copy of the Oath of Office to F300m 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Sincerely, . if:tL M. r1") ~ Stephanie M. Moon l Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 " Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Ann H. Shawver, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Treasurer of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). ' , Subscribed and sworn to before me this _ day of 2010. . BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY , CLERK " GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 3, 2010 Jonathan E. Craft Assistant Secretary Greater Roanoke Transit Company Roanoke, Virginia . Dear Mr. Craft: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company which was held on Monday, July 19, 2010, you were reappointed as Assistant Secretary of the Greater Roanoke Transit Company for a term ending June 30,2011. Attached you will find an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Sincerely, ~m. Yl'JONV Stephanie M. Moon Assistant Secretary . Attachment pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke,- Virginia 24032 " Oath or Affirmation of Office _Commonwealth of Virginia, City of Roanoke, to-wit: I, Jonathan E. Craft, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Assistant Secretary of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). Subscribed and sworn to before me this _ day of 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY ,CLERK '-: GREATER ROANOKE TRANSIT COMPANY ( BOARD OF DIRECTORS August 3, 2010 James Grigsby Assistant Vice-President of Operations Greater Roanoke Transit Company Roanoke, Virginia . Dear M L Grigsby: At a special meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 19, 2010, you were reappointed as Assistant Vice-President of Operations of the Greater Roanoke Transit Company, for a term ending June 30, 2011. Enclosed you will find an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Sincerely, M~ h-J. h')l)""; Stephanie M. Moon J Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 , Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: J, James Grigsby, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Assistant Vice-President of Operations of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). . Subscribed and sworn to before me this _ day of 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY , CLERK "-- , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 3, 2010 Christopher P. Morrill Vice-President of Operations. . Greater Roanoke Transit Company Roanoke, Virginia Dear Mr. Morrill: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 19, 2010, you were reappointed as Vice-President of Operations of the Greater Roanoke Transit Company for a term ending June 30, 2011. Enclosed you will find an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. . Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within. two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Sincerely, W~. '"' 'tn. 'n-)b~ Stephanie M. Moon Secretary Enclosure pc: Carl L. Palmer,. General Manager, Valley Metro, P. O. Box 13247, Roanoke, . Virginia 24032 , Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to':wit: I, Christopher P. Morrill, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and ;mpartially discharge and perform all the duties incumbent upon me as Vice-President of Operations of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). Subscribed and sworn to before me this _ day of 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY , CLERK , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 3, 2010 The Honorable David B. Trinkle Vice-Mayor Roanoke, Virginia . Dear Vice-Mayor Trinkle: / At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company. held on Monday, July 19, 2010, you were appointed as Vice-President of the Greater Roanoke Transit Company, for a term ending June 30, 2011. I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor . Municipal Building prior to serving in the capacity to which you were appointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." · Xn. OjO~ Stephanie M. Moon Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 , Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, David B. Trinkle, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Vice-President 'of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). Subscribed and sworn to before me this _ day of 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY , CLERK " ( I . :~ , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 3, 2010 'v David A. Bowers President Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company held on Monday, July 19, 2010, you were reappointed as President of the Greater RoanokeTransit Company for a term ending June 30,2011. , I am enclosing an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. W. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." l~ k. ~m. 1""lJ'()~ Stephanie M. Moon Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 .') Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, David A. Bowers, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as President of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). I Subscribed and sworn to before me this _ day of 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY , CLERK ~'> GREATER ROANOKE TRANSIT COMPANY , BOARD OF DIRECTORS August 3, 2010 David A. Bowers, President David B. Trinkle, Vice-President John Bingham Consuella Caudill Nicole Hall . Mark Jamison Karen Michalski-Karney Ladies and Gentlemen: At the regular meeting of the Greater Roanoke Transit Company, Board of Directors held on Monday, July 19, 2010, the President announced that the Board of Directors will meet at 1 :00 p.m., in the Emergency Operations Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia, on the following dates: Monday, August 16,2010. Monday, September 20, 2010 Monday, October 18, 2010 ' Furthermore, the Mayor advised that a meeting schedule for the remainder of the fiscal year will be discussed and agreed upon at the October 18 Board meeting. Sincerely, .~ m. h1bcw Stephanie M. Moon . l Secretary pc: Christopher P. Morrill, Vice-President of Operations, GRTC James Grigsby, Assistant Vice-President of Operations, GRTe William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L\CLERK\DA T A \CKSM1 \GRTC.l O\Ju1y 19, 201 0 correspondence.doc 0'7 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 3, 2010 Stephanie M. Moon Secretary Greater Roanoke Transit Company Roanoke, Virginia Dear Ms. Moon: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company which was held on Monday, July 19, 2010, you were reappointed as Secretary of the Greater Roanoke Transit Company for a term ending June 30, 2011. { Attached you will find an Oath or Affirmation of Office which may be administered by the Clerk of the Circuit Court of the City of Roanoke, located on the third floor of the Roanoke City Courts Facility, 315 Church Avenue, S. w. Please return one copy of the Oath of Office to Room 456 in the Noel C. Taylor Municipal Building prior to serving in the capacity to which you were reappointed.. Pursuant to Section 2.2-3702, Code of Virginia (1950), as amended, I am enclosing copy of the Virginia Freedom of Information Act. The Act requires that you be provided with a copy within two weeks of your appointment and each appointee is required "to read and become familiar with provisions of the Act." Sincerely, Attachment pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 (~, j Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: J, Stephanie M. Moon, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Secretary of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). Subscribed and sworn to before me this _ day of 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT BY , CLERK J\. ~~ ~ . Greater Roanoke Transit Company Board of Directors Meeting July 19, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Board Orientation Notebook At its June 21, 2010 meeting, the Greater Roanoke Transit Company (GRTC) stakeholder embodied in the Roanoke City Council approved the appointment of each you to the GRTC Board of Directors. On behalf of the GRTC staff, I congratulate you, I welcome you, and I thank you for accepting the responsibility of governing the policies and practices of GRTC. I. This Board Orientation Notebook is designed to provide insight into and working knowledge of the GRTC organization, from its Articles of Incorporation and By Laws to its personnel and operating characteristics. I look forward to working with each of you. We have much to do, beginning with a review of fiscal and operating constraints, current and future capital projects, followed by the establishment of a fixed mission supported by annual goals on a fiscal year basis. You have my unwavering commitment and that of the entire GRTC organization to aid and support the Board in its efforts to meet and transcend these and other challenges that lie ahead. Thanks again. itted, I Carl L.j Palmer Gener~1 Manager I c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel . Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.valleymetro.com . . . .~ GREATER ROANOKE TRANSIT COMPANY TABLE OF CONTENTS History and Overview of GRTC........................................... ..Section 1 Operating Characteristics..................................................... .Section 2 Insurance Coverages........................................................... . Section 3 Legal Documents................. .............................. .................. .Section 4 Operating Budget and Grants.............................................. . Section 5 Contract Authorization and Procurement Policy..................Section 6 Board Meeting Schedule Policy........................ ................. ....Section 7 Inserts: Brochures (Valley Metro, Smart Way, Starline Trolley) Bargaining Unit Agreement between SVTMC and Amalgamated Transit Union A.F.L.-C.I.O.-C.L.C Local Union 1493 ~ .d . History and Overview of Greater Roanoke Transit Company The Greater Roanoke Transit Company, doing business as Valley Metro, is a private, non-profit, public service organization wholly owned by the City of Roanoke. Operations began in 1975 when what had been a privately owned transit system, the Roanoke City Lines, went public. The GRTC Board of Directors governs the policies and operational procedures. Today, Valley Metro proVides a comprehensive range of transportation services to the residents of the , greater Roanoke Valley area. Offering bus service along fixed routes (Valley Metro), the Star Line Trolley (a free service) running from the Market Center to Carilion Memorial Hospital, service special services for the disabled (STAR), commuter service to the New River Valley (Smart Way), and special event shuttle buses, Valley Metro is committed to meeting the needs of area commuters. Effective January 20, 2010 GRTC entered into a transit management contract with First Transit, Inc for the management of GRTC operational facilities. The contract has an initial term of five (5) years, with five (5) one (1) year renewal terms. The General Manager and Assistant General Manger are employees of First Transit, Inc. and the remainder of the staff are employees of Southwestern Virginia Transit Management Company, Inc., a sub corporation of First Transit. Funding sources include operating and capital grants from federal, state, and local agencies including the Federal Transit Administration (FTA), the Virginia Department of Rail and Public Transportation, and the City of Roanoke. Additional sources of funding include fare box revenues, advertising revenues, and the sale of passes. . Valley Metro is headquartered in the Roy Z. Meador Operations, Maintenance and Administrative Facility, located at 1108 Campbell Avenue, S.E. The two-level facility houses management offices, and the transportation, administrative and maintenance departments. The 70,000 square foot facility features a shop and garage area on the second level, which is accessed by ramps on either side of the building. Our team of skilled mechanics in Valley Metro's "state-of-the-art" facility does all bus repair, paint and bodywork, and engine rebuilding in-house. The Administrative, Transportation, and Maintenance offices are located on the second level, as are the Dispatch Center, conference rooms and employee lounge and recreation area. The first level of the building features a service area with automatic bus wash and indoor parking for the fleet of 47 buses including 4 recently acquired MCI Coaches. Office hours are 7:30 a.m. to 4:30 p.m. Monday through Friday, and the telephone number is 982-2222. The office is closed on holidays The Campbell Court Transportation Center, owned by GRTC, is situated in the heart of the downtown Roanoke business and shopping districts. Located at 17-31 West Campbell Avenue, Campbell Court is just a block away from Roanoke's Historic City Market, where a variety of festivals and events take place throughout the year. Also nearby is Center in the Square, a cultural arts facility. . Behind the beautifully restored nineteenth century facades, Campbell Court features a recently renovated Transportation Center, Parking Garage, and modern office, retail and restaurant space. On the ground level, Valley Metro's Transportation Center provides passenger information, ticket sales, and a comfortable lobby for transit patrons. The terminal serves as a central hub for easy transfer onto Valley Metro buses or other modes of transportation. A Greyhound bus station is located in the terminal, and the facility also features a 104-space parking garage for private vehicles, with parking available at monthly rates. Greater Roanoke Transit Company P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305. Fax: 540.982.2703 . www.valleymetro.com -. ..... ~. -~ . Facts at a Glance Operations began 1975 General Manager - Carl Palmer Asst. General Manager - Leon Alder Service Area: City of Roanoke City of Salem Town of Vinton New River Valley Hours of Operation: Valley Metro - 5:45 AM - 8:45 PM Smart Way - 5: 15 AM - 9:40 PM Trolley - 7:00 AM ~ 7:00 PM Office - 7:30 AM - 4:30 PM . Fares: Valley Metro $1.50 Smart Way $4.00 STAR - $3.00 Discount Fare $.75 City of Roanoke Students (age 11-18) $.75 Discount Fare $2.00 Service Levels*: . 18 Routes . 20 Buses during off Peak service hours . 34 Buses during the Peak hours (6:15 am - 9:15 am & 3:45 pm - 6:45 pm) Special Services: · Specialized Transit Arranged Ride (STAR) for people with disabilities · Smart Way commuter service between Roanoke and New River Valley . Star Line Trolley Service · . Hollins University, Roanoke College and Ferrum College Express Services 112 Employees Bus Operators - 76 Mechanics/Bus Cleaners - 11 Admin Staff/Facility Maint. - 25 . *Includes Trolley & Smart Way services ** Includes special services Greater Roanoke Transit Company P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com " . l!:!!:!I ::c @" y Ql Ql .... ..... Ql = ::J Ql ::J t db :> 0 .... 0 ~ 0:: ::J 0:: <II III 0 "0 Ql '- ~ ~ ~ "0 "0 Ql U .... Ql 0:: Ql .... .~ c @g IYb!I ~ x u 0 u: "0 x III ~ lh!!:!I ~ CN!I Ql u: '- Ql Ql x > .... V'l ~ ~ Ql (Q) u: ~ c C Ql ~ ~ ~ 0 0 Ql 'Vi llll Ql 0 E (5 .... U ;::; .... .... QJ bD = C C 0 .... a.Ql=Ql ~ ~ Ql '- > <C ::J III n; I- :> III U ~ x .~ 8 '6 ~ 0 Ql 3: Ql 0 V'l W;:)QlU ~ 0:: V'l .... $ ~ c 0 ~ n; Wo~~E .... .... :::3 1:: 0 0 0 c C 0:: 'u QJ :.: c:: 2 @g lh!!:!I > > '- :t III III ~ Ql -ons"",, y .... .... III ~ E 0 a. (5::r: ~ ~ Il= ~ u u .... V'l V'l 0:: V'l U l!:!!:!I ~ (Q 0 0 Q 0 0 G [] fill I'31l ~ IY!:!l 0 ~ CN!I >=- = ~ lh!!:!I ~ cd lh!!:!I :dl cd @; ~ <=;) >- ~ IQQ) . . en Ql U .~ ~ Qlo VlV'l ~N .... ::J ~ V'l n; 'u Ql a. V'l , ::c Ql .... U III '- c~ 0"" u"" ~d ~ 00' '-V'l a.V'l ~r:IS ::c Ql .... u III '- .... c o um <C0'l OV'l $111' 0::"" i=E V'l "0 Ql x 0 u: ~ c r:IS ~ 0 oci .... 0 0 C .-t U V'l :> m Ql > - V'l ~ 0 0 III Ql' c: 3: c .... III ~ ::J 0 1:: 0 0 0:: III I- 0:: E V'l CJ)' .,... ::J o <<:~ ~o Ql'<:!' ~o\ Eg (I) O'l rom V'leo 'OM >- .... u Ql' .,... ::J o a:~ ~d1; )(0\ u:~ ~N ot! 16r:1S o~ o::m o~ >- .... u ... , v 4G . Contact List Carl Palmer General Manager Phone: 540-982-0305, ext. 111 Cell Phone: 912-596-6214 FAX: 540-982-2703 Terry Russell Director of Transportation Phone: 540-982-0305, ext. 132 FAX: 540-982-2703 Leon Alder Assistant General Manager Phone: 540-982-0305, ext. 112 Cell Phone: 540-819-8763 FAX: 540-982-2703 John Thompson Director of Maintenance Phone: 540-982-0305, ext. 128 FAX: 540-982-2703 . Stephanie Giles Director of Finance Phone: 540-982-0305, ext. 113 FAX: 540-982-2703 Patti Fornelius Director of Administration & Personnel Phone: 540-982-0305, ext. 115 FAX: 540-982-2703 Robert Broughman Assistant Director of Transportation Phone: 540-982-0305, ext. 131 FAX: 540-982-2703 GRTC ADDRESS 1108 Campbell Avenue, SE Roanoke VA 24013 PO Box 13247 Roanoke VA 24032 GRTC Phone Numbers 540-982-2222 800- 388-7005 . Greater Roanoke Transit Company P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com , . . >- C fa a. E 8 .... c cu Eo cu... Cfto !N fa't 2: fa .....c .U; U c c 1!.2 ....... fa J3 .- .- cc .- fa ~Cft .- .. >0 c .. U cu iI .c .... :I ~ . F'~ I :: ; ... mlt e2! -IU raz A.'- 1:'~ , rac UCD ,~" "',' a.: I. eft cuZ ~- -I! _ cC CD C C 0" cu- ....i cc " I I'~:::-l I ,Q). I . . e: Ie: I nft,O' 1 f.:! ',~, 'II 1- Q. "';' I CU -Q) l"C,e:,u I I. .2lE l'.u.;o,,~q . +.! W ._ .li2 co' ....e:o I.... 'E 'I 'f-o.. ,I I <c, I', '. 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Ft:! :::J Q. e:o. *~~~ ';ft'", ._ Q) Q)e: 10 ~ C C e:..o -0(,I1U1U c o..2U.-.-'- c!8 0:: ~ 'tJ :a ,~ '8 ~Eco15.f.c1;; IO~~E ~= el:=o~ ..,.U ::"'" I ~ e:,g ~e: ~8.:.t. ....::......1- .fJ;.Q) ~~u "'Q) Q) > ""'e: - = e:...... Q) 0 t:: 3: 13 0 jg,~ ~-g~Elrl Vl<CUOCO e:cIO~~ -0 Q. .!!l 01 01 e: -l:::J .- ~ 8~ i ~1l ... e: {!!.I/) 10 ~&: ... 1 0 z ~~ I/) J9 e: o I/) 10 E'- e: 1/).- <c~u. ~_dS ... 13 .5 0:: .t: E ~-o U<c ~ .- >- e: - 10 ... ..c::::J lrl~ ~ c ,2 e .wi ~,- Ii c= I!Ul to- - 1 I!? Q) e:> 10;:: Q) :::J -0 UJ: I/) :::J co I!? .8 e.2:- Q) ... 0.:::J o~ I/) :::J ED I , . . . Greater Roanoke Transit Company and Southwestern Virginia Transit Management Company General Liability Insurance Coverage 1. Commercial insurance package to include, but not necessarily limited to, property and liability coverage for GRTC property, including fire, employee theft coverages, garage keepers liability, and other related coverages. 2. General commercial liability coverage for bodily injury and property damage, medical payments, and personal and advertising injury arising out of GRTC's operations or premises, and other related coverages. 3. Pollution liability coverage, to include coverage for the fuel USTs used to fuel GRTC buses, and other related coverages. 4. Fiduciary liability coverage for GRTC and/or Southwestern Virginia Transit Management Company, Inc. (SvrMC), as a fiduciary for employee benefit plans. 5. Such other insurance coverages as GRTC may need to protect the property and operations of GRTC. ,) . Southwestern Virginia Transit Management Company Employee Benefits Insurance Coverage Life Insurance All active, full-time employees Contract renewal due Oct $15,000 coverage 1, 2010- Contract with Mutual of Omaha Retirees $3,000 coverage (retired after working 10 Contract renewal due Oct years/age 55) 1, 201 O-Contract with Mutual of Omaha One retiree/grandfathered at $3,500 coverage-from Contract renewal due Oct old contract 1, 2010-Contract with Mutual of Omaha As of October 1, 2010- all active employees the life insurance coverage must increase to $18,000 coverage Short Term All full-time Bargaining Unit employees only Contract renewal due Disability As of Oct 1, 2009- $270 per week Oct 1, 2010- Contract Insurance As of Oct 1, 2010- $280 per week with Mutual of Omaha now . Dental Two Contracts: Non-Union contract Insurance Non-Union Employees: renewal due Oct 1, 2010- GRTC pays 100% for employee only. Employee pays Contract with Delta for family members. Dental Premier now Union Employees: GRTC does not pay anything until change on Oct 1, Union contract renewal 2010 with company to pay 50% of employee only. due Mar 1, 2011-Contract Coverage up to $20 per month and employee pays for with Delta Dental Premier familv members. now Health Two plans are offered: HMO and PPO Contract renewal due Jul Insurance GRTC pays 100% of full-time employees 1, 201 O-Contract with GRTC pays 90% of employee and one child Anthem Blue Cross & Blue GRTC pays 75% of employee and children or and Shield family or and spouse Co-pays: $25 reg. doctor $50 specialist , NOTE: Obligated to consult with ATU local union Prescriptions: before any changes are implemented with $10/$20/$35 or 20% medical insurance provider. coinsur~nce (whichever is greater for the third tier RX; Includes Blue View Vision Plan $200 per script maximum; 30 day supply); $1,000 deductible on PPO plan . Referrals Calendar Year (CY) Deductible Calendar Year Limit OOP Lifetime Maximum Doctor visits Preventative Care (from age 7 and older): Preventative care includes checkups, gynecological exam and pap smear, mammography screenings, prostate exam and PSA test, colorectal cancer screenings and any other routine immunizations labs & x-ra s Well bab u to a e 7 Physical (PT), Occupational (OT) and Speech Therapy (ST) Services Chiro ractic Covera e Outpatient Surgery Emergency Room Visits Ambulance Travel Urgent. Care Center Diagnostic Tests Mental Health (MH) or Substance Abuse (SA)Treatment Home Care Services Ke Care 1000 In-Network Not r uired $1,000/individual,$2,000/family $3,000/individual, $6,000/family Unlimited (for in and out-of- network Out tient $25/visit (PCP) and $50 (specialist); 20% coinsurance and c( deductible for services other than the visit No copayment, no coinsurance; unlimited coverage for immunizations, laboratory and x-ray services (including all colorectal cancer screenings) 20% coinsurance 20% coinsurance after C( deductible; $2,000 C( limit for PT and OT combined and $500 C( limit for ST 20% coinsurance after C( deduct. 20% coinsurance after C( deductible 20% coinsurance after C( deductible 20% coinsurance after C( deductible 3 000 C( limit 20% coinsurance after C( deductible 20% coinsurance after C( deductible 20% coinsurance after C( deductible 20% coinsurance after C( deductible HealthKee ers 2S In-Plan Yes r uired for most services None $3,000/individual; $6,000 family Unlimited Ou atient $25/visit (PCP); $50/visit (specialist) $300 pregnancy copayment (maternity - prenatal & postnatal care rendered by OB/GYN $25/visit (PCP); $50/visit (specialist); For a GYN exam, the member is only responsible for a PCP copayment, even if the service is rendered by a participating specialist. If laboratory and x-ray services are rendered by the same provider with an office visit, the member is only responsible for the office visit copayment 25/Visit' 30 visits r member limit $300/Visit $250/visit (waived if admitted) $100 copayment per transport $25/visit (PCP); $50/visit (specialist) Subject to the following copayment: $25/visit (PCP); $50/visit (specialist); $150 copayment for complex diagnostic imaging performed in an office setting includes: MRI, MRA, MRS, cr Scan, PET scan and Nuclear Cardiology; $50 for all other x-ray services $20/visit (medication management, individual therapy sessions up to 30 minutes in duration, group therapy session); $30/visit for all other outpatient mental health and substance abuse visits $50 copayment per calendar month Anthem 2010-2011 Skilled Nursing Medical Equipment, A liance and Su lies Dialysis Private Duty Nursing Spinal Manipulation Prescription Drugs " Inpatient Hospital Services (includes MH/SA and Materni Future Moms ConditionCare 24 7 Nurse Line Out-ot-Network Coverage Definitions: Ke Care 1000 Facility services: 20% coinsurance after Of deductible; Professional provider services: 20% coinsurance after Of deductible (100 da s/confinement limit 20% coinsurance after Of deductible 5 000 Of limit 20% coinsurance after Of deductible 20% coinsurance after Of deductible 500 Of limit 20% coinsurance after Of deductible 500 CY limit $10/$20/$35 or 20% coinsurance (whichever is greater for the 3rd tier RX; $200 per script maximum; 30 day supply); $10/$40/$105 or 20% coinsurance (whichever is greater for the 3rd tier RX; $400 per script maximum; 90 day supply); contraceptive coverage included; $3500 per member r CY OOP maximum Blue View Vision Basic - Annual eye exam sub'ect to a 15 co ment None; Group Only In tient 20% coinsurance after CY deductible Additional Health & Wellness Prams Included Included Included Out-ot-Network CY deductible: $1,500/individual; $3,000/family; Coinsurance after deductible: 40%; Maximum out- of-pocket: $4,500/individual; 9 OOO/famil CY = Calendar Year OOP = Out of Pocket PCP = Primary Care Physician PT = Physical Therapy OT = Occupational Therapy ST = Speech Therapy . HealthKee ers 2S 30% coinsurance (100 days for each admission) Durable Medical Equipment: $0 co a ment 2 000 CY limit $50/calendar month $10/$20/$35 or 20% coinsurance (whichever is greater for the 3rd tier RX; $200 per script maximum; 30 day supply); $10/$40/$105 or 20% coinsurance (whichever is greater for the 3rd tier RX; $400 per script maximum; 90 day supply); $3500 per member per CY OOP maximum In atient $350/day copayment, not to exceed $1,750/sUJY Additional Health & Wellness Prams Included Included Included Out-ot-Network Yes, available for emergency and urgent care only Anthem 2010-2011 ~,,1 .1 I . . -j\: ... .... 6 R. 7{., ....,..,.....'.-..-...---- IN THE COUNCIL OF THE CITY OF ROANOKE, VIRGINIA, The 30th day of Septembor, 1974. No. 21837. A RESOLUTION rejecting the only bid received for furnishing and deliver1n one new rubber tired motor grader to the City, and directing ~at the matter be readvertised for bids. WHEREAS, on September II, 1974, after due and proper advertisement had been made therefor, one (1) bid for furnishing and delivering o~e new rub~er tired motor grader to the City was received in the office of ~e City's Purchasing Agent and opened and read before three members of a committee appointed for the purpose, which bid was, thereafter tabulated and studied by said committee which has made written report and recommendation to the Council, in which recommend tion the City Manager concurs, after which the Council, upon mature consideration, concluded that the bid should be rejected. THEREFORE BE IT RESOLVED by the Council of the 'City of Roanoke titat the bid received on September II, 1974, for furnishing and delivering one new rubber tired motor grader to the City be and the same is hereby REJECTED; the City clerk to so notixy said bidder and to express the City's appreciation for said bid. BE IT FURTHER RESOLVED that the city Manager do proceed to readvertise the matter for bids. APPROVED ATTEST: L f\ "^D d. ci ty c~erk ~or IN THE COUNC:tL OF THE CITY OF ROANOXE, VIRGINIA, The 30th day of September, 1974. No. 21838. A RESOLUTXON authori=inq a majority of the members of the Council of the City of Roanoke to act on behalf of ~e City of . Roanoke as the sole stockho er of the Greater Roanoke Transit co~any and to provide for the parliamentary procedure to be used by those Council members aating as the stackhaJ.der at any Greater Roanoke Transit Company stockholder meeting. HHEREAS, the members of the Council at the City of Roanoke are elected representatives of the City of Roanoke which is the sale stockholder of the Greater Roanoke Transit Company; and ,. -n55 t58 ~.'.; ,~, v, e . . 1,,,,. _.~. _. ~ WHEREAS, it is necessary to establish a procedure whereby the Council may act on behalf of the city of ~oanoke as the sole stockholder at Greater Roanoke Transit Company stockholder meetings and in any other matters where the action of that stockholder may he required or in order. THEREFOJlE, BE IT RESOLVED by the Council of the City of Roanoke that a majority of the members of this body, including the Mayor, may act on behalf of the city of Roanoke as the sole stockholder of the Greater Roanoke Transit Company at any duly authorized stockholder meetings of said c~any or in any other matter where the action of that stockholder may be required .or be in o~d.r and that, as a matter of parliamentary procedure at any stockholder meeting, the members of the Council may individually make and second motions, make nOlllinatlo and otherwise bring matters to vote on stockholder business. APPROVED ATTEST: L (")-o j. City Clerk Mayor IN THE COUNCIL OF THE crn OF ROANOKE, VIRGINIA. The 30th day of September, 1974. No. 218.39. AN ORDINANCE to amend and reordain Section '113, "Municipal Auditor," of the 1974-75 Appropriation Ordinance, and providing for an emergency. WHEREAS, for the usual daily operation of the Municipal Government of the city of Roanoke, an emergency ia declared to exist. THEREFORE, BE IT ORDAINED by the council of the City of Roanoke that Seotion t:113, .M~nicipal A~ditor," of the 1974-75 AppropriatioJl Ordinance. be, and ~e same is hereby, amended and reordained to read as follows, in pllrt: MUNICIPAL AUDITOR '113 Salaries and Wages (1) ..................$69.168.00 (1) Net increase-------------$14,134.00 BE IT FURTHER ORDAINED that, an emergency existing, this Ordinance shall be in effect from its passage. APPROVED ATTES'l': L f')-, :}. City Clerk Mayor --..---" --------..-----.-.. ...__. -_...... .......,.....~--_..._,...._.. .- e . . l In the Council of the City 'of Roanoke'; Virginia September 30, 1974 troa- ,,,11 text. ... ~.R'C*~ .. fUel! 11\ t!ae city el.~)L'. office. J Hr. ~. .,.114 ~t: e01ltlell coaCH in t.be xepOrt. of tlle City ....gu &Del oUeuc1 die talJov1a9 Jl.eaDl_1o-.1 (.nln) A USDUJ.'lOll ar8,enlag tM oaly 1114 ~ecei..4 tOZ' fumlablat _4 I1alln.rbl 0118 1111II nW:Ie~ tllre4 _tolr ~a4u: tD w city. u4 41ftctlrag that t1Ie MtuI'be r...sndlaed t.m: biu. (roZ' fDll test of ate.olud-, lee ...o111t1D1l Book 110. 40. 'ag8 15S.) 11:I:. 'l:'bQll&. Mge4 tbe a40ptlaft of t:be ...oluU", 'I'bCI 1IO~0lIl va. aecDDde4 by Mlr. !r:rClQt; .-4 aaoptecl 1:11 the lol1awl119 'Votel .. . AYllSI ~..lr.. Qulall4, SpUd, 101_, TayloE', ~.. 'l'l'O\lt. anll Kay. 1fe~.""""'''''''-''-'''-'' y. -'7. ". :::Jiiru ...~V -~. -- ~-- -~""';-"CF'" 'W'IUSISI !'be City AUOX'Iley .1IJaUU4 a wdtteD ~epcq:t. uuhl~ ,., Dodce of a apeel.l lleotug of the .~ock!ao14OZ'. of ex.ateX' aoanolte '!'I'an.it. CGlipaay call_ to !Ie hel. OIl the.eYlm1llIJ of Sept.abU 30. 191C. J81etSbtel)1 foJlavlaf .a4jD\lZ'ml81lt. o.f ~ ...tlag ~ Clt.y cowaeU, a4vldng tbat ~ cit.y of JIOaftokel at the pn__t t.blel 1_ the 801D .toc1cholc1eZ' of tn. _:rporaUcm.. tllat ..~vl.10ll eho1l1ll be ..a. ... to U\e UIUIU in vldch thO City of Jl,aaJI.CIko'. Uve .hues of .~oo): be yoted a~ a atoaJclloJ.aU. __d~9. uuwtUIl9 .. kaol.u- U_ 'ttbldl VO\Ilc1 .utbodze a "'01'1\7 of the IIlCJIlben of council, lIaclu4!ft9 the "')'01'. atten41llg a.ay aeet..lDg 01 ~ at.oekho14es:s af Great.er RoUOke 'ftandt. CoIIIpaDy to vote the 11". aha~o. of .t.oo), avn8l1'~ the City of llOano\e in t:be coztlOJ:aUon alld to act 011 behalf of tho cby of llamIoke. aa e~olaer. 111 a.a.~ DtJau: ..tte:.: vberob the .ct.loJl of that .t:ockhol~ IIlIlY M ll'8II1111'ed or be ill 0l:l1e:r. (roll: t1l11 t~. see c~t. a. flIed iD the Cl~ Cle:a:k'. Of !lee.) Mr. 'Ibomall ~ the aclapt101l of the fol1ow1D9 1l..o1Ut1oll1 (1211138) A Jl,ESQID'IIOM .\\~hiA9' a _jodt.y of the JIN!IIben of ~. CI:I\1Dcil all! ~. City of RDaDOkll to llCt. OIl behalf of the City of JIOaQoJte as the 8010 .toc:Uo14es: of the CruteI' 1I.Canoke ft"an81f: CCIIIIpPY -.n4 to p~14e f~ t.lae p.rllllMllUX')' ~ed\lZ'. t.o be uaed by' those Councll .-MJ:8 actlD!t a. the e~kholael' at 1Ul:.' oxeat.er aoanolt. Transit c.,.,.,. .toc>>.olael' .sUng. fPor full ~est. of JlJ!ealut:1clD. see RIl.all1t.laa Book MD. 40, lPllge 155.) Mr. TbClmll8 .ne4 t.hc <<i4aptlDD of tha ll.8SOl'atlon. ~he 1IIDt.100 vaa aeeonaea by Hr. Bu!lu4 u4 .c1op~e4 by ue tollGllbv 90tel ,,'US I Hs.sl'a. Ca.rlu4, R@Q"4, LisJc, 'taylor, !rbGllllc. noat. uc1 1CayoZ' lfe1:abtZ-- ...-...------1 - KAtl. Mgea----------------------O. Hr. '1'bOlUoB then ~ that. eoUDc11 can~ 1A the npGlI:t. of the City At:tcmley and that: a _eUA'i of die stocll:Jrolder- of the Greater Roanoke ft&llel~ .~ ."<#' e' . . ~ ~ M ..111 al: tile GOIlCll_laD of the CoaIaCll ...tIDg. . ~ _UOIa ... ~.'CClDc.4 by .. ~~ ... QllUJ.llGwlly adopced. Ii:is--=-~AJ -.~~ XUIJ1CJJ~ ADM... 'flail Aa4I.~ ~t;tM .~I:~ . ~lc.UIl I:llpcn:c. u;Ill........alllg UaII aplOJllllllt of au. J... D. GJr:1ao .. &II AII.iaUnt: KllDlc:lpal Au4ltor, eU.d:.l". oc.....1r 1, 1t7.. .~ . ..luy o! tlC,41C.OO ", ea.. 'I'CI~ ,aU un. ... ~t: .. f11e4 Sa tile dt:y Cluk'. Office.) Kr. aUu4 ..e4 thaI: CoUAell __ .ba t:k npor:1: of. the It.ucU.I: c:-1e~.. &Il4 oflerea the 'ol1Gwlag ~ ~_I "2113') All OJIDDlAHCZ tD ..-4 &114 cean.aln 8.Clct;1QA 1113. -Kwliclpa1 MIIIltGl'.- of the 1974-75 ApplrOpdaUoa ~. and. provlalllg fal' - aleJ:gaCY . cror luU text of OI'Cl1lW&ce. ... or4baaace Book liD. 40, la.. 15'.) Hz. B\abu'd .mlCl the a40ptlaD of tJae or4UalLDCe. 'file 8I)l:lan vaa aeccm4e4 by g. oarland &Ad ac10ptad by t.be IoU_lag vote. A"aS: lleIlRS. CarlaDcI. Jlubel'4, Ullk, '1'aylw. TlIaMs, ':l'Eout end ;ca,JOZ lletaME----------------1. iUo1~: 1_8----------------0. ICI'. .@utI offue4 the foU.awlll, emaz:g_qo OrllinuCQ .-.a4iDg the pay Plan to pr:ovide 'or the poald.an of IPllII1t.or. Ilangll 2'. (121840) AN OlD1NAXCB to _a Cb:dbalu,e Ro. 21'32, p.nv:l4i.ava sy.t.em Df ".'1 RAtell ancl Raq" for the 8IIployeea of t!le c;J.~ of ~oko. by _clbv Sche4v.le 2 of aa14 &y8t_ of I'a,. .bl:l!B by chaD91af ~ lWlge ~ the poalUOIl 01 Awllt.C1Z'. COde No. 1111. fn-~.. 23 to ~~ 2', pJ:'ov1cJJJl9 t.be eftecdve da~. oJ: t)ae c:ha.Dge hea:as..a oriere4: aD4 pro'll.allag fol' aD Ul8r9BDqo. CFor: fall U:xt: of ~lIIICe. .... ~e Book "0. 40, 1'.&98 1!i7.) IU'. IIIJIIUd JllDVed the ac!opt:.lon of the 0ri1Daa~. ft. 1IOtJ.cm Vall lIec:G1lde4 .., 1Iz'. ftGQt &Del adop1:e4 ),y tile ~o2.low1ft9 vote. ~, .....u. Garland, Bubud, UN. ".yICll". l'baIaa., '.I'raIIt: 1Ift4 Mayor ~_______--_____7. HAYS: lI_e---------O. IlDJlGft-ADPQJI!I!I A Sllbco=ltteB cd t:Iae A1zpo&'t Uvisar,r CIl:'IIIid.seiaD e\lba1t.t.e4 & wl~t_ report:. .4vlsiD, t;IIat, accer--- by Ca1InC11 Df' the o~fer faX' the 1Iletal1atJ.DD uG dODaU_ af _ flag pole fw t.be airpan: fECllll Kr:. C. B. lCOa:ll1 lleeeeBltat.. oa~ CIao pucbaae of ClIl.O a4a1t:1ou1 pole = pI'OVlae &yIIIIII8tzy .. auggellca4 IIr MaJCIl" lIebbu at the laet: A1&'port. MviBOQ' COiIIllls81oD _tUg. that tlIe coat: of .. ~ fDOt. fl_" pole vU1 UQUDt: t.o $'00.00 p1u an 1n8ta11atioa coat. of tsO.OO (I8t: pole, t21&t. U is euggeat.e4. I.D order ta el11111ute the coet. of pm:8ODDel to ralae ADa lawu tJut flag1l DD . ddly ballll1. that. t:vo spot. Ugbta be 1nBt:aUB4 1D t:b8 llllallllt of $100.00 (~ ,) II t) .1 II " I.' TOTAL P. 03 ,/' . 'it " ARl'ICLES OF n~CORPORATIO:~ . OF GREATER ROANOKE TRAi.~SIT <n1I?ANY We hereby associate to fonn a stock corporation under the provisions of Chapter 1 of Title 13.1 of the Code of Virginia, as amended, and to" that end set forth the following: 1. The name of the corporation is GREATER ROANOKE TRAa.~SIT CCl1PANY. II. Th.e corporation is organized for the purpose of providing mass transportation service as a public service corporation. . III. 'lbe corporation shall, in addition, have the ~r to carry on all other business activities incidental to the purpose of the corporation provided such activities are not prohibited by law. A. '!he corporation shall have the power to buy and sell rea,l and personal property necessary for the corporation to carry out its purpose. B. '!he COTpOration shall have the power to apply for and accept Federal and State grants in order to carry out its purpose provided the corporation c:oaplies with applicable Federal and State regulations. IV. 'Ihe aggregate rnmber of shares of stock which the corporation shall have the authority to issue shall be five (5). which shares shall be cc:nm:n srock and 'lfhich shall have a par value of $1.00. . , e V. It is hereby declared to be the purpose and policy of the corpo- ration that no profit shall accrue to any stockholder by dividend. VI. The period of duratica. for the corporation is unlimited. VII. The post office address of the initial registered office is 215 OuIrch Avenue, S. W., Roan 464, Roanoke, Virginia 24011. 'lbe name of the City in vhich the initial registered office i.s located is the City of Roanoke. The nama of the initial registered agent i:S James N. Kincanon, wno is a resident of the State of Virginia and is a me:rber of the Virginia State Bar, and 1tA:1ose business office is t~..e same as the registered office address of the corporation. VIII. The nt.mber of directors coostituting the initial 'ooard of directors is seven (7), and the names and addresses of the persons who . are to serve as the initial directors are: Naue Bynn E. Haner A. N. Gibson Cabell J. Fem:n Kit B. Kiser R. Dale Cm1tH 1l- S. W. Hy1tcn William C. Stott, Jr., . Address 3620 Forest Road, S. w. Roanoke, Vininia 24015 215 Clurch AV'f!!.mJa, S. W. Roanoke, Vininia 24011 710 Ferdinand Avenue, S. W. Apt. 1 Roanoke. Virginia 24016 2415 Oakland Boulevard, N. W. Roanoke, Virlid.nia 24012 5521 McVitty Road, S. W. Roanoke, Virginia 24018 517 Rutherford Avenue, N. W. Roanoke, Virginia 24016, 3263 Scmerset Street. S. W. Roanoke, Virginia 24014 - 2 - -, . IX. No person need QtoJ[l stock :in the corporation as a prerequisite to being an officer and/or director of the corporation. . x. Each person now or hereafter a director or officer of the corporation (and his heirs, executors and administrators) shall be indemnified by the corporation against all claims, liabilities, judg- nents, settlements, costs and expenSes, including all attorney I s fees, :iIrt>osed upon or reasonably incurred by him in connection with or re- sulting from any action, suit, proceeding or claim to which he is or may be made a party by reason of his being or having been a director of officer of the corporation (whether or not a director or officer at the- time such costs or expenses are incurred by or imposed upon him), except in relation to matters as to ~ch he shall have been finally adjudged in such action, suit or proceeding to be liable for gross negligence or wilful misconduct in the perfcmnmce of his duties as such director or officer. In the event of any other j' ,ti@Nmt against such director or officer or in the event of a settlement, the indamification shall be made cnly if the corporation shall be advised, in case na\e of the perscns involved shall be or have been a director, by the Board of Directors of the Corporation, and otherwise by independent counsel to be appointed by the Board of Directors, that in its- or his opinion such director or officer was not guilty of gross negligence or wilful misconduct in the perf01:mSnC8 of his duty, and in the event of a settlement, that such sett1Em5!nt was or is in the best interest of the corporation. If the detet:mi.nation is to be made by the Board of Directors, it may rely as to all questicns of law on the advice of . - 3 - <', "''-' . . . independent counsel. Such right of indennification shall not be deemed exclusive of any rights to which he may be entitled under any by-law, agreE!lreIlt, vote of stockholders, or otherwise. I sl Byron E. Haner Incorporator I sl A. N. Gibson Incorporator I sl James N. Ki.ncanm Incorporator Dated: JulY.2 ,1974. - 4- . ,. ... . . . BY . - J...AWS OF GREATER ROANOKE TRANSIT CCl-1PANY ARtIClE I. STOCK 1. Certificates for shares of cormon stock, msde upon form approved by the Board of Directors, shall be issued in nunerical order.and shall be signed by the President, with the Company's seal affixed and attested by the Secretary. Every such certificate shall conta:in upon its face the following ~rds: "No profit shall accrue to any stockholder by dividend." No original issue of such stock shall be made except upon authority of the State Corporation Carmission first given. A record of each certifi- cate shall be kept on the stub thereof. Not m::>re than fi-v-e (5) shares of such stock shall be issued and outstanding at any one time. 2. Transfer of ownership of stock of the Canpany shall be made only on the stock record of the CcmpanYi and no transfer of issued shares shall be made unless the certificate (s) evidenciJ'lg such shares are surrendered to the Ccmpany duly executed for such transfer i and, upon such transfer, the certificate(s) evidencing the share(s) so transferred shall be marked cancelled, with the date of cancellation, by tl'.e Secretary. ARrICLE II. :3TC(1<HOIl)ERS 1. '!be aIi[l\]al tlEet~,;:'.g of the Stockholders of the C:mpaP}' shall be held en the fust 'l\Jes(1~y in the month of July of each y~ ;,,;t the regit:;i:ered , -....... JJ,m - 1 - " "-/ . . . office of the Canpany in BDanoke I Virginia, or at such other place or places as may from time to time be fixed by' the Board of Directors. . . 2. Special neetings of the Stockholders may be held at the registered office of the Canpany, or such other place as may be decided upon, at any time. upon the call of the President or the Secretary, by a majority , of the Board of Directors, or by a Stockholder or Stockholders holding together at least one-tenth of the Ca:mxm Stock then outstanding entitled . . to vote. 3. Written notice of an annual or special neeting. stating the place, day and hour of the meeting and. in case of a special meeting. the purpose or purpos~s for which it is called. shall be given either personally - or by mail to each Stockholder of record entitled to vote at such treeting. Such notice shall be given not less than 10 nor m:>re than 50 days before the date of the meeting; except that. if the purpose of the meeting is to act on special matters such as' an amendment to the Articles of Incorporation I the reduction of stated capital. or en a plan of umger or consolidation. the notice shall be given- not less than 25 nor roore than 50 days before the date of the aeeting and shall be accanpanied by a copy of the proposed aDEIldment or plan ,of reduction or merger or consolidation. 4. Notwithstanding the requirBlBlts for notice set out in the preceding paragraph, any, meeting of Stockholders nay be held if (a) a TNaiver of. notice thereof in writing is signed by the person or' persons entitled to such notice. wther before or after the time stated therein; or - 2 - , .- (b) if Stockholders entitled to but not waiving the notice attend the meeting, unless attending for the express purpose of objecting to the transaction of any business because the meeting is not lawfully called or convened. 5. MY action required by law to be taken, or any action mich may be lawfully taken at a meeting of the Stockholders, may be taken without a maeting if a consent in writing setting forth in' full the action so taken, is signed by all of the Stockholders entitled to vote thereon; and such consent shall have the sane force and effect as a unanimJus vote of the Stoekholders. No sUch action taken without a meeting shall have effect until a record thereof be spread in full in the Minute Book, together with the aforesaid written consent. . 6. Subject to the qualification hereinafter stated, a quoxun at any maeting of the Stockholders shall be a majority of the voting stock of the ~y represented. in person or by proxy (but in no event shall a quonm consist of less than one-third of the shares entitled to vote) , and a majority of the shares represented at the meeting may act on any matter that my CCJl]8 before the meeting. However, in matters relating to an amendment to the Articles of Incorporation, a reduction of stated capital, ar of a plan of merger or ca1Solidation, and other special matters, the. affirmative vote of not less than two-thirds of the shares entitled to vote thereon shall be required for approval. . 7. For the purpose of voting a share or shares of stock at a meeting held by the Stockholders, a Stockholder shall have the privilege of dividing the voting strength of anyone or more full shares so owned by - 3 - ....-") ~ . the Stockholder by the 11UIi:>er 2, so as to provide for voting half-shares of said stock; provided, however, that the StoCkholder shall have given written notice of intention so to do to the Secretary, by written proxy or other writing prior to corrmancement of the meeting, in 'Which written notice the number of the stock certificate and the number of full shares to which such election is applicable shall be clearly set out. ARI'ICLE III. DIREcro~ 1. The affairs of the CaDpany shall be managed by a Board of Directors \<tlich shall consist of not less than seven msnbers, who need not be . Stockholders. They shall be elected annually by the Stockholders at the Stockholders' Amual Meeting for a term of one year fran the date of their election and until their successor has been duly elected and shall have duly qualified. 'lbi.s ll'\.IIber may be ~eased, or may be decreased to not less than three, at any time by amendr:Dent to these By-Laws. A majority of the Directors actually elected and serving at the time of arrj given meeting shall ccnstitute a quoIUD. las than a quarun may adjourn the meeting to a fixed time and place, no further notice of such .. adjourned maeting being required. 2. The Stockholders, at arrj meeting, by a vote of the holders of a DBjorlty of all the shares of Ccmmn Stock at the time outstanding and having voting power, may reu:we any Director and fill the vacancy; otherwise any vacancy occurring upon the Board of Directors may be filled for any tmeXPired term created by the vacancy by election by . - 4 - (' '.-/ . mjority of the remaining Directors, even though the ones remaining do not constitute a quorum of the full Board, unless such vacancy(ies) be sooner filled by the Stockholders in meeting. 3. MY mandatory or pennissive ~ction which should or may be taken at a maeting of the Directors, may be taken without a meeting if a consent in writing, setting forth the action so taken, is signed by all of the Directors; and such consent shall have the same forc~ and effect as a unanimous vote of the Directors; provided, that no such action taken outside a meeting shall have effect until the action and such consent shall have been spread in full in the Minute Eook. . 4. Maetings of the Board of Directors shall be held at times fixed by resolution of the Boar~ J or upon t..~ call of the President or the Secretary, or upon the call of a majority of the members of the Board. Notice of any meeting not held at a time fixed by a' resolution of the Board shall be given to each Director at least 24 hours before the time of the maeting at his residence or business address or by delivering such notice to him in person, or by telephoning or telegrapbiI1g it to him at least 24 hours before the meeting. kry such notice shall contain the time and place of the meeting J but need not contain the purpose of arrj . meeting. Meetmgs may be held without notice if all of the Directors are present or those not present waive notice before or after the meeting. 5. All maetings held by the Board of Dh'ectars as well as the records . of such meetings shall confoxm to the provisions of the Virginia Freedan . - 5 - (.. v . . . oflnfonnation Act. but shall be subject to the sane exceptions and limitations of applicability therein provided for public boards and agencies. ARTICLE IV. <XM1I.TIEES 'lbe Board of Directors may designate. by resolution adopted by OoD- thirds of all the Directors, two or llDre of the I)iiectors to ccnstitute an Executive Ccmnittee. The Executive Ccmnittee, when the Board of Directors is not in session, may exercise all of the powers of the Directors except to approve an amendaent of the By-I..aws or to recannend a plan of uerger or consolidation, and they may authorize the seal of the Corporation to be affixed as required to any'\-1rlting duly authorized to be executed. TIle Executive Carmittee may make and adopt rules for the holding and conduct of its meetings, t:l:1e notice required thereof, and the keeping of its records, provided that all such rules be in writing and recorded. ARl'ICIE V. omCERS The 1Ilf!Di)ers of the Board of Directors. pranptly after, their election . in each year, shall elect a President (who shall be a Director) and one or tOOre Vice-Presidents and shall' also elect a Secretary and a Treasurer; and the Board of Directors my elect or appoint such other officers as it may deem proper. No officer other than the President need be a Director. Any officer may hold t1X)re than one office, except the same - 6 - '- .::. .. peTSon shall not be President and Secretary nor President and Treasurer. ftl officers shall serve for a term of one 'year carmencing upon the date of their election and until their respective successors are elected and qualify, but any officer may be remved stmnarily with or without cause at any time by the affirmative vote of a majoTity of all of the Directors. Vacancies am:ng the officers shall be filled by the Directors for the unexpired tem of any such vac;mcy. The officers of the Corporation shall have such duties as generally pertain to their respective offices as well as such powers and duties as fran t:iJIe to time may be delegated to them by the Board of Directors. ARrICLE VI. SEAL . 'lbe Seal of the CaDpany shall be a flat-faced circular die consisting of two discs, on which shall be bXI concentric circles, with the words "GREATER ROANCl<E TRANSrr a:MPANY, ROANOKE; vmGINl}:', circunscribed around the circumference and between the bXI circles, and the word "SEAL" and the numerals "1974" in the central portion of said circles j and an impression of said seal shall be affixed to this page of the By- Laws . ARrICIE VII. FISC'A'L YEAR The fiscal year of the ~y shall ccmnrmce on July 1st of each year and shall end on JUE1e 30th of each year next: following. ARl'lcr.E VIII. AMENII.fNr 'Ibe BoaId of Directors shall have the pcMEt' to alter, amend, repeal, or to adopt new By-Laws. MY law made by the Board of Directors may be . - 7 - , . . . repealed or changed and new By-1.aws may be made by the Stockholders,who may prescribe that any By-Law made by than shall not be altered, amended or repealed by the Directors. ADOPl'ED: July 17, 1974 ATTES'I' : /~~ ~~1-1l0- etary - 8 - ~, . . . '- ADOPTED by vote of the Board of Directors the 25th day of June, 1979. _ APPROVE9 : ATTEST: SI Noel C. Taylor sl Mary F. Parker w Noel C. Taylor, President Hary F. Parker, Secretary" Hr. G.:lrland moved the adopt.ioll of: the Re=:;olution. . The motion was seconded by Nr. Hub~rd and adopted by the follow1nB vote: AYES: Directors Bowles, Garland, Hubard, Landis, Thomas and President Taylor--6 NAYS: None--.------------------------------------------------------------------0 (Director Grove was absent.) AMENDMENT OF BY-LAWS: Mr. Hubard offered the following Resolution amending the By-Laws of Greater Roanoke Transit Company to provide that the annual $tockholders' meeting shall be held during the month of June: "A RESOLUTION Al-1ENDING THE BY-LAWS OF GREATER ROANOKE 'rRANSIT COt-lP ANY TO PROVIDE THAT THE ANNUAL S'OOCKHOLDERS I MEETING SHl.LL BE HELD DURING THE MONTH OF JUNE. - BE IT RESOLVED by the Board'of Directors of, Greater Roanoke Transit Company as ,follows: J 1. That paragraph 1. of Article II of the ny-Laws ~f Greater Roanoke Transit Company shall be amended to read as follows: 1. The annual meeting of the 'Stockholders of the Company shall be held durin&. the mG)nth of June . each year at a day~.ttm.. and place. to,be from time to time fixed by the Board of Directors. i ADOPTED by'a vote of the Board of Directors the 25th day of June., 1979. APPROVED: ATTEST: sl Noel C. Taylor Noel C. Taylor, President SI Mary F. Parker Mary F. Parker, Secretary" Mr. Hubard moved the adoption of the Resolution. The motion was s~conu~~ by Mr. Landis and adopted by the following vote: AYES: Directors Bo~les, Garland, Hubard, Landis, Thomas and President Taylq~~-E · .,A NAY S : . Non e--------------------------------------------------------,"'=-""- -.-:.-,-:....,~---( ~tor Grove was absent.) . i!J~ i'l>. ~ .~~ , ,~. (I . Q .. ~t~ ~ ,'. ,m,,,,,p,; IPttini~~ ( , JAMES N. KINCANON CITY ATTORNEY H, BEN JONES. JR, JAMES E. BUCHHOLTZ ASSISTANT ClTY ATTOffNEYS August 7, 1974 Miss Virginia L. Shaw, City Clerk City of Roanoke Room 454 Municipal Building Roanoke, Virginia Dear Miss Shaw: . The City of Roanoke's check ~ayable to Greater Roanoke Transit Company in the amount of ~5.00 for the. purchase of the five shares of authorized stock of Greater Roanoke Transit Company having heenissued and delivered to me for delivery to the Treasurer of that corporation, and five stock certificates.evidencing the ownership of one share per certificate, each, by the City of Roanoke having been duly issued and executed, I now deliver herewith to you the aforesaid certificates, being Stock Certificates No. I, 2, 3, 4 and 5 for one share, each~of the fully paid and non- assessable connnon'stock of subject corporation, with a par value of $1.00 per share. . I would suggest that you keep the enclosed stock certifi- cates in safekeeping in your office, Subject to their owner- ship by the City of Roanoke. With a copy of this letter to him, I am delivering to A. N. Gibson, Treasurer of Greater Roanoke Transit Company, the check of the City of Roanoke; abovementioned, as con- sideration for the purchase of the five shares'uf stock. Very truly yours, fll, .,. L'~4'____' J. N. Kincanon JNK:fc Enclosures . cc: Byron E. Haner, President A. N. Gibs,on; Treasurer w/check .~ . . , ~ STATE CORPORATION COMMISSION ~~ July 9, '1974 5Ze6~ ~~~de~eat..r~r Gre ater Roanoke Trans 1 t Company wa6 d", ~ ~ and ~ ~ eeanden d", #ce ane/~de iJaid-r~~ e6 ~~ ~~i&J ~+~JI"'.d.~.rd S/'t.de~~ de ~'on ande~ ~'ned<;. .. Ytke-.. ~ ~~ - ~ ~# ,..., . -......, . . ~ . . ~ ' . . r"'=' .' ,.~.' -: ." ...f~~--'~; . ~ ',' ~ .... ',' .'. .. " .' .-. . . . . .- . . . scc-n ,. . COMMONWEALTH or VIRGINIA 8TATB CORPORATION COMMISSION oma or THE a.ERK RICHMOND, VIRGINIA July 9. 1974 s 60.00 Rl!X:EIVED or Mr. J. N. Kincanon City Attorney Roanoke, Virginia Sixty and no/10o-- .. OOLLARS FOR Greater Roanoke Transit Company . OD account ot tees tor lncorporatioa' F1l1ng Fee, $5.00, Charter Fee, $ 50.00 Recording Fee, $ 5.00 '!'he certiticate ot incorporation vu issued ad adllitted to record in this ottice Oil the above date. Respecttu.l.lT , Clerk ot the ao.na1J.on cert.enc. . ,,- 1::f-V4, ~,"IOr-''''l. ....,,~ :'$'f!J::- I ~Q..2 ... , GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE DATE: ,2010 1. Policy Statement. A. This Policy is limited solely to the disposal of surplus tangible personal property, which includes scrap property; of GRTC and does not apply to the disposal of GRJC surplus real property. The steps detailed in. the disposal procedures of this Policy ensure that obsolete or surplus tangible personal property is disposed of in a timely and appropriate manner. In disposing of such property GRTC ensures that: (1) Such property has reached the end of its useful service life as defined in Section 2-below; (2) That the best sales price is realized; and (3) That any potential for conflicts of interest are eliminated. B. As required by FfA regulations for items at the time of disposition with a fair market value of $5,000 or more per item, after its useful service life, the FT A will be reimbursed in an amount calculated by multiplying the total aggregate fair market value at the time of disposition, or the net sale proceeds, by the percentage of FT A's participation in the original grant that was used to purchase such item. The Virginia Department of Rail and Public Transportation (VDRPT) will be reimbursed on the same basis in accordance with VDRPT regulations. For items at the time of disposition with a fair market value of . less than $5,000 per item, there will be no obligation for GRTC to reimburse either the FTA or the VDRPT. C. GRTC will comply with industry and regulatory standards to determine the useful service life of surplus tangible personal property and disposal of such property. GRTC will follow the requirements of FTA Circular 9030.10 for rolling stock and FTA Circular 5010.1 D for disposal of equipment. - D. GRTC will use either a Sealed Bid Auction or Open Public Auction to dispose of. such surplus tangible personal property, except that the GRTC Board by a separate action may dispose of .such property in another manner; as the Board deems appropriate. E. . GRTC and any management company under contract with GRTC to operate, and/or any entity operating, the GRTC bus system, and their officers, employees, and their immediate family members are not eligible to participate in the purchase process for any surplus property, nor are they eligible to benefit from the sale of-scrap property. GRTC Disposal Policy-7-19-10.doc 1 ~ 2. Definitions of Terms. Capital Items. Except for'Vehicles, means items of equipment, such as furniture, with a useful life of two (2) years or more. Fair Market Value means the value of an item that an independent seller would expect to receive from an independent buyer 'in an a:rms length transaction. Such value can be determined by a variety of sources, but there must be written documentation on how the fair market value was determined. Some potential sources for determining a fair market value are National Automobile Dealers Association (NADA) Used Car Guides, used car dealers, discount or refurbished parts catalogs, catalogue prices for office equipment, newspaper ads, etc. Obsolete Property means an item that is no longer useable or functional for the purpose for which it was. intended or obtained. Residual Value means the value of an item that is greater than the amount of the scrap or salvage value of such item. Scrap Property means property that is damaged, defective, deteriorated, or has no practical use so that it has no value, except possibly for its scrap value. Scrap Value or Salvaqe Value means the value that can reasonably be expected from a junkyard or scrap dealer or a recycler or similar disposal entity for taking the item being disposed of. Surplus Tanaible Personal Property, or Surplus Property. means an item that meets one or more of the following criteria: A. That it has reached the end of its useful service life; B. That it is in excess of the needs of GRTC; C. That it is no longer in use by GRTC; D. That it is technically or mechanically not usable; E. That it has been replaced by a more cost-efficient item; or F. That it no longer supports the mission of GRTC. Useful Service Life or Useful Life means, according to FT A, the useful service life for revenue and support vehicles, facilities, and equipment. Where a useful service life policy has not been defined by FT A, G RTC will identify the useful service life of the Federal interest for the disposition of the property in later years. (See Exhibit 1 attached hereto.) Acceptable methods are Ii!?ted in the footnote of Exhibit 1 attached to this Policy. \ 3. Disposal Procedures. A. In consultation with the GRTC Purchasing Agent, the Department Director will classify the surplus tangible personal'property as being "Good", "Fair", GRTC Disposal Policy-7-19-10.doc 2 ~ or "Poor", by completing the Disposal Request Form (Attachment A), thereby describing why an item has become surplus property and has reached the end of its useful service life. B. In conjunction with the completion of Step A, the General Manager's concurrence will be required. C. Having completed Steps A and B, the Department Director will then be reql,Jired to complete the Property Useful Life Ended Determination Form (Attachment B) and confer with the Director of Finance to determine' that such personal property has satisfied the requirements for useful life. D. The Department Director, in consultation with the GRTC Purchasing Agent, will be required to complete Disposal Form (Attachment C) thereby determining the Fair Market Value and Scrap Value of the item. Based on this information a minimum bid amount will be determined that will be greater than the Scrap Value, but less than the Fair Market Value, with such minimum bid being approved by the General Manager. E. The GRTC Purchasing Agent may advertise the sale of the item using one or more of the following: local newspapers and other publications of general circulation; the Valley Metro website; and/or use of electronic means such as e-mail, bulletin boards, and other Internet sources. F. Upon disposal of the items, GRTC Purchasing Agent and Director of Administration will take the following steps to update the GRTC Inventory: (1) remove inventory tag; (2) attach inventory tag to completed Inventory Change Control Form (Attachment D); and (3) update GRTC Inventory List. G. All sales proceeds will be forwarded to the GRTC Accounting Clerk for deposit into the GRTC's 'Capital Reserve account. GRTC will reimburse the FTA and VDRPT the percentage of the agency's participation in the original grants (when applicable) from the GRTC's Capital Reserve fund account in reference to FT A Circular 5010.1 D on Disposition. 4. Notice of Sale. All items estimated to have a residual value will be offered to the general public as follows: . A. Place advertisement in local newspaper(s) of general circulation, or such other means as approved by the General Manager; and B. For items that will be offered by a sealed bid or by auction a minimum bid amount wil! be included in each of the advertisement notices. GRTC Disposal Policy-7-19-10.doc 3 " 5. Disposal Methods. A. Sealed Bid Process. (1 ) (2) (3) (4) Bids will only be accepted in a sealed envelope addressed to G RTC with information that it is a bid and what auction and item it is for. Bidders will return all bids by a specified time and date to the location listed in the advertisement. Each bid will be opened, witnessed, and recorded by the GRTC Purchasing Agent and at least one other GRTC staff person. Any Bidder can also b~ present at such bid opening. GRTC will sell the item to the highest bidder, provided such bid is at or above the required minimum bid. In the event that there are no bids at or above the stated minimum bid, GRTC may proceed as follows: (a) negotiate with bidders a price at or above the minimum bid; (b) agree on a price below the minimum bid if the procedure in the preceding paragraph (a) is not successful; (c) reject all bids and dispose of the item as scrap; or (d) try to resell the item again. (5) With the approval of the General Manager, GRTC reserves the right to reject all bids. B. Open Public Auction Process. r (1) The Public Auction to bid the item(s) will be conducted in a location designated by GRTC and by GRTC or GRTC's management company personnel or by a professional auctioneer under contract with GRTC. (2). The Public Auction will be subject to the following provisions: (a) The Auctioneer will conduct the public auction; (b) The Auctioneer will identify and describe the item to be auctioned off; GRTC Disposal Policy-7-19-10,doc 4 , (c) (d) (e) (f) (9) (h) The Auctioneer will state the minimum bid for the item; The Auctioneer will then take open verbal bids; The Auctioneer will award the item to the highest bidder, provided such bid is at or above the minimum bid; The successful bidder(s) will be responsible for removing the item from G RTC property at the end of the Auction or by such other time period as aI/owed. by the GRTC General Manager or Assistant General Manager; If no bid is received that is equal to or greater than the minimum bid, the item will not be sold at such Auction; and GRTC reserves the right, with the written approval of the General Manager, to reject all bids for any item. C. Disposal of surplus tangible personal property in some other way than is outlined in this Policy 'may be done by a separate action of the GRTC Board, as the GRTC Board may deem appropriate. 6. Documentation. All documentation associated with the disposal of GRTC properties will be kept in a secured location for a minimum of seven (7) years. ' REMAINDER OF PAGE INTENTIONALLY LEFT BANK GRTC Disposal Policy-7-19-10.doc 1 5 ~ -, DISPOSAL REQUEST FORM ATTACHMENT A TO GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE , 2010 Purchasing Agent Assigned Project # Greater Roanoke Transit Company Disposal Request Form (Attachment A) I, , have determined that the following item(s) is ready to be declared to be surplus property and disposed of. I have requested replacement of this item(s) on requisition number This item(s) is included for replacement in capital plan year (if applicable). Condition of Property Description of Property GRTC Tag # or Vehicle # Poor Good Fair I . '. If this item(s) is not in poor condition, please choose one of the following: - No longer serviceable or replacement parts are not available; - Technically obsolete (please explain); - Surplus, in excess of needed item(s) (please explain); - End of useful life (please explain); or - Other (please explain). Signed, Title Date Approved By: General Manager \' D~rta 1 nf 1 , PROPERTY USEFUL LIFE ENDED DETERMINATION FORM ATTACHMENT B TO GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS T ANGIBLt; PER$ONAL PROPERTY D.I$POSAL POLICY EFFECTIVE , 2010 I Purchasing Agent Assigned Project # Greater Roanoke Transit Company Property Useful Life' Ended Determination Form (Attachment B) An approved form Attachment A must be submitted to the Director of Finance with this form. This section to be completed by the Director of Finance Capital Purchased Item: Yes_ No -'-- Grant # FTA DRPT Date of Purchase: Useful Life Assigned: Fully Depreciated: Yes No If No, Remaining Life of Property: Value of Property per Depreciation Schedule: $ '-- FTA Concurrence (if applicable): Yes N/A (if property's fair market value is r $5,000, or more this requires concurrence from the FTA and may require some type of payback to FTA) Thisitem(s) has reached its useful life and is approved for disposal. Director of Finance Date This item(s) has not reached its useful life. The Federal Transit Administration must be notified that this item has a useful life of and the value of the property is $ FTA notified (attach notification) FTA concurrence: (attach concurrence) FTA payback percentage: (attach supporting information) Director of Finance Date If additional page(s) is attached, list attachment(s): Page 1 of 1 r DISPOSAL FORM ATTACHMENT C TO GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE , 2010 , Greater Roanoke Transit Company Disposal Form (Attachment C page 1 of 2) Description of Item: Fair Market Value Determination: $ Scrap Value Determination: $ " Please describe in detail how the fair market value and scrap value of the property being disposed of was determined: (Attach supporting documentation for this determination) Minimum Bid $ Please describe how the minimum bid was determined: Method of Disposal Open Public Auction Sealed Bid Auction Scrapped $ Trashed (broken, not able to sell for scrap) Notice of Sale Date of advertisement Please list the sources of the advertisements: Date placed on Valley Metro website Page 1 of 2 Purchasing Agent Assigned Project # , Purchasing Agent Assigned Project # Description of Item: Greater Roanoke Transit Company Disposal Form (Attachment C page 2 of 2) Bid The high bid for this item(s) is $ This bid satisfies the minimum bid requirement. This bid is less than the minimum bid; GRTC negotiated a price at or above the minimum bid. (Explain) This bid is less than the minimum bid, GRTC settled for a price below the minimum bid. (Explain) (Use an attached sheet(s) to explain the above bid selection.) The bid is awarded to: for Print the Legal Name of Person or Entity $ (Please attach documentation) . Scrap Justification GRTC determined that the bids for this item were below the minimum bid and has elected to scrap the item. (Explain) General Manger approval required Date The following process was used to scrap this item: (Please identify the company that received the item and attach supporting documentation) $ for scrapping this item was paid to GRTC on Date Proceeds forwarded to Accounting (please provide signed copy to Accounting) $ was received by Signed by Accounting Clerk or Director of Finance Date Purchasing Agent Date Page 2 of 2 , INVENTORY CHANGE CONTROL FORM ATTACHMENT DTO GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE , 2010 Greater Roanoke Transit Company Inventory Change Control Form (Attachment D) '-- Please complete the following anytime there is a change in GRTC's physical inventory. Disposals require that Attachments A - C of the disposal policy are completed prior to submitting Attachment D to the Director of Administration. Verification Project # Attachments A, B, and C are complete and are on file with the Purchasing Agent for review: Added = A Trashed = T Notes: (iftrashed, Condition Scrapped = SC give reason-broken, of Ite m Moved Returned = R not able to scrap, etc. Poor, Fair, to . Moved = M Adding an item - note Room# Tag # Item Description Date Good Room # Sold = S the new tag # here Signed by Date ./ . You must remove the GRTC item tag prior to disposing of an item. Please attach the tag to this form; . This Attachment D must be completed and turned, into the Director of Administration. Note: Added = purchased new item, need to include in physical inventory - The Director of Administration issues all GRTC tags. Trashed (disposed) = broken, not able to scrap (Attachments A, B, C are required) Scrapped (disposed) = sold for salvage value (Attachments A, B, C are required) Returned = purchased itel1l then returned item to vendor (attach documentation) Moved = moved from one room or location to another Sold = sold@ auction (Attachments A, B, C are required) Page 1 of 1 ,- EXHIBIT 1 GREATER ROANOKE TRANSIT GOMPANY FIXED ASSET STANDARD SCHEDULE OF USEFUL SERVICE LIFE ASSET USEFUL SERVICE LIFE Large, heavy-duty transit Twelve (12) years or an buses (35' to 40') accumulation of at least 500,000 miles , Small, heavy-duty transit buses Ten (10) years or an (30') accumulation of at least 350,000 miles Medium, medium-duty transit Seven (7) years or an buses (25' to 35') accumulation of at least 200,000 miles Medium, light-duty transit Five (5) years or an accumulation buses (25' to 35') of at lE!ast 150,000 miles Other light-duty vehicles used Four (4) years or an accumulation as revenue, support or service of at least 100,000 miles Trolley-replica buses, medium- Seven (7) years or an duty (35') accumulation of at least 200,000 miles Non-revenue equipment Three to five years Garage equipment Three to five years I Office equipment and furniture Two to ten years Revenue collection equipment Three to seven years Building and structures Not Applicable Land Not Applicable " Footnote Acceptable methods used to determine useful service life within the above categories include but are,not limited to the following: 1. FTA Circular 9030.10 (dated May 1, 2010), and FTA Circular 5010.1D (dated November 1,2008); 2. Generally accepted accounting principles; 3. Manufacturer's estimated useful life; 4. Industry standards; 5. Grantee experience; or 6. The grantee's annual independent auditor who needs to concur that the useful life is reasonable for depreciation purposes. Page 1 of 1 . . . ,,- g-O~; 3:~6PM; . ; 540 853 2308 # 8/ 10 ~ .' /,,(1 ~~~~/UY~~/ ..it ,- / . ~.~~ i /Q/luff____ '. _ ~;;~ " ~~...",:t ' ~ ~~~~ : -"'~n . /I,ql/t&k~ /W ~ ~dn/ ~~~/Q4~~/~ ~~~~ .:. /~~~~~~fi/t/~ . i,~~i' ':}'- ~/I ~!i~i:!: . ~r !:i~~ ~~,Q"m~~~fau~~~~~/#f~,a#~in/4U14~l-(!d ~i~~ ~ifta~;rm,;;tpd/t-~la~~~6rrv/n:~A:Y ~?ffrn~:' !!~ i ..@;,~ /~ ~~~~ 7~~ ____ ~~~~ JJv~~ ili~~ $i~~ T ~ ....c.2. ~. ..",...._ -<o..-....~ ~",,~~ ~~- 4 >:i .......:..r ".~ ~1 ):\ ~~ l ~ " :1 ql :\ ) "':,~.. 'l ., ,t i : .>1 ~ j .'~ '~ 1 ." { l 1 { ~1 h1~OrT!laticnsubmitted indicates the, GRTC wasc.reated in197!; . to> Resolution No . Z16L:~2,a<:1opted by. the Council or the.Cit.yof Vii: g:i n i& ,aut: horizing andprovid:i.ngiorthe at..t,iclesofil~cni-F- underChr;.pter lofTitle13 .lof the 1950 Code ofV:L't'gb,iz., LS fol:' tbe creationancLoperation oia public transpol..t.at:i,oncol:,;?2L:" Under its Art.icles of Inc.orporationthe GRTCisdescribcdas3C::'>;;:> . oration crganizedfor thep\.1q>ose of proyidingmass transportatio11se-rv'!.c ': as api..iblic.s€;.rv:il:t~corpCJri:itiotl. It is Htotallynon...,.profitcorpor3ticf, . TheGRTC hasthcpm.7er) under the Articles ,to buy and sell all red. ,,,-n::', pel'sonalproperty' necessary to carryoutitspurpose~ i-\11 shares o"f.stcc;-- GR'ICaxe O\medby the C:lty of Roal1oke. Funding for the GRTCisprovided through Federal grantspursu.=lI1t:::C' theUr1:<mEassTral1sportationAct of' 1964ancl thro\lgn loc3.1co~tr:~ht~,.io...::,::, by the CitY of Roanoke. The local funds are obtained tlll:onr.:h the:Lss~;,":'-;:.;,: of general obliU;ltion bonds of the City. of Roan()ke.~the interest of .-1hich are paid from general revenues of the SectioIisl:-055, 4221(a)(L;) aud 1.292 of the In'ternal RcvE:;,-~ue Ccc.0of '. pr<n-ide for te.x~.f.ree sales to state or local&overn!!;ents s\.',bciivioici:is thereof for t.teir excJ.usiveuse. . ";':.,"-; ", ~.' .--;:- . ,":-.-- ~.~.~ '."!-: ;jU~;.;;4.- y. '0" ,_' "1( .~'- 4 --~., . . . ~cr.;ESOF:INCORPO~TION OF SOUTHWESTERN VIRGINIA TRANSIT . MANAGEMENT COMPANY, INC. I. The name of the corporation is southwestern-Virginia /' Transit Management Company, Inc. II. The purpose for which the corporation is formed is to engage in the management of transit systems including the supply of advice and personnel for this purpose. In addition, the Corporation shall have the power to do anything not pro- hibited by law or required to be stated in these Articles. III. The number of shares which the Corporation shall have authority to issue shall be 150 shares without par value. IV. The initial registered office shall be located at 18th Floor, 700 East Main Street, Richmond, Virginia 23219 in the City of Richmond, and the initial registered agent shall be E. Milton Farley, III, who is a resident of Virginia and a member of the Virginia State Bar, and whose business address 2. ~>'1 4It is the same as the address of the initial registered office. v. The number of Directors constituting the initial Board of Directors shall be three, and the names and addresses of the persons who are to serve as the initial Directors are as follows: Richard C. Bennett 216 Colony Drive Fort Mitchell, Kentucky Joseph V. Garvey 1028 Hetfield Road Towson~ Maryland Philip J. Ringo 740 Ivy Lane Cincinnati, Ohio Dated: January 16, 1975 1 ~.i 4It /' i.... I "'-.._..-~..~.....~....... 0;1~/~ i~ - Guy K. ~ower, Incorporator 4It ~\ . ~:-;. ~ . Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia June 21, 2010 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members ofthe Board: Subject: GRTC Fiscal Year 2010- 2011 Operating Budget Background: . The Board of Directors annually appoints a Budget Review Committee to review the General Manager's proposed operating budget for the Greater Roanoke Transit Company (GRTC) and provide a recommendation to the Board. The Board appointed Treasurer, Ann Shawver, Vice-President of Operations, Chris Morrill, Board Members, Court Rosen and Gwen Mason to the Budget Review Committee. The Budget Review Committee met on June 9, 2009, to review and discuss the proposed operating budget. In attendance were GRTC Board Members Gwen Mason and Court Rosen, James Grigsby, GRTC Liaison for Chris Morrill, John Bingham, Assistant Director of Finance for Ann Shawver. Others in attendance were Amelia Merchant, City Budget Management Office, Carl Palmer, GRTC General Manager, Leon Alder, GRTC Assistant City Manager, and Stephanie Giles, GRTC Director of Finance. The following items were discussed: . The proposed fiscal operating budget for Fiscal year 2010 - 2011 of $7,822,501 reflecting a decrease of .2% compared to the 2009 - 2010 budget of $7,839,695; . The proposed addition of a student fare of $.75 per trip; e The increase in health insurance costs; . The increase in worker's compensation; and . The decrease in the fuel cost per gallon. For your review, the budget summary is attached. A detailed budget is available upon request. . 'n.____._.__.____..._._.___~"'_"_..____ .__.______.._~_______.~..______ ,_..___...._.__ ___.__''',_._..___..._.. .__._~m__.m___'___'_'_ _____,.__~.____._.__ .__..~..,___...________...,-.-.___ ---.. -......-..-- .. - -, -. -_._._.______.._ .-~- --.--~.--~- . -------.-.0 .----.----- .--------.-.. Greater Roanoke Transit Company PO Box 13247 a Roanoke, Virginia 24032 a Phone: 540.982,0305 D Fax:540.982.2703 s www.valleymetro,com ~'\ . . . 'David A. Bowers, President and Members of the Board of D~rector Fiscal Year 2010 - 2011 Operating Budget June 21, 2010 Page 2 Recommend: The Budget Review Committee recommends that the Board of Directors approve GRTC's fiscal year 2010 - 2011 operating budget. Respectfully submitted, G yendolyn W. Mason Board Member ~ Court G. Rosen Board Member i<:1ij,/f(I') . . J! ..1.,1 l ,.\ '/ 1 -...., j(\'~fJ.i.:;/)~i~\\)\-~<,-,~. . -- ,," Christopher Morrill Vice President of Operations Cc: Vice President of Operations Treasurer Secretary Legal Counsel GRTC Liaison GRTC General Manager . . . , GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET (Valley Metro, Smartway, and Trolley) FYll REVENUES FY 09 ACTUAL FY 10 BUDGET FY 11 BUDGET % INCR/DECR PASSENGER REVENUES $ 1,950,233 $ 1,991,630 $ 1,961,682 -2% ADVERTISING $ 120,880 $ 165,740 $ 111,997 -32% INTEREST $ 13,598 $ 19,206 $ 8,500 -56% OTHER REVENUES $ 216,750 $ 221,512 $ 221,512 0% - . - . TOTAL REVENUES $ 2,301,461 $ 2,398,088 $ 2,303,691 -4% EXPENSES LABOR $ 2,915,223 $ 2,911,224 $ 2,991,343 3% FRINGE BENEFITS $ 1,366,152 $ 1,473,190 $ 1,565,116 6% SERVICES $ 422,357 $ 433,016 $ 456,368 5% MATERIALS & SUPPLIES $ 1,499,437 $ 1,501,476 $ 1,409,747 -6% UTIlITIES $ 249,807 $ 234,456 $ 248,518 6% INSURANCE $ 391,189 $ 409,519 $ 381,957 -7% MISCELLANEOUS $ 886,681 $ S76,814 $ 769,452 -12% TOTAL EXPENSES $ 7,730,846 $ 7,839,695 $ 7,822,501 0% DEFICIT $ (5,429,385) $ (5,441,607) $ (5,518,810) 1% SUBSIDIES FEDERAL $ 2,716,178 $ 2,634,631 $ 2,748,850 4% STATE $ 1,365,532 $ 1,324,592 $ 1,269,550 -4% OTHER LOCAL $ 241,863 $ 258,964 $ 269,720 4% NEW RIVER VALLEY $ 44,655 $ 47,315 $ 47,779 1% CITY OF ROANOKE $ 1,387,323 $ 1,176,105 $ 1,182,911 1% TOTAL SUBSIDIES $ 5,755,551 $ 5.,441,607 $ 5,518,810 1% Com bined Budget 6/1"/2010 ~ w :;) z u..I > UJ <<: u.. o w U D::z ::>- o!i U'la:: Ow a::Q. ~o LLle: ~O >u.. w .... ....I ~ . . . Q.l'*' ::lr-- crt'? 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'J ~YM<' ',~,"";x,:", , ','<'''.,' " . Enclosed for your review and files are reports of Federal and State Grant Reporting Requirements, Federal and State Grant Documents Requirements, a Grants Summary report, and an Active Grants Summary report. The reporting requirements list summarizes each report due to the Federal Transit Administration {FTA} and the Department of Rail and Public Transit {DRPT}. The documents requirements list summarizes the documents that GRTC must submit or have on file for the FTA and DRPT. The Active Grants Summary report is a current list of each grant agreement between GRTC and the FTA and GRTC and DRPT including the term of the agreements. The Grants Summary Report includes a summary of the activity of each grant including the grant's original amount, prior year's expenditures, and the remaining balance of each grant. It also gives details regarding each grants federal, state, and local shares. . The current balance of available GRTC capital project grant funds total $2,758,802. The federal share of these projects is $2,439,217 or 88% of the cost of the projects and the state share of the projects is $261,368 or 9% of the cost of the projects. The remaining share of the costs of $58,217 is paid by GRTC. The capital grant funds support the following projects: . Replacement of six (6) Para-transit vehicles ($360,OOO); . Purchase of land and the construction of a storage facility ($650,OOO); . Improvements to the Campbell Court Transfer Facility ($593,OOO)such as: 1. Replacing its roof; 2. Replacing all entrance doors; 3. Repairing the outer-stairwell; 4. Upgrading the HVAC system; and 5. Repainting the interior and exterior of the building. . Replacement of portable bus lifts ($169,OOO); . Purchase of an Automatic Vehicle Locator and Inspection System ($100,OOO); and . Other support equipment ($886,802) including three (3) support vehicles, bus shelters, and improvements to the Administration Facility. . GRTC is authorized to act as the designated recipient for ,certain Section 5309 (Earmark) FTA and DRPT grant funds to pass through to transportation related nonprofit entities in the City, namely: Roanoke Chapter, National Railway Historical Society (NRHS), the Western Virginia Foundation for the Arts and Sciences (WVFAS) which owns the O. Winston Link Museum and the Commonwealth Coach and Trolley Museum (CCTM). The Active Grants Summary report and the Grants Summary report include the agreements and activity for these capital funds. Greater Roanoke Transit Company PO Box 13247 . Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com . . . "", ~ '" ~ '" >0:: ~5 1l.0 ~~ 8~ ~~ Zo ~~ ~!Z ~~ <\!l 0", CI:!;j: 15l;; !;to "'Z ffi< ~ '" o '" ... I- ",z ~~ l;;o .... '" 0- .... 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'i' 'i' 'i' ~ <( ~ <( > > I/) I/) I/) I/) I/) I/) ::l ::l ::l ::l ::l ... ... ... ... ... ... Z :: :: :: :: :: ~ I/) I/) I/) I/) I/) 0 ::E I/) -' :J: ... :J: ~ 0 W W 0 0: ::l 00 ~~~ 0 0 Z 0 ZZ Z . , . 0: -<( i=<(o: -' i= -' -' -' :J: ~!li ~!li1 :: ~ <( <( :: ... ... ... I/) WI/)'" ~~:: n: W n: n: n: I/) ~~Hi <( II.. <( <( <( <( O<(l:l 0 0 0 0 0 II.. "/1. -' <( o o -' "/1. W ... :: I/) "/1. o W ... W 0: <( :J: I/) -' <( o o -' W 0: <( :J: I/) W ... :: I/) W 0: <( :J: I/) -' ~ W o W ... ... I/) o o ... o W .... o 0: II.. w~o: l:( W ... al I/)O~ Z ..J"'O: ~~W W~al OO::E W ::l IL Z W ~ ... o W .... o 0: II.. ..: --- , .1 l GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 19.2001 Dear Mr. Morgan: l'.. ~-. : _ ~ ~;(.... \,..)- ",:,'"t:J"" ',-Iti \ .~') .;;j ~" ::'\"J ~ .', ,...., , ~:-..J ..::-!; \~ ~~.~ '~ .~ .~ . ~ \~ \\.... ,Y'9.,/ -,'J .~~ /10' : \ '1 '.':'>"' ~.:::~..::....::.v- David A. Morgan, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 I am attaching copy of a resolution authorizing the President, Vice-President of Operations, and the General Manager of the Greater Roanoke Transit Company (GRTC) to negotiate and execute contracts, leases. and other documents that will bind GRTC in an amount not to exceed $300,000.00 for anyone transaction, provided that such contract, lease, or other document is signed by at least two of those persons and upon certain other terms and conditions. .1 I The above.referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Monday, June 18,2001. Sincerely, /J I?r. ~ .:J. r ~ Mary F. Parker City Clerk MFP:mh Enclosures pc: Ralph K. Smith, President, GRTC Dartene L. Burcham, Vice-President of Operations, GRTC JJtfles D. Grisso, Treasurer, GRTC ..william Hackworth, General Counsel, GRTC .i N:\CKIo041\GRTC,01\Con'4IlIIl July,11,01,. ~ l e\ l. e 'v ..jJ-:( BOARD OF DIRECTORS OF GREATER ROA."10KE TIlANSIT COMPANY A RESOLUTION AUTHORlZING THE PRESIDENT, VICE-PRESIDENT OF OPERATIONS, AND THE GENERAL MANAGER OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC) 'TO NEGOTlA TE AND EXECUTE CONTRACTS, LEASES, AND OTHER DOCUMENTS THAT WILL BrND GRTC IN AN AMOUNT NOT TO EXCEED. THREE HUNDRED THOUSAND DOLLARS FOR ANY ONE TRANSACTION, PROVIDED THAT SUCH CONTRACT, LEASE, OR OTHER DOCUMENT IS SIGNED BY AT LEAST TWO OF THOSE PERSONS AND UPON CERT AIN OTHER TERMS AND CONDITIONS. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. The President, Vice-President of Operations, and the General Manager of the Greater Roanoke Transit Company (GRTC) are authorized to negotiate and execute contracts, leases, and other documents that will bind GRTC in an amount not to exceed three hundred thousand dollars for anyone transaction, provided that such contract. lease, or other document is signed by at least two of the above named persons and that the other provisions of this Resolution are followed, as more particularly set forth in the letter to this Board dated June 18,2001. 2. That any such contract, lease, or other document will be approved as to fonn by GRTC's General Counsel. 3. The Vice-President of Operations or the General Manager will provide a written summary to the Board, at least five business days before any final action is taken regarding any such contract, lease or other document. If no objection is made by a Board Member. then the President, Vice-President of Operations or General Manager may proceed with the outlined action pursuant to this Resolution. If an objection is made by a Board Member and communicated to the Vice- 1 \' "41 e e\ e\ President of Operations or the General Manager within the five business days, the proposed.action '.f; ..' ~ '~l~': ~:: .-.iO,:-. will be suspended until the objection is resolved or until the Board is convened to handle the matter, 4. The authority given to the President, Vice-President of Operations, and General Manager by this Resolution may be amended, modified, cancelled, or rescinded at any time by the Board. 5. The effective date of this Resolution is July 1,2001. ATTEST: ~ '" ... 9. r~~ Secre'Y 2 { i~a_ ':;";"'c"-.;;",':..ii:~i.~.:.".,;:,;;;,-,.,.::,,,. ,:;,-... ,",,:,.."; .: ,:j...~:..;,.:~..~~ ~ ~M. \ ~m- C-J" . , ; "_.'_'"'''''''''''' ',.. .... J'~'C<"''''.''~'- ........, .-..~, 00 00 -- ' ., , . ..1~~;...~....~"'&ti/".wwor~"""~l~.~..>;;A. ..~;:~-,~.,;.~'~::,..o.:'..~..~l.:: H' Greater Roanoke Transit Company Board of Directors Meeting June 18, 2001 VALLEY METRO Greater Roanolt TIIlISI Company P.O. 80113247 Roanob, Va. 24032 540-982.0305 Ralph K. Smith, President and Members of the Board Dear President Smith and Members of the Board: Subject: Authorization to Negotiate and Execute Contracts, Leases - and other Documents .1 Background: The Greater Roanoke Transit Company (GRTC) Board of Directors has detennined that regular monthly meetings of the Board are no longer necessarv.. Effective July 1, 2001, the GRTC Board of Directors will hold meetings as may be necessary to condud the business of GRTC. However, the need to conduct everyday business will from time to time require that certain contracts, lease agreements and other necessary documents be executed and binding on behalf of GRTC. It has been recommended that in order execute the above referenced documents that the President, Vice- President of Operations and the General Manager of GRTC be authorized to negotiate and execute such documents in an amount not to exceed three hundred thousand dollars ($300,000) for anyone transaction, provided such doCuments are signed by at least two of the above named persons and comply with the conditions set forth below. .1 Prior to final execution of any such documents. the Vice-President of Operations or the General Manager will provide to the Board a written summary of the action to be taken at least five (5) business days before any final action is taken regarding such documents. If no objection is made by a Board Member, then the President, Vice-President of Operations or General Manager may proceed with the outlined action. If an objection is made by a Board Member and communicated to the Vice-President of Operations or the General Manager within the five business days, the proposed action will be suspended until the objection is resolved or until the Board is convened to handle the matter. All contracts, lease agreements or other documents will be approved as to form by GRTC's General Counsel. , .1 .\ .1 ~. K. Smith, ? ittAnt and ~d\)ers of the Board of Directors Authorization to NaGJ~~ amfl&ecute Contract, Leases and other Documents June 18, 2001 Page 2 . Consideration: Authorization is needed to enable the President, Vice-President of Operations, and the General Manager of GRTC to negotiate and execute the above referenced documents that will bind GRTC in an amount not to exceed three hundred thousand dollars ($300,000) for anyone transaction, provided that such documents are signed by at least two of those persons and comply with the conditions mentioned above. " Recommendation: Board of Directors authorize the President, Vice-President of Operations, and General Manager of the Greater Roanoke Transit Company to negotiate and execute contracts, lease agreements, and other documents that will bind GRTC in an amount not to exceed three hundred thousand dollars ($300,000) for any one transaction, provided that such documents are signed by at least two of those persons, the document is approved as to form by General Counsel. and . those persons comply with the conditions mentioned above. Respectfully submitted, ~vid:~-- General Manager c: Vice-President of Operations Treasurer Secretary Legal Counsel VALlEY,:1IE1RO Greater fIoaluD 1IIaSit CanqIany P.O.90113247 Roanoke, Va. 24032 703-982.2222 March 27, 1989 Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Subject: Procurement Policy Dear Members of the Board: T. Background: . f"A'~~v GRTC has operated under Roanoke City Procurement Code 'due to nature of relationship between City and GRTC. B. Virginia Supreme Court, in the case of APCo v. Greater Lynchburg Transit Company, recently held that GLTC, which is or anized identicall to GRTC, is ale al enti t entir~ly separate anddistlnct from t e Clty. II. Current Situation: A:., Federal and State grant funding requires formal adoption of a procurement policy which complies with the regulatlons promulgated by the Urban Mass Transportation Administration (UMTA). Formal adoption of a procurement policy such as the City of Roanoke Procurement Code is therefore appropriate. p III. Issues: A. Need.. t B. Timing . - f. Ii I. e i' -I I ! i ! - J~~~~c.',~ . . ';';~" IV. Alternatives A. Adopt a resolution establishing that the Greater Roanoke Transit Company shall comply with the requirements of the Roanoke City Procurement Code. 1. Need for the resolution is evidenced by the fact that all future grant funding requests must be accompanied, by an assurance that GRTC' s forma 1 procurement policy meets UMTA's requirements. 2. Timing will avoid the possibility of a delay in federal and state grant funding requests. B. Do not adopt a resolution establishing that the Greater, Roanoke Transit Company will comply with the requirements. of the Roanoke City Procurement Code. 1. Need will not change. 2. Timing may delay the submission of future federal and state grant funding requests. V'. Recommendation: Adopt alternative A: Adopt a resolution establishing that the Greater Roanoke Transit Company shall comply with the requirements of ,the Roanoke City Procurement Code. Respectfully Submitted, cc: Vice President of Operations Assistant Vice President of Operations General Counsel Treasure Secretary . Director of Utilities ~nd Operations --" ........, --..--...... ". .... '" . '. ~ GREATERROANOKEIRANSIT COMPANY BOARD OF DIRECTORS August 21,2009 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a resolution establishing a specific meeting schedule for the Board of Directors of the Greater Roanoke Transit Company (GRTC). The abovereferenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a special meeting which was held on Monday, August 17, 2009. Sincerely, ~rn.~ Stephanie M. Moon Secretary Enclosure pc: Darlene L. Burcham, Vice-President of Operations, GRTC Ann H. Shawver, Treasurer, GRTC William M. Hackworth, General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC L:lCLERKIDATAICKEW1 IGRTCIgrtc 09IAugust 17, 2009 Resolution correspondence.doc JJt-r: -, '. BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ESTABLISHING A SPECIFIC MEETING SCHEDULE FOR THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC). WHEREAS, a resolution was adopted June 30, 2001, by the GRTC Board of Directors effective July 1, 2001, providing there would be no regular monthly meetings scheduled for the Board of Dire,ctors and that the Board of Directors would hold meetings in accordance with the By-Laws of GRTC as may be necessary to conduct the business of GRTC; WHEREAS, at its April 20, 2009, Board meeting, GRTC's Interim General Manager presented for discussion a recommendation that the Board meet every two months, but with . meetings being held in January and June, in response to input from Board members to meet on a more regular basis, and the Board approved the recommendation; and WHEREAS, the GR TC General Manager has recommended that the Board of Directors adopt a specific meeting schedule for the remainder of the current 2009-2010 fiscal year, as more fully set forth in the General Manager's Report dated August 17,2009, to this Board. THEREFORE, BE IT RESOLVED by the Board ofDirectorsofGRTC as follows: 1. ' That the Board of Directors hereby approves and adopts a specific meeting schedule that will correspond with City Council meetings and will include a GRTC Board meeting in January, which is needed for grant application approvals, and a meeting in June, which follows the annual meeting of the GRTC's stockholders. In accordance with Article III, Section 4 of the GRTC By-Laws, the following meeting dates for the GRTC Board are approved, . with a 1:30 p.m. starting time, for the remainder of the current 2009-2010 fiscal year: 1 , . . . 1. 2. 3. 4. October 22,2009 January 19, 2010 March 15, 2010 June 21,2010 2. That the GRTC Board can hold additional meetings on an as-needed basis in accordance with the GRTC By-Laws. 3. That the schedule of meetings for the GRTC Board in subsequent fiscal years be set annually by the Board at the June Board meeting. Date: ~~ a'J ~O\J<1 ATTEST: ~ .. ...- m. O~ ~h 'eM.Moon,secr~ 2 , . ~- Greater Roanoke Transit Company Board of Directors Meeting August 17, 2009 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Frequency of GRTC Board Meetings . Background: A resolution was adopted on June 30, 2001, by the GRTC Board of Directors effective July 1, 2001, providing there would be no regular monthly meetings scheduled for the Board of Directors; that the Board of Directors would hold meetings in accordance with the By-Laws of GRTC as may be necessary to conduct the business of GRTC, as more particularly set forth in the General Manager's June 18, 2001, letter to the Board and accompanying resolution (Attached). At its April 20, 2009, GRTC's Board meeting, GRTC's Interim General Manager presented for discussion a recommendation that the Board meet every two months, but with meetings being held in January and June. This was in response to input from Board members to meet on a more regular basis. This recommendation is more particularly described in the attached April 20, 2009, letter from the Interim General Manager to the Board. The Board approved the recommendation. Recommendation: GRTC staff recommends that a specific meeting schedule be adopted by the GRTC Board that will correspond with City Council meetings and will include a GRTC Board meeting in January, which is needed for grant application approvals, and a meeting in June, which follows the annual meeting of the GRTC's stockholders. Therefore, in accordance with Article III, Section 4 of the GRTC By-Laws, it is recommended that the following meeting dates, with a 1 :30 p.m. starting time, be adopted by the GRTC Board for the remainder of the current 2009-2010 fiscal year: . 1. October 22,2009 2. January 19, 2010 3. March 15,2010 ____._______________~____June 2..1,.20 1 Q_______________________________________._______ -___._____. Greater Roanoke Transit Company PO Box 13247 J1 Roanoke, Virginia 24032 a Phon€:: 540.982_0305 " Fax: 540.982.2703 <, w\Nw.valleynletro,corri ,David A. Bowers, President, and Members of the Board of Directors . August 17,2009 Page 2 . The GRTC Board can also hold additional meetings on an as-needed basis in accordance with the GRTC By-Laws, Further, it is recommended that the schedule of meetings for the GRTC Board in subsequent fiscal years be set annually by, the Board at the June Board meeting. itted, Carl L. Palmer General Manager UAI c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel . Attachments .. , . . . :, j<, . '" I.... L, "":. ,. \1:./,,<:' ~~ l& \; ~- 'If,:' ~.' .. 1:;: . A .,i" ~~ .4ar::i~? ,oanoke Transit CcmpBny Board of Directors Meeting f{;.pril 20; 2009 David l~,~. Bo\vers: President and fvterr1bers of the Board of Director~ Greater t={oano~:e l-ra.nsit (;ornpany Roanoke., \/!iginie, Dear President Bowers and Members of the Board: E:ui~.l}eGt: [)jscussion cn Fr-€:quency of GRTC: Board ~V}eetings 8ackgrounc: F.. reSOiU1:fOn \.vas pa,ssed on june 30; 200'1 boy the GR.1.C~ BoarG of [)irectors effect\/E July 1, 2001 that there would be no' re9uiar monthly meetings scheduled for the B08.re of Directors. The 80ard of Directors wi([ hold meetings in accordance vifith the BY-Lsvis ()f GRT(~ as Inay be necessary to concuct the business of GR-rC:\ as rnOf"e partlcu!ari~/ set foriJ\ in the lerte!', cooy attached, to the Board dated .June i 8, 2001, _ : .' "1-" . [-(eCOfTlm6nG~mDn anti UlSCUSSiOT GRTC board considel- meetinq at least everv t~vo months with meetinos scheduled er - ~ ~ the tllird Monday at 1 :00 1),111. ReCOmrl\end. a meetino be scheduled in Januarv and ... t - ,,' June due to the need for budget and qrant appiication approvals by the Board, Ca!ieci rrieetings \Nould stiH be available if any rnat:ter requires Board review and approvaL Respectfuiiy subrnitted, ;;';;jE;~:/ LiSon i, Aider lflterrm General f\/lanage:~' :~'.f-'\:' \/iCE: f:iresident of Operations 13'R~T'C: i~t8.isc)n TfeaSun~i" ~:;E,;cr(~t8.1-\" Lep2.i C::.QUns6! AttachmiSnt . . . ~ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 19, 2001 David A. Morgan, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Morgan: I am attaching copy of a resolution repealing a resolution adopted by the Board of Directors of the Greater Roanoke Transit Company on June 15, 1998; providing as of July 1,2001, that there will be no regular monthly meetings of the Board of Directors; and providing that the Board will meet as may be necessary in accordance with the by-laws of GRTC. The above-referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Monday, June 18, 2001. /hl~ J~ Mary F. Parker City Clerk MFP:mh Enclosures pc: Darlene L. Burcham, Vice-President of Operations, GRTC James D. Grisso, Treasurer, GRTC William Hackworth, General Counsel, GRTC N:\CKMH1\GRTC.01\Corresp July.18.01.WPd "~' // OJ II / I . BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMP Al'-:'Y A RESOLUTION REPEALING THE RESOLUTION ADOPTED BY THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC) ON Jl.JNE 15,1998; PROVIDING THAT AS OF JULY 1, 2001, THERE WILL BE NO REGULAR MONTHLY MEETINGS OF THE BOARD OF DIRECTORS; A.ND PROVIDING THAT THE BOARD WILL MEET AS MAY BE NECESSARY IN ACCORDAt"-rCE \\11TH THE BY-LAWS OF GRTC. 'WHEREAS, the Board of Directors has determined that the business of GRTC can be conducted by meetings of the Board of Directors as provided by the By-Laws of GR TC, and that the regular monthly meetings of the Board of Directors are no longer necessary. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. The Resolution adopted by the Board of Directors on June 15, 1998, setting a regular . monthly meeting schedule is hereby repealed as of June 30,2001. 2, Effective July 1,2001, there will be no regular monthly meetings scheduled for the Board of Directors. 3, The Board of Directors will hold meetings in accordance with the By-Laws ofGR TC as may be necessary to conduct the business of GR TC, as more particularly set forth in the letter to this Board dated June 18,2001. ATTEST: s~~ l.~ . H:IMEASURES\r-gncboardmecli11g ,-\ . ~4i'~"~'~~~~-- -:' ~...::.::;.6fh::?~~J~;"';:' .-- . . ~ ....... 1 Wl~ . Ie e ! 'i. . i ~ ~~~:~::~~:~:~::;=;:~e::==~ .~ r , ~-11 ~ ~;~~;'~:, Greater Roanoke Transit Company Board of Directors Grealer Roanoke Transit Company P.O. Box 13247 Roanoke, Va. 24032 54fl.982.()305 June 18, 2001 Ralph K. Smith, President and Members of the Board Dear President Smith and Members of the Board: Subject: Board Meetings Background: Management was asked by the Board of Directors to look into the possibility of conducting the Greater Roanoke Transit Company (GRTC) Board meetings on an as needed basis. By Resolution adopted on June 15, 1998, the GRTC Board of Directors fixed its regular monthly business meetings to be held on the third Monday of each month at 1 :00 P.M. Article III, Section 4 of the GRTC By-Laws states "Meetings of the Board of Directors shall be held.at times fixed by resolution of the Board, or upon call of the President or the Secretary, or upon the call of a majority of the members of the Board." Management has d~termined no discernable reason that the everyday business of the GRTC, or business with it's suppliers or customers would be affected should the Board determine that it is more practicable to eliminate the Board's regular monthly business meeting and conduct meetings as may be necessary in accordance with the By-Laws of GRTC. Consideration: Repeal as of June 30, 2001, the Resolution adopted June 15, 1998, setting a time for the Board's regular monthly business meetings, and adopt a Resolution that will be effective on July 1, 2001, that will provide there will be no regular monthly Board of Directors business meeting and that the Board will meet as necessary in accordance with GRTC's By-Laws. A copy of Article III, Section 4 of the By-Laws is attached regarding meetings of the Board. ." . Ralph K. Smith, President and Members of the Board of Directors Board Meetings June 18,2001 Page 2 Recommendation: Board of Directors adopt a Resolution repealing as of June 30, 2001, the Resolution adopted June 15, 1998, setting a time for the Board's regular monthly business meetings, and that effective July 1, 2001, there will be no regular meetings for the Board of Directors scheduled, but that the Board will hold meetings in accordance with the By-Laws of GRTC as may be necessary to conduct the business of GRTC. . c: Vice-President of Operations Treasurer Secretary Legal Counsel . Respectfully submitted, ~::1'~ David A. Morgan General Manager' ., ,? . . . An extract from the Minutes of the GREATER ROANOKE TRANSIT COMPANY Board Meeting on June 15, 1998. BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION REVISING THE SCHEDULE FOR MEETINGS OF THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY WHEREAS, Section 4 of Article III of the By-Laws ofthe Greater Roanoke Transit Company provides that meetings of the Board of Directors shall be held at times fixed by resolution of the Board. WHEREAS, the establishment of a fixed schedule of meeting dates is necessary for the orderly conduct of business of the Company. WHEREAS, the Board of Directors desires to change the meeting time for the current schedule of regular meeting dates. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the regular business meetings of such Board shall be held in Council Chambers of the Roanoke Municipal Building, fourth floor, 215 Church Avenue, S. W., Roanoke, Virginia, at 1:00 p.m. on the third Monday of each month, commencing with the July 20, 1998 meeting; provided, however, when any regular meeting of the Board shall fall on a legal holiday of the City of Roanoke or the Commonwealth of Virginia, then such meeting shall be held on the next regular business day. The former time for regular meetings scheduled for 1 :30 p.m. on the third Monday of each month is hereby repealed. APPROVED: ATTEST: S/David A. Bowers SlMary F. Parker David A. Bowers President Mary F. Parker Secretary ,< ., GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS July 8, 2010 David A. Bowers, President David B. Trinkle John Bingham Mark Jamison Karen Michalski-Karney Consuella Caudill Nicole Hall Dear President Bowers and Members of the Board: Pursuant to Article III, Section 4,of the By-laws of the Greater Roanoke Transit Company, I am calling a special meeting of the Greater Roanoke Transit Company Board of Directors on Monday, July 19,2010, at 1 :00 p.m., in the Emergency Operations Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. The purpose of the meeting is to consider the election of officers and other various business matters as the General Manager may deem appropriate. Please let me know if you are unable to attend. Sincerely, ~ M. M,w . Stephanie M. Moon I Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC James Grigsby, Assistant Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DAT A\CKSM1\GRTC.1 O\July 19 Special Meeting Notice.doc v GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 12, 2010 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that a meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, August 16, 2010, at 1 :00 p.m., in the Emergency Operations Center Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, _ ~on.lYJb~ . I Stephanie M. Moon L Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC . Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K:\GRTC.10\August 16 Meeting Notice.doc 1 . Call to Order. 2. Roll Call. GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 16, 2010 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 3. Approval of Minutes: Regular meeting held on July 19, 2010. 4. Reports of Officers: a. General Manager: 1. ~ ~ ~ ~ ~ ~ 2. 3. 4. 5. 6. 5. Other Business. 6. Adjournment. Management Update: Proposed Roanoke to Lynchburg AMTRAK Bus Connector Health, Dental, General Liability Sole Source Insurance Contracts Facility Expansion Property Acquisition Bus Stop Shelter Construction and Installation Contracts Increase in Premium Assessments for Vehicle and Personal Injury Insurance Invitation to Participate in Sustainable Communities Initiative Financial Report for the month of June. Briefing on Selection Rationale for Bus Stops. Response to Complaint from an Anonymous GRTC Employee. Approval of Surplus Tangible Personal Property Disposal Policy. ., Municipal Auditing Report on the Southwestern Virginia Transit Management Company Retirement Plan and Trust. K:\GRTC.10\August 16, 2010 Agenda.doc " " . ~.,~;>.. ~ Greater Roanoke Transit Company Management Update August 16, 2010 Roanoke to Lvnchbura Amtrak Bus Connection In the June 21, 2010 Management Update, the Greater Roanoke Transit COl')1pany (GRTC) Board of Directors were advised that the Department of Rail and Public Transportation (DRPT) is on track to complete a passenger rail feasibility study for Southwestern Virginia on or about November 1, 2010. As of this update, DRPT is still on track to complete the study in early November; they will apprise GRTC of the results. Assuming the study shows there is a feasible market for passenger rail service, DRPT will work with GRTC to file an operating grant application for the bus connector service, assuming, at that point in time, there are grant funds available and Roanoke has come to terms with the 15% local match requirement. The local match requirement equates to approximately $22,500 to $45,000 annually depending upon total hours and miles per year that would be devoted to the service. To some extent the results of DRPT's study should lend itself to helping to determine the level of bus connector service that should be provided. "Sole Source" Aareements for Insurance Brokers In the June 21st Update, the Board was advised that GRTC will maintain "sole source" service agreements with its current brokers, Business Solutions, Inc. for health and dental for Southwestern Virginia Transit Management Company employees, and Wells Fargo Insurance Services USA, Inc for personal injury and property damage for GRTC owned property. These sole source agreements will be maintained for one year to allow GRTC adequate time to engage long term services of an insurance broker or brokers through a request for proposals (RFP) process. Drafts of the sole source agreements have been prepared and will be submitted to GRTC's current brokers for their review and approval. Each agreement provides for a specified scope of work and a finite fee for services: $9,000 for Business Solutions; $7,835 for Wells Fargo. Prior to fully executing these agreements the Board will be advised of GRTC's intent and given the opportunity to review and comment on the sole source agreements over five (5) business days. FacfiDfitv Exllllansion Property Acauisition GRTC's current administrative and maintenance facility was built to accommodate parking and maintaining thirty-eight (38) buses. Currently, the facility accommodates parking and maintenance for fifty-eight (58) vehicles, including GRTC's four (4) Star Line Trolleys, five (5) Smart Way ~uses, and eleven (11) service vehicles. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone:.540.982.030S · Fax:540.982.2703 · www.valleymetro.com In order to maintain and improve a safe maintenance environment, GRTC is planning to design and construct an auxiliary maintenance facility. Currently, GRTC is negotiating the purchase of nine(9) contiguous parcels of real estate equating to seven tenths (.7) of an acre, located on Campbell Avenue SE between 11 th and 12th Streets, across the street from GRTC's current maintenance facility. In accordance with Federal Transit Administration (FTA) regulations, a Phase I Environmental Site Assessment (ESA) was completed in April 2008. Subsequent to its completion, FT A granted GRTC a categorical exclusion on the property in February 2009, requiring no remediation. In March 2009, the property was appraised at $67,000. GRTC has offered $116,500 for the property; the property owner, in principal, has accepted the offer, in principal. A purchase agreement is being drafted for the owner's review and approval. Concurrently, the appraisal and ESA are being updated to assure compliance with FT A real estate acquisition prerequisites; approved FT A and Department of Rail and Public Transportation (DRPT) grants will cover 80% and 20%, respectively, of the purchase price. Prior to consummating the purchase agreement, the Board will have an opportunity to review; and comment on the agreement over five (5) business days. Contracts for Installing Bus StoD Shelters On July 29, 2010, GRTC executed two contracts for constructing concrete pads and installing bus stop shelters. One contract was awarded to Woodard-West-Parks, Ltd. for shelter sites requiring the removal of soil or asphalt as preparation for constructing the concrete pad; Beakell, Inc. was awarded the contract for sites requiring the removal of concrete. Each contract has a one (1) year term with two (2) additional one (1) year renewal terms. Each contract provides for a finite fee for services during the one (1) year term: $59,400 for Woodard; $18,688 for Beakell. In a July 2, 2010 letter to the President and members, the Board was advised of the then pending execution of these contracts. Increase in GRTC's Insurance Premium Assessment GRTC's fleet of buses and service vehicles are insured through the Virginia Transit Liability Pool (VTLP). The coverage provided is for "auto liability" (buses and cars/vans). In a July 29,2010 correspondence from VTLP, GRTC was advised that its annual assessment for insurance premiums for the 2011 fiscal year will increase by 13% or $44,517 above GRTC's budgeted amount for its auto liability coverage. This increase is largely due to catastrophic claims from members of the Pool, excluding GRTC. VTLP's assessment is $380,949 for fiscal 2011; GRTC's fiscal 2011 budget for VTLP assessed premiums is $336,432. Because GRTC operated 146,600 fewer miles in fiscal 2010, this increase may be reduced by $ $35,775 as a credit against its fiscal 2011 premium assessment. If this credit is realized, the VTLP premium impact on GRTC's fiscaI201.1~~get.wi"bereduced to $8,742 or 2.6% above GRTC's insurance premium budQe~, f~r auto liability coverage:"':.' . _. 0',-. . . . - .. ~ .;-." '. The Board will be advised as to whether or not GRTC will be credited for its reduced operating miles that will correspondingly reduce its premium pay out for fiscal 2011. ~. Invitation from the Sustainable Communities Initiative The Sustainable Communities Initiative has invited GRTC to participate in a three (3) year planning effort that will culminate in a Regional Sustainability Plan. The final Plan will focus on eight (8) major sustainability factors, including decreasing per capita vehicle miles traveled and transportation related emissions, both of which are GRTC's primary purpose for participating. The Initiative is a consortium of government entities, institutions of higher education, and non- profit organizations. To support the sustainability planning effort, the Initiative is in the process of filing a planning grant application in the amount of $750,000 with the U.S. Department of Housing and Urban Development. The Roanoke Valley Alleghany Regional Commission will be the lead applicant. As such, the Commission is asking those entities expressing interest in participating in the. three (3) year planning project to sign a letter of support, which includes committing to approximately forty (40) hours for each of the three planning years, plus cash donations or in-kind service. GRTC is prepared to commit to the forty (40) hours of planning time as well in-kind services in the form of making space available for planning meetings. itted, Carl L. Palmer General Manager C: Vice President of Operations Treasurer Secretary Legal Counsel '1 ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia August 16, 2010 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of June 2010 . The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for the twelve months (year-to-date) of this fiscal year. Operating income through June of FY 10 is 3.1% or $70,092 below last year as presented in the accompanying financial statement. This reduction is primarily due to decreases in operating revenue in the amount of $45,730 or 2.3% and advertising income of $16,421 or 13.6%. The operating expense for GRTC of $7.6 million through June 2010 includes expenses for its sub- recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and o. Winston Link Museum, in the amount of $100,463. GRTC's expenses in the amount of $7.5 million represent a decrease of $187,618 or 2.4% compared to June 2009. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $5.3 million through June 2010 include subsidies for its sub-recipients i,r;l the amount of $100,463. GRTC's subsidy of $5.2 million has decreased $528,159 or 9.1% compared to June 2009. The reduction is primarily due to a decrease in State and City of Roanoke subsidies compared to June 2009. ODeratin2 Income Operating income through June of FY 10 is 3.1% or $70,092 below last year as presented in the accompanying financial statement. Total income for the year is $166,719 below budget primarily due to decreases in passenger fares and advertising income. Commentaries on significant variances are shown below. Ooerating Revenues including bus fares and sales of passes decreased 2.3% or $45,7}0 compared to June FY 09 due to decreases in passenger rides. Passenger rides have decreased 9.3% or 235,745 compared to June 2009. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 II www.valleymetro.com David A. Bowers, President and Members of the Board of Directors G~TC Financials August 16, 2010 Page 2 Advertising Revenue for advertising on GRTC buses have decreased 13.6% or $16,421 compared to June 2009. Purchases for advertising on the buses have declined due to current economic conditions. DDeratine: EXDenses Operating expenses for GRTC are 3.4% or $268,181 under budget. The reduction is largely driven by a reduction in the purchases of Materials and Supplies of 14% or $210,981.compared.to June 2009. Expense variances are discussed in the following sections. Fringe Benefits have increased 5.1% or $69,271 in June 2010 compared to June 2009. This increase is primarily due to increases in health insurance coverage for $41,405 and worker's compensation insurance for $21,798. Materials and Supplies have decreased 14% or $210,981 in June 2010 compared to June 2009. This decrease is primarily due to a reduction in the cost offuel in the current period. GRTC's fuel purchases in the current period decreased 13% or $138,287 compared to fuel purchases in June 2009. Purchased Transportation for demand response and services for colleges have decreased 7.5% or $63,055 compared to last year. This decrease is due to the use of Job Access and Reverse Commute (JARC) funds by the Company's service provider Unified Human Services, Inc. The use of JARC funds reduces the Company's expenses for eligible rides by 50%. The total reduction for GRTC through June 2010 is $63,520. Subsidies The subsidy decrease of 9.1% or $528159 is primarily due to decreases in State and City of Roanoke subsidies compared to June 2009. The Department of Rail and Public Transportation (DRPT) state funding decreased 21.6% or $299,939 compared to FY 09 due to a reduction in the amount of funding by the state in FY 2010. The DRPT allowed GRTC to utilize ARRA operating assistance in the amount of $240,547 in order to recover the reduction in funding. The local grants decreased 16.2% or $273,555 primarily due to a decrease in the OW of Roanoke's subsidy of 19.9% or $266,676. The reduction is primarily due to service reductions and other related budgetary reductions of approximately $300,000 for FY 10 compared to FY 09. David A. Bowers, President and Members of the Board of Directors GRJC Financials August 16, 2010 Page 3 No action by the Board is needed on this matter. 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GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 6/30/2010 6/30/2009 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 339,251.61 $ 587,203.42 -42% ACCOUNTS RECEIVABLE $ 1,314,983.89 $ 1,460,403.58 -10% INVENTORY $ 404,078.35 $ 375,027.46 8% FIXED ASSETS FIXED ASSETS $ 29,269,515.40 $ 26,604,863.87 10% ACCUMULATED DEPRECIATION $ (14,037,037.19) $ (12,134,369.90) 16% NET FIXED ASSETS $ 15,232,478.21 $ 14,470,493.97 5% PREPAYMENTS $ 31,583.44 $ 133,628.28 -76% TOTAL ASSETS $ 17,322,375.50 $ 17,026,756.71 2% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 288,618.67 $ 353,650.20 -18% PAYROLL LIABILITIES $ 293,189.82 $ 295,969.28 -1% OTHER LIABILITIES $ 82,236.12 $ 76,670.78 7% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,571,840.80 $ 5,789,425.23 -4% DEPRECIATION EXPENSE $ (1,896,223.55) $ (1,790,331.11) 6% RETAINED EARNINGS $ 10,722,176.91 $ 10,863,093.46 -1% CAPITAL CONTRIBUTIONS $ 2,348,098.00 $ 1,115,207.00 111% NET INCOME (LOSS) $ (87,566.27) $ 323,066.87 -127% TOTAL CAPITAL $ 16,658,330.89 $ 16,300,466.45 2% TOTAL LIABILITIES & CAPITAL $ 17,322,375.50 $ 17,026,756.71 2% t .. ~"'" '.:':.~.".J,~.-:.> . "" \if;'_ Greater Roanoke Transit Company Board of Directors Meeting August 16,2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Selection Rationale for Bus Stops Backcround It has been brought to Greater Roanoke Transit Company's (GRTC) attention that some of its customers are dissatisfied with the policy of not stopping for boarding or alighting except at designated bus stops. The purpose of this policy is to ensure on-time performance, consistent frequency between buses, safe boarding and alighting of passengers, minimal adverse impact on traffic flow, and the safe movement of GRTC buses. The rationale below describes guidelines and technical information sources used by GRTC to select bus stop locations. Bus Stop Rationale The Transit Cooperative Research Program (TCRP) sponsored by Federal Transit Administration (FT A) produced a publication in 1996, Guidelines for the Location and Desian of Bus Stops. TCRP Report 19. This report addresses two major issues associated with the design and placement of bus stops: (1) Street-side factors which are those factors associated with the roadway that influence bus operations, e.g. on street parking and truck delivery zones; adequate curb side space for the number of buses servicing a route; proximity of nearby driveways and the anticipated traffic volume. (2) Curb-side factors are those factors located off the roadway that affect patron comfort, convenience, and safety, e.g. free of obstacles that will obstruct the patron's path of travel when approaching or leaving a bus stop; surfaces that are smooth, firm, stable and slip resistant; signs designating route number and names proximately posted. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032. _. Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com ) David A. Bowers, President, and Members of the Board of Directors August 16, 2010 Page 2 TCRP Report 19 also lists four (4) universal areas of concern that influences the design and placement of bus stops. They are: (1) Transit system performance: (a) Time it takes to walk to the bus stop; (b) Wait time for the bus; (c) Bus travel time; (d) Time to walk to the destination from bus stops (2) Traffic flow: Bus stop location and design affect the flow and movement of other vehicles. A well-designed bus stop can allow passengers to board and alight without the bus significantly impeding or delaying adjacent traffic. They should not block cross-traffic on intersecting streets and the bus must be able to re-enter the traffic stream with minimal conflict. (3) Safety: The curb area devoted to a bus stop, particularly in heavily traveled corridors and where large numbers of customers board daily, is of critical importance. The objective must be to promote optimum safety for the boarding and alighting of customers and to promote the speed of the bus without seriously affecting the flow of other vehicles. For the safety of customers, the length of the bus stop should allow the driver to pull the bus to the curb in a manner that allows the bus to be fully parallel with the curb. For the safety of pedestrians not using the bus service and other vehicles, the bus stop should allow adequate set-back from a crosswalk to facilitate safe vehicular movements and a clear sight path and walkway for pedestrians. (4) Security: Security is affected by well lighted bus stops, stops that are highly visible from the street and minimizes obscure closed in areas. " Another resource used by GRTC in planning and selecting bus stops is the Toolkit for the Assessment of Bus Stop Accessibilitv and Safety jointly produced by the Easter Seals Project and FT A in 2006. The purpose of the Toolkit is to: (1) Determine minimum Americans with Disability Act (ADA) requirements; (2) Enhance bus stop accessibility through universal design; (3) Inventory bus stops; (4) Develop a strategic plan for system-wide accessibility;. (5) Advocate for improvements Other resources used by GRTC to guide of bus stop rationale are: CTTRANSIT (Connecticut Transit) Service Guidelines, June 2009, Section VII, Customer Considerations, Part A, Bus Stops. These service guidelines, which discusses the spacing and .' David A. Bowers, President, and Members of the Board of Directors ~ugust16,2010 Page 3 design of bus stops, are based on the TCRP Report 19. The discussion focuses on two fundamental standards: (1) In general, bus stop spacing should not be less than 0.125 miles (700 feet), no more than 0.250 miles (1400 feet). (2) Stops should be located at street intersections where possible so that customers are provided with safe, obstruction-free access to the bus. Finally, TCRP Report 125, 2008, Guidebook for Mitiaatina Fixed-Route Bus-and- Pedestrian Collisions. Part 2. Strateav 9. Bus Stoo Location Plannina and Bus Stoo Desian, discusses the importance of the location in improving the safety of passengers boarding and alighting. . . Summary The determination of bus stop spacing is primarily based on standards that are frequently subdivided by development type, such as residential area, commercial, and/or a central business district as well as major trip generators such as retail shopping centers, hospitals, and educational institutions.' The location of bus stops along routes is a function of balancing customer convenience against efficient bus operations. Obviously, stops at every intersection provide the shortest walking distance to the bus stop. However, vehicle speed and trip time for customers already on the bus are affected significantly. Aside from pure spacing considerations, bus stop placements should be conducted in a manner that optimizes customer safety and convenience, and operating efficiency. Toward that end, GRTC has adopted the 0.250 mile (1400 feet) spacing of bus stops recommended by the TCRP Report 19. The former practice of allowing passengers to "wave" or "flag down" the bus at any point along a route in order to board or alight compromises bus stop'design and placement standards and guidelines that ensure customer safety, on-time performance, consistent frequency between buses, minimal adverse impact on traffic flow, and the safe movement of GRTC buses. ed, c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel -~ -~ ~,..:,!~~?l:". ~ '-- "Valley'" ~~ }~': Greater Roanoke Transit Company Board of Directors Board of Directors Meeting August 16, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia i . Dear President Bowers and Members of the Board: Subject: Informational Report: Questions from Mark Jamison, Greater Roanoke Transit Company (GRTC) Board Member Backaround: This report is in reference to six questions raised by Mark Jamison, GRTC Board Member on August 6, 2010 in relation to a complaint from an anonymous GRTC employee. The six questions were: (1) How often are routes reviewed and when was the last time that occurred? (2) What does the process of reviewing routes entail? (3) What is the "on-time" record of our buses and how is that measured? (4) What is the policy on stop locations and what change was made recently? (5) What are the penalties for drivers who are "late"? (6) What challenges exist with maintenance of your equipment and what is the overall condition of your fleet? ResDonses : Question # 1: Routes are reviewed when there is a request for a possible stop to be added. Last month there was a request to add a stop to Route 15/16 for a new call center located near Thirlane Road in the former Celebration Station facility. Procedurally, GRTC conducts a ridership count for a period of time, usually a week, in order to determine if there is sufficient demand. Another important factor that must be considered is if the additional stop will cause that route to remain on-time in order to facilitate timely transfers at GRTC's Campbell Court Transfer Center. Question # 2: The process for reviewing routes entail evaluating the number of passengers that use each route during peak and off-peak times. The Connectics Transportation Group, under contract with the Virginia Department of Rail and Public Transportation, conducted a Transit Development Plan (TOP) of GRTC in June 2009. The TOP included an evaluation of four performance criteria for each route. The criteria are: (1) Passengers per Revenue Hour; (2) Passengers per Revenue Mile; (3) Operating Cost per Passenger Trip; (4) Farebox Ratio (Farebox Revenue divided by Total Expenses). GRTC farebox ratio is 25% which is above the transit industry average in that the passenger fare pays for 25% of the total operating cost. Greater Roanoke Transit Company P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com ---,.~ ....,/ , " , David A. Bowers, President, and MembeTsof the Board of Directors August 16, 2010 Page 2 Question # 3: On-time performance is a meaSUTeof the arrival and departure times of each bus at Campbell Court Transfer Center. A five (5) minute window is used to evaluate on-time performance. Given the parameter of plus or minus five (5) minutes, GRTC's buses are defined as being on-time if arriving five minutes before or after the scheduled arrival time and departing within five minutes of the scheduled departure time. The on-time performance for GRTC is 98%. Question # 4: The policy of bus stop locations is based upon guidelines and technical information sources from research by the Transit Cooperative Research Program (TCRP) and other transit systems. The purpose of the GRTC policy is to ensure on-time performance, consistent frequency between buses, safe boarding and alighting of passengers, minimal adverse impact on traffic flow, and the safe movement of GRTC buses. GRTC has adopted the standard of 0.250 mile (1400 feet) spacing of bus stops recommended by a TCRP Report # 19. The recent change to GRTC's bus stop policy was precipitated by the unsafe practice of "hailing" or "flagging" down GRTC's buses at locations other than designated bus stops. A full account of GRTC's bus stop design and location rationale is contained in separate August 16, , 2010 report for the board. Question #5: There are no penalties for drivers who are "late". There is remedial training by a supervisor for drivers who have a practice of being "I~te" on a regular basis. \ Question #6: Currently, there are no debilitating challenges in the GRTC Maintenance Department. The overall condition of the fleet of forty-seven (47) revenue vehicles is excellent. GRTC has a preventive maintenance schedule of every 3,000 miles which is a higher standard than the manufacturers' requirement of every 6,000 miles. .R~ Carl L. Palmer General Manager c: Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS August 20, 2010 Carl L. Palmer General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 _ Dear Mr. Palmer: I am enclosing copy of a resolution adopting a Surplus Tangible Personal Property Disposal Policy for Greater Roanoke Transit Company (GRTC); establishing an effective date of September 1, 2010, for such policy; and authorizing the GRTC Vice President of Operations and/or the GRTC General Manager or their designee to take the necessary actions, including adopting any appropriate procedures to implement, administer and enforce such policy. The abovereferenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Monday, August 16, 2010. Sincerely, ~ hl. /l-j\)0vV Stephanie M. Moon l Secretary Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC 6) . ?"I BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ADOPTING A SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY FOR GREATER ROANOKE TRANSIT COMPANY (GRTC); ESTABLISHING AN EFFECTIVE DATE OF SEPTEMBER 1, 2010, FOR SUCH POLICY; AND AUTHORIZING THE GRTC VICE PRESIDENT OF OPERATIONS AND/OR THE GRTC GENERAL MANAGER, OR THEIR DESIGNEE, TO TAKE THE NECESSARY ACTIONS, INCLUDING ADOPTING ANY APPROPRIATE PROCEDURES, TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH POLICY. WHEREAS, GRTC staff has determined that by adopting a Surplus Tangible Personal Property Disposal Policy as set forth in the General Manager's Board Report dated August 16, 201 0, to this Board, there will be a more efficient disposition of such property by providing that obsolete and surplus tangible personal property will be disposed of in a timely and appropriate manner in compliance with federal and state regulations. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1. The GRTC Board 'hereby approves and adopts the Surplus Tangible Personal Property Disposal Policy that was presented to the Board and attached to the General Manager's Board Report dated August 16,2010, and that the effective date for such Policy shall be September 1, 2010. 2. The GRTC Vice President of Operations and/or the GRTC General Manager, or their designee, are hereby authorized to adopt appropriate procedures and to take such further actions as may be necessary to implement, administer, and enforce such Policy. ATTEST: Date Adopted: Secretary l... .. .'.~ .- .. Greater Roanoke Transit Company Board of Directors Meeting August 16, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Approval of Surplus Tangible Personal Property Disposal Policy Backqround: The Greater Roanoke Transit Company (GRTC) must comply with Federal Transit Administration (FT A) Circular 5010.1 D, Grant Management Requirements, governing the determination of useful life of personal property before disposition of any property and the methods of disposal. The proposed GRTC Surplus Tangible Personal Property Policy (attached) was developed pursuant to FT A Circular 5010.1 D, FT A Guidance on Disposal of Property and Equipment, Best Practices Manual, Section 1.3.3.10. GRTC's proposed policy was developed in consultation with GRTC's General Counsel and the City of Roanoke Purchasing Manager. In compliance with the aforementioned FT A regulations, the proposed policy addresses the following elements: . Policy Statement . Definitions of Terms . Disposal Procedures . Notice of Sale . Disposal Methods . Documentation Greater Roanoke Transit Company PO Box 13247 · -Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com . . David A.lBOwers, President, and Members of the Board of Directors Page 2 August 15;2010 Recommendation: Recommend that the GRTC 'Board of Directors approve and adopt GRTC's proposed Surplus Tangible Personal Property Disposal Policy, effective September 1, 2010. Attachment c. Vice President of Operations GRTC Liaison Treasurer Secretary Legal Counsel itted, GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE DATE: September 1,2010 1. Policy Statement. A. This Policy is limited solely to the disposal of surplus tangible personal property, which includes scrap property, of GRTC and does not apply to the disposal of GRTC surplus real property. The steps detailed in the disposal procedures of this Policy ensure that obsolete or surplus tangible personal property is disposed of in a timely and appropriate manner. In disposing of such property GRTC ensures that: (1) Such property has reached the end of its useful service life as defined in Section 2 below; (2) That the best sales price is realized; and (3) That any potential for conflicts of interest are eliminated. B. As required by FT A regulations for items at the time of disposition with a fair market value of $5,000 or more per item, after its useful service life, the FT A will be reimbursed in an amount calculated by multiplying the total aggregate fair market value at the time of disposition, or the net sale proceeds, by the percentage of FT A's participation in the original grant that was used to purchase such item. The Vi'rginia Department of Rail and Public Transportation (VDRPT) will be reimbursed on the same basis in accordance with VDRPT regulations. For items at the time of disposition with a fair market value of less than $5,000 per item, there will be no obligation for GRTC to reimburse either the FTA or the VDRPT. C. GRTC will comply with industry and regulatory standards to determine the useful service life of surplus tangible personal property and disposal of such property. GRTC will follow the requirements of FT A Circular 9030.1 D for rolling stock and FT A Circular 5010.1 D for disposal of equipment. D. GRTC will use either a Sealed Bid Auction or Open Public Auction to dispose of such surplus tangible personal property, except that the GRTC Board by a separate action may dispose of such property in another manner as the Board deems appropriate. E. GRTC and any management company under contract with GRTC to operate, and/or any entity operating, the GRTC bus system, and their officers, employees, and their immediate family members are not eligible to participate in the purchase process for any surplus property, nor are they eligible to benefit from the sale of scrap property. GRTC Disposal Policy-7 -19-10 (2) 1 2. Definitions of Terms. Capital Items. Except for Vehicles, means items of equipment, such as furniture, with a useful life of two (2) years or more. Fair Market Value means the value of an item that an independent seller would expect to receive from an independent buyer in an arms length transaction. Such value can be determined by a variety of sources, but there must be written documentation on how the fair market value was determined. Some potential sources for determining a fair market value are National Automobile Dealers Association (NADA) Used Car Guides, used car dealers, discount or refurbished parts catalogs, catalogue prices for office equipment, newspaper ads, etc. Obsolete Property means an ,item that is no longer useable or functional for the . . purpose for which it was intended or obtained. Residual Value means the value of an item that is greater than the amount of the scrap or salvage value of such item. Scrap Property means property that is damaged, defective, deteriorated, or has no practical use so that it has no value, except possibly for its scrap value. Scrap Value or Salvaae Value means the value that can reasonably be expected from a junkyard or scrap dealer or a recycler or similar disposal entity for taking the item being disposed of. Surplus Tanaible Personal Property. or Surplus Property, means an item that meets one or more of the following criteria: A. That it has reached the end of its useful service life; B.' That it is in excess of the needs of GRTC; C. That it is no longer in use by GRTC; D. That it is technically or mechanically not usable; E. That it has been replaced by a more cost-efficient item; or F. That it no longer supports the mission of GRTC. Useful Service Life or Useful Life means, according to FT A, the useful service life for revenue and support vehicles, facilities, and equipment. Where a useful service life policy has not been defined by FT A, GRTC will identify the useful service life of the Federal interest for the disposition of the property in later years. (See Exhibit 1 attached hereto.) Acceptable methods are listed in the footnote of Exhibit 1 attached to this Policy. 3. Disposal Procedures. A. In consultation with the GRTC Purchasing Agent, the Department Director will classify the surplus tangible personal property as being "Good", "Fair", GRTC Disposal Policy-7 -19-10 (2) 2 :::,;~ or "Poor", by completing the DisposarRequestForm (Attachment A), .~.' thereby describing why an item has become surplus property and has :!t reached the end of its useful service life. '..>,,-~- -. .,. -. ::,}. .". 'E. In conjunction with the completion of Step A, the General Manager's concurrence will be required. C. Having completed Steps A and B, the Department Director will then be required to complete the Property Useful Life Ended Determination Form (Attachment B) and confer with the Director of Finance to determine that such personal property has satisfied the requirements for useful life. D. The Department Director, in consultation with the GRTC Purchasing Agent, will be required to complete Disposal Form (Attachment C) thereby determining the Fair Market Value and Scrap Value of the item. Based on this information a minimum bid amount will be determined that will be greater than the Scrap Value, but less than the Fair Market Value, with such minimum bid being approved by the General Manager. E. The GRTC Purchasing Agent may advertise the sale of the item using one or more of the following: local newspapers and other publications of general circulation; the Valley Metro website; and/or use of electronic means such as e-mail, bulletin boards, and other Internet sources. F. Upon disposal of the items, GRTC Purchasing Agent and Director of Administration will take the following steps to update the GRTC Inventory: (1) remove inventory tag; (2) attach inventory tag to completed Inventory Change Control Form (Attachment D); and (3) update GRTC Inventory List. G. All sales proceeds will be forwarded to the GRTC Accounting Clerk for deposit into the GRTC's Capital Reserve account. GRTC will reimburse the FT A and VDRPT the percentage of the agency's participation in the original grants (when applicable) from the GRTC's Capital Reserve fund account in reference to FTA Circular 5010.1 D on Disposition. 4. Notice of Sale. All items estimated to have a residual value will be offered to the general public as follows: A. Place advertisement in local newspaper(s) of general circulation, or such other means as approved by the General Manager; and B. For items that will be offered by a sealed bid or by auction a minimum bid amount will be included in each of the advertisement notices. GRTC Disposal Policy-7 -19-10 (2) 3 5. OislJlosaU Methods. A. Sealed Bid Process. (1) Bids will only be accepted in a sealed envelope addressed to GRTC with information that it is a bid and what auction and item it is for. (2) Bidders will return all bids by a specified time and date to the location listed in the advertisement. (3) Each bid will be opened, witnessed, and recorded by the GRTC Purchasing Agent and at least one other- GRTC staff person. Any Bidder can also be present at such bid opening. (4) GRTC will sell the item to the highest bidder, provided such bid is at or above the required minimum bid. In the event that there are no bids at or above the stated minimum bid, GRTC may proceed as follows: (a) negotiate with bidders a price at or above the minimum bid; (b) agree on a price below the minimum bid if the procedure in the preceding paragraph (a) is not successful; (c) reject all bids and dispose of the item as scrap; or (d) try to resell the item again. (5) With the approval of the General Manager, GRTC reserves the right to reject all bids. B. Open Public Auction Process. (1) The Public Auction to bid the item(s) will be conducted in a location designated by GRTC and by GRTC or GRTC's management company personnel or by a professional auctioneer under contract with GRTC. (2). The Public Auction will be subject to the following provisions: The Auctioneer will conduct the public auction; (a) (b) The Auctioneer will identify and describe the item to be auctioned off; GRTC Disposal Policy- 7 -19-10 (2) 4 (c) The Auctioneer will state the minimum bid for the item; (d) The Auctioneer will then take open verbal bids; (e) The Auctioneer will award the item to the highest bidder, provided such bid is at or above the minimum bid; (f) The successful bidder(s) will be responsible for removing the item from GRTC property at the end of the Auction or by such other time period as allowed by the GRTC General Manager or Assistant General Manager; (g) If no bid is received that is equal to or greater than the minimum bid, the item will not be sold at such Auction; and (h) GRTC reserves the right, with the written approval of the General Manager, to reject all bids for any item. C. Disposal of surplus tangible personal property in some other way than is outlined in this Policy may be done by a separate action of the GRTC Board, as the GRTC Board may deem appropriate. 6. Documentation. All documentation associated with the disposal of GRTC properties will be kept in a secured location for a minimum of seven (7) years. REMAINDER OF PAGE INTENTIONALLY LEFT BANK GRTC Disposal Policy-7-19-10 (2) 5 DISPOSAL REQUEST FORM ATTACHMENT A to GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE September 1, 2010 I Purchasing Agent Assig~ed Project # Greater Roanoke Transit Company Disposal Request Form (Attachment A) I, . have determined that the following item(s) is ready to be declared to be surplus property and disposed of. I have requested replacement of this item(s) on requisition number This item(s) is included for replacement in capital plan year (if applicable). Condition of Property Description of Property GRTC Tag # or Vehicle # Poor Good Fair . '0 If this item(s) is not in poor condition, please choose one of the following: - No longer serviceable or replacement parts are not available; - Technically obsolete (please explain); - Surplus, in excess of needed item(s) (please explain); - End of useful life (please explain); or - Other (please explain). Signed, Title Date Approved By: General Manager Page 1 of 1 P~II<1" USEfUL U1FlE aIDED DlETIERMINATION fORM .?;~' ATTACHMENT B TO ", GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE September 1, 2010 .1 Purchasing Agent Assigned Project # Greater Roanoke' Transit Company Property Useful Life Ended Determination Form (Attachment B) An approved form Attachment A must be submitted to the Director of Finance with this form. This section to be completed by the Director of Finance Capital Purchased Item: Yes_ No _ Grant # FTA DRPT Date of Purchase: Useful Life Assigned: Fully Depreciated: Yes No If No, Remaining Life of Property: Value of Property per Depreciation Schedule: $ FTA Concurrence (if applicable): Yes N/A (if property's fair market value is $5,000, or more this requires concurrence from the FTA and may require some type of payback to FTA) This item(s) has reached its useful life and is approved for disposal. Director of Finance Date This item(s) has not reached its useful life. The Federal Transit Administration must be notified that this item has a useful life of and the value of the property is $ FTA notified (attach notification) FTA concurrence: (attach concurrence) FTA payback percentage: (attach supporting information) Director of Finance Date If additional page(s) is attached, list attachment(s): Page 1 of 1 DISPOSAL FORM ATTACHMENT C to GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE September 1, 2010 Greater Roanoke Transit Company Disposal Form (Attachment C page 1 of 2) Description of Item: Fair Market Value Determination: $ Scrap Value Determination: $ Please describe in detail how the fair market value and scrap value of the property being disposed of was determined: (Attach supporting documentation for this determination) Minimum Bid $ Please describe how the minimum bid was determined: Method of Disposal Open Public Auction Sealed Bid Auction Scrapped $ Trashed (broken, not able to sell for scrap) Notice of Sale Date of advertisement Please list the sources of the advertisements: Date placed on Valley Metro website Page 1 of 2 Pu~chasing1igent Assigned Project # -,'" " --- Purchasing Agent Assigned Project # :::= Description of Item: Greater Roanoke Transit Company Disposal Form (Attachment C page 2 of 2) Bid The high bid for this item(s) is $ This bid satisfies the minimum bid requirement. This bid is less than the minimum bid; GRTC negotiated a price at or above the minimum bid. (Explain) This bid is less than the minimum bid, GRTC settled for a price below the minimum bid. (Explain) (Use an attached sheet(s) to explain the above bid selection.) The bid is awarded to: for Print the Legal Name of Person or Entity $ (Please attach documentation) Scrap Justification GRTC determined that the bids for this item were below the minimum bid and has elected to scrap the item. (Explain) General Manger approval required Date The following process was used to scrap this item: (Please identify the company that received the item and attach supporting documentation) $ for scrapping this item was paid to GRTC on Date Proceeds forwarded to Accounting (please provide signed copy to Accounting) $ was received by Signed by Accounting Clerk or Director of Finance Date Purchasing Agent Date Page 2 of 2 ii\lMENTORY CHANGE CON1:ROL FORM ATTACHMENT D TO GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSAL POLICY EFFECTIVE September 1, 2010 Greater Roanoke Transit Company Inventory Change Control Form (Attachment D) Please complete the following anytime there is a change in GRTC's physical inventory. Disposals require that Attachments A - C of the disposal policy are completed prior to submitting Attachment D to the Director of Administration. Verification Project # Attachments A, B, and C are complete and are on file with the Purchasing Agent for review: Added = A Trashed = T Notes: (if trashed, Condition Scrapped = SC give reason-broken, of Ite m Moved Returned = R not able to scrap, etc. Poor, Fair, to Moved = M Adding an item - note Room# Tag # Item Description Date Good Room # Sold = S the new tag # here -,; Signed by Date . You must remove the GRTC item tag prior to disposing of an item. Please attach the tag to this form; . This Attachment D must be completed and turned into the Director of Administration. Note: Added = purchased new item, need to include in physical inventory - The Director of Administration issues all GRTC tags. Trashed (disposed) = broken, not able to scrap (Attachments A, B, C are required) Scrapped (disposed) = sold for salvage value (Attachments A, B, C are required) Returned = purchased item then returned item to vendor (attach documentation) Moved = moved from one room or location to another Sold = sold @ auction (Attachments A, B, C are required) Page 1 of 1 EXHIBIT 1 , .. .,< GREATER ROANOKE TRANSIT COMPANY FIXED ASSET STANDARD SCHEDULE OF USEFUL SERVICE LIFE ASSET USEFUL SERVICE LIFE Large, heavy-duty transit Twelve (12) years or an buses (35' to 40') accumulation of at least 500,000 miles Small, heavy-duty transit buses Ten (10) years or an (30') accumulation of at least 350,000 miles Medium, medium-duty transit Seven (7) years or an buses (25' to 35') accumulation of at least 200,000 miles . - Medium, light-duty transit Five (5) years or an accumulation buses (25' to 35') of at least 150,000 miles Other light-duty vehicles used Four (4) years or an accumulation as revenue, support or service of at least 100,000 miles Trolley-replica buses, medium- Seven (7) years or an duty (35') accumulation of at least 200,000 miles Non-revenue equipment Three to five years Garage equipment Three to five years Office equipment and furniture Two to ten years Revenue collection equipment Three to seven years Building and structures Not Applicable Land Not Applicable Footnote Acceptable methods used to determine useful service life within the above categories include but are not limited to the following: 1. FTA Circular 9030.10 (dated May 1, 2010), and FTA Circular 5010.10 (dated November 1, 2008); 2. Generally accepted accounting principles; 3. Manufacturer's estimated useful life; 4. Industry standards; 5. Grantee experience; or 6. The grantee's annual independent auditor who needs to concur that the useful life is reasonable for depreciation purposes. Page 1 of 1 ~~. ROANOKE / Municipal Auditing 215 W. Church Avenue, Room 502 Roanoke, VA 24011-1517 (540) 853-2644 FAX (540) 853-6395 E-mail: auditor@roanokeva.gov July 27,2010 David A. Bowers, President David B. Trinkle, Vice President John Bingham Mark Jamison Consuella Caudill Karen Michalski-Karney Nicole Hall Dear Board Members, Enclosed is our report on the Southwestern Virginia Transit Management Company Retirement Plan and Trust. We concluded that the retirement plan and trust has been administered in compliance with Union Agreements, Plan documents, and associated contracts. Trust accounts are accurately stated and appropriately safeguarded. Please contact me if you have any questions or need additional information. Sincerely, ~ ~ M-- Drew Harmon, CPA, CIA Municipal Auditor c: Chris Morrill, Vice President of Operations Jim Grigsby, Assistant Vice President of Operations Stephanie Moon, Secretary Jonathan Craft, Assistant Secretary Ann Shawver, Treasurer William Hackworth, General Counsel Carl Palmer, General Manager Stephanie Giles, Director of Finance Patti Fornelius, Director of Administration I I ' ~ I I I I I I I I I I I I I I I I I ..I' MUNICIPAL AUDITING REPORT GRTC SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY RETIREMENT PLAN AND TRUST July 26, 2010 Report Number: 11001 Audit Plan Number: 10105 Municipal Auditing Department Chartered 1974 Reports at www.roanokeva.Gov Phone 540.853.2644 I I I I I I I I I I I I I I I I I I I I, , ) Table of Contents Backgrou nd ... .................... ..................... ..... ....... .............. ......... 1 Objectives...... ,....... ..... ....... ..... ........ .... ..... ............ ...................... 3 Sco pe ............................... ..,....................................................... 3 Methodology / Results ......................:........................................ 3 Co ncl u s io n s ............................................................................... 5 , Exhibit 1 - Plan Highlights Exhibit 2 - Statement of Assets Exhibit 3 - Statement of Changes in Plan Assets I I I I I I I I I I I I I I I I I I I "...., ! BACKGROUND The Greater Roanoke Transit Company [GRTC] is a private, nonprofit, public service organization wholly owned by the City of Roanoke. GRTC provides a comprehensive range of transportation services for the residents of the greater Roanoke area including bus service along fixed routes, special services for the disabled, and commuter buses providing service between Roanoke and New River Valley. Policy decisions for the company are made by its Board of Directors. The Greater Roanoke Transit Company contracts with First Transit to provide senior management pro'fessionals for the organization. The general manager and assistant general manager are First Transit employees. Bus drivers, mechanics, planners, trainers, office staff and administrators are employees of the Southwestern Virginia Transit Management Company, a wholly owned subsidiary of First Transit. The Southwestern Virginia Transit Management Company provides a defined contribution retirement plan for its employees. The Plan qualifies as a government plan under Section 457 of the Internal Revenue Code. Southwestern Virginia Transit Management Company serves as the Plan Sponsor. All full-time employees are required to participate in the Plan upon completion of their 90-day probationary, employment period. The required minimum contribution is 3% of annual compensation; however, employees can elect to defer up to 100% of their pretax compensation (not to exceed IRS limitations). The Southwestern Virginia Transit Management Company paid the equivalent of 3% of each employee's annual compensation into the employee's investment account for both union and salaried employees. Under the current arrangement, Reliance Trust Company serves as the Plan Trustee and DailyAccess.com [DAC] serves as the Plan Recordkeeper. Southwestern Virginia Transit Management Company contracts with both of these companies for their services. The contracts run in perpetuity or until Southwestern Virginia Transit Management Company notifies either of the companies of its intent to terminate the contract. Southwestern Virginia Transit Management Company also retains the services of Investment Counsel. During 2009, the Investment firm Dixon, Hubbard and Feinour discontinued servicing 457 Retirement Plans. Southwestern Virginia Transit Management Company has contracted with CAPTRUST to perform these services. The Investment Advisor also moved to CAPTRUST and works directly with the GRTC Director of Administration and Director of Finance to monitor the investment funds for performance. Page 1 I CAPTRUST is an independent firm that specializes in advising corporate retirement I plans and their participants. The Plan's investment structure offers participant- directed investment in fifteen investment option funds. CAPTRUST announced the I modification of the prior strategic allocation model to include new medium company growth, small company value, and small company growth asset classes. The purpose I of developing models is to provide the participants in the Retirement Plan access to a diverse portfolio of investments that is based upon an individual risk tolerance. Research has shown that a portfolio of different kinds of investments will, on average, I yield higher returns and pose a lower risk than any individual investment found within the portfolio. The Complete Fund lineup as of November 2,.2009 is as follows: I I I I I I I I I I I I I I /:' \ Asset Class New Funds Stable Cash ManaQement Trust of America Fixed Income JP Morgan Core Bond R% Emerging Markets Bond Fidelity New Markets Income LarQe Company Value Vanguard Windsor II Large Company Blend Fidelity Spartan 500 Index Adv Large Company Growth American Funds Growth A Medium Company Value Alliance Bernstein Sm/Mid Value A Medium Company Growth Jennison Mid Cap Growth Z Foreign Large Value MFS Inti Value R4 American Fund EuroPacific Growth Foreign Large Blend A Foreign Small.Mid Growth AIM International Small Company A ' World Stock Amer Funds New Perspective A Small Company Value Columbia Small Cap Value IZ Small Company Growth AIM Small Cap Growth A Specialty-Real Estate AIM Real Estate A In 2006, KPMG conducted a full financial audit of retirement fund activity and prepared an associated financial report. Due to changes in the required audit procedures for investments and the associated costs, KPMG requested that the scope of their contract be amended to eliminate this audit. There is no legal requ irement that this fund be audited by an independent auditor. In 2007, Municipal Auditing undertook a performance audit of the retirement fund. Page 2 I I I I I I I I I I I I I I I I I I I I~ ) OBJECTIVES To determine if the retirement plan and trust for the employees of the Southwestern Virginia Transit Management Company has been administered in compliance with Union Agreements, Plan documents, and associated contracts. To verify that trust accounts are accurately stated and appropriately safeguarded. SCOPE The scope of the audit includes Southwestern Virginia Transit Management Company's Retirement Plan transactions occurring between January 1 , 2009 and December 31, 2009, as well as December 31, 2009 ending balances. METHODOLOGY AND RESULTS . Interviewed the Director of Finance and the Director of Administration for GRTC to verify our understanding of retirement plan policies and procedures. . Documented changes in retirement plan policies and procedures from the prior year audit. . Reviewed the plan document, union agreement, and related contracts. . Identified significant risks and associated controls in order to evaluate th~ design of the system of internal controls and to plan audit test work. . Verified funds disbursed to employees by the Plan Record keeper agreed with amounts reported by GRTC. No exceptions noted. . Verified all disbursements to employees were requested and approved by the employee, as documented On a Participant Distribution Election Form. No exceptions noted. · Traced each disbursement to the Plan Trustee's check register. No exceptions noted. Page 3 (""1'\ I I I I I I I I I I I I I I I I I I I · Confirmed distributions of funds from the Plan were received by the legal owner through confirmation letters. Approximately 71% responded and confirmed their distributions. The 'remaining distributions were deemed valid based on employee personnel records and reports from the third party trustee and record keeper. · Verified disbu rsement fees were paid by the Plan or the Plan Sponsor, as appropriate. No exceptions noted. . Verified federal and state taxes remitted on distributions were in accordance with applicable laws and regulations. No material exceptions noted. . Verified distributions based on emergency requests, participant death, or divorce complied with provisions of the Plan document. No exceptions noted. . Verified Plan expenses paid to the record keeper, the trustee, and the investment advisor were in accordance with the Plan document, union agreement, and associated contracts. ' No exceptions noted. . Verified active participants reported by the record keeper were also reported as employees by Southwestern Virginia Transit Management Company, on a sample basis. No exceptions noted. . Verified e.mployee account balances rolled forward from the prior year, on a sample basis. No exceptions noted. . Verified employee with holdings were in accordance with their documented instructions and approvals, on a sample basis. No exceptions noted. . Verified mandatory employer contribution of 3% was paid by Southwest Virginia Transit Management Company, on a sample basis. No exceptions noted. . Verified bank transfers of funds between the employer, the Plan trustee and the Plan record keeper were consistently reported and accurate. No exception noted. . Verified that total funds held in trust at December 31, 2009, as reported by the Plan trustee agreed with total funds reported by the Plan record keeper. No exceptions noted. . Evaluated segregation of duties within GRTC's business office, including system access controls and setup within their accounting systems [Microsoft Great Plains]. Page 4 I I I I I I I I I I I I I I I I I I I No significant concerns noted. . Verified that both the Plan record keeper and Plan trustee underwent SAS 70 Service Provider audits and that the results indicated the companies are appropriately maintaining internal controls. No significant concerns noted. CONCLUSIONS We conclude that the retirement plan and trust has been administered in compliance with Union Agreements, Plan documents, and associated contracts. Trust accounts are accurately stated and appropriately safeguarded. Minor exceptions noted during our test work have been communicated to management in a separate letter. We would like to thank the employees and management of Southwestern Virginia Transit Management Company, as well as First Transit, for their assistance and cooperation during the audit process. D~_(Jl. f> _ ~ Deborah B. Noble, CPA Senior Auditor , ' C C(ll~ Ann Clark, CPA Senior Auditor ~AM~' l\~. Drew Harmon, CIA, CPA Municipal Auditor Page 5 /---', (, I I I I I I I I I I I I I I I I I I I This page intentionally left blank I I I I I I I I I I I I I I I I I I I "'-, ) Ex h i bit 1 I I I I I I I I I I I I I I I I I I I '~ PLAN HIGHLIGHTS WHO CAN PARTICIPATE? Participation in the Plan is open to employees who have met the following requirements: For employee and employer profit-sharing contributions: .:. Completed 3 months of service, as defined by the Plan The Plan does not allow participation by employees who are: .:. Part-time employees: less than 30 hours per week Other requirements may also have to be met. WHEN MAY I JOIN? On meeting the eligibility requirements, you may join the Plan on the first payroll following completion of three months of service. HOW DO I CONTRIBUTE TO THE .:. Through payroll deduction, you can make pre-tax contributions from 3% up PLAN? to the maximum amount of compensation allowable by law. An Internal Revenue Service (IRS) dollar limit also applies. The dollar limit was $16,500 for 2009 & 2010. .:. If you have an existing qualified retirement plan account with a prior employer, you may transfer or roll over that account into the Plan anytime. CAN I MAKE A CATCH-UP If you are age 50 or older and make the maximum allowable deferral to your Plan, CONTRIBUTION TO THE PLAN? you are entitled to contribute an additional "catch-up contribution." The catch-up contribution is intended to help eligible employees make up for smaller contributions made earlier in their career. The maximum catch-up contribution is $5,500 for 2009 & 2010. See your Benefits Administrator for more details. CAN I STOP OR CHANGE MY .:. You may not stop your contributions for any period. CONTRIBUTIONS? . .:. You may increase or decrease the amount of your contributions any pay period. HOW DO I BECOME "VESTED" IN Vesting refers to your "ownership" of a benefit from the Plan. You are always 100% MY PLAN ACCOUNT? vested in your Plan contributions and your rollover contributions, plus any earnings they generate. HOW ARE PLAN CONTRIBUTIONS You give investment directions for your Plan account, selecting from investment INVESTED? choices provided under the Plan, as determined by Southwestern Virginia Transit Management Company, Inc. .:. You may change your investment choices anytime. WHEN CAN MONEY BE Money may be withdrawn from your Plan account in these events; WITHDRAWN FROM MY PLAN .:. Death ACCOUNT? .:. Disability .:. Termination of employment See the Director of Administration for more details about taking withdrawals from the Plan. Be sure to talk with your tax advisor before withdrawing any money from your Plan account. HOW DO I OBTAIN INFORMATION .:. You will receive a personalized account statement quarterly. The statement ABOUT MY PLAN ACCOUNT? shows your account balance as well as any contributions and earnings credited to your account during the reporting period. .'. You will also have access to the automated telephone information system ,. and the DAILYACCESS participant Web sit, an interactive Internet site. Both systems are designed to give you up-to-date information about your account balance, contributions, investment choices, and other Plan data. Additional information on how to use the automated telephone system and the Web site will be provided to you. HOW DO I ENROLL? Simply complete the enrollment forms and return to the person designated or your Benefits Administrator. Then, enter your investment elections using the automated telephone information system or the participant Web site. Directions for using those systems are found in your information packet. SUMMARY PLAN DESCRIPTION The above highlights are only a brief overview of the Plan's features and are not a legally binding document. Contact your Benefits Administrator if you have any further questions. I I ' I I I I I I I I I I I I I I I I I . Ex h i bit 2 I I I I I I I I I I I I I I I I I I I , Statement of Assets SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY RETIREMENT PLAN AND TRUST Statements of Assets Available for Retirement Benefits as of December 31,2009 and 2008 2009 2008 Assets: Investments at fair value: Cash equivalents $ 223,852 $ 277,670 Mutual funds 1,654,630 1,064,890 Total investments 1,878,482 1,342,560 Assets available for retirement benefits $ 1,878,482 $ 1,342,560 Note: The data in this statement was provided by the plan record keeper, DailyAccess.com, and the. plan trustee, Relia,nce. Both organizations have undergone SAS 70 audits, as well as independent audits of their financial statements. This presentation of plan assets was prepared by Municipal ,Auditing for informational purposes and is not intended to represent an audited statement in accordance with the standards of the American Institute of Certified Public Accountants. I ,. I I I I I I I I I I I I I I I. I I I Ex h i bit 3 I I I I I I I I I I I I I I I I I I I Additions to assets attributed to: Investment Income Net appreciation in Fair Value ofInvestments Interest and Dividends Net Investment Income , . ' Statement of Changes in Plan Assets SOUTHWESTERN VIRGINIA TRANSIT MANAGEMENT COMPANY RETIREMENT PLAN AND TRUST Statement of Changes in Assets Available for Retirement Benefits Years Ended December 31, 2009 and 2008 2009 2008 $ $ 418,090 29,119 447,209 57,149 57,149 Contributions Employer's contributions Participant's contributions Total Contributions Deductions from assets attributed to: Net Depreciation in Fair Value ofInvestments Benefit Payments Administrative Expenses Total Deductions 87,949 119,407 207,356 88,239 139,646 227,885 Total Additions 654,565 285,034 750,624 115,170 181,974 3,473 5,242 118,643 937,840 535,922 (652,806) Net increase in assets available for retirement benefits Assets available for retirement benefits: Beginning of year End of year $ 1,342,560 1,878,482 1,995,366 1,342,560 $ Note: As discussed in Exhibit 2, this statement has been presented for informational purposes and is not intended to represent an audited financial statement in accordance with AICPA standards. '"' r GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 16, 2010 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors . Dear President Bowers and Members of the Board: This is to advise that there will be a meeting of the Greater Roanoke Transit Company Board of Directors on Monday, September 20, 2010, at 1 :00 p.m., in the Emergency Operations Center Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ~dr7. rr;~ Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTe Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 \" \. "-, >'\~"~, ,"" '. L:\CLERK\DA T A \CKSM 1 \GRTC.1 O\September 20 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS September 20, 2010 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order. 2. Roll Call. 3. Approval of Minutes: Regular meeting held on August 16, 2010. 4. Reports of Officers: a. General Manager: 1. Management Update: ~ Roanoke to Lynchburg Amtrak Bus Connector Service ~ Facility Expansion Property Acquisition ~ Increase in Insurance Premium Assessment ~ Two Additional S~ar Line Trolley Stops ~ Ride-Along with Mrs. Silverine James ~ Bus Stop Route Identification and Schedule 2. Financial Report for the month of July 2010. 3. Discussion with regard to Student Fare Comparative SurveyResults 4. Consideration of a $.75 Student Fare for Private Schools. 5. Update on the Status of Bus Stop Shelters. 5. Other Business. 6. Adjournment. L:\CLERK\DATA\CKSM1\GRTC.10\September 20, 2010 Agenda.doc .-. " ~.Q...1. ,," .~ -D Greater Roanoke Transit Company Management Update September 20, 2010 Roanoke to Lvnchbura Amtrak Bus Connection Per the GRTC Board President's directive, I, via a September 7th e-mail, updated former Senator J. Granger Macfarlane on GRTC/city's progress toward implementing the Roanoke to Lynchburg Amtrak bus connector service. The text of the e-mail is as follows: Mr. Macfarlane, Mayor Bowers conveyed your expressed interest in the prospects of passenger rail service frequenting Roanoke. As you know, Amtrak currently serves Lynchburg with trips to the Baltimoref Washington area and points as far north as Boston. In an effort to demonstrate a demand and market for Amtrak to serve Roanoke, the Greater Roanoke Transit Company (GRTC)-"Valley Metro" is in the process of planning a bus connector service that will operate between Roanoke (and perhaps Virginia Tech, in Blacksburg) to Lynchburg. Currently, GRTC operates a commuter bus service, liThe Smart Way', between \ BlacksburgfChristiansburg and Roanoke. It is our feeling that with appropriate scheduling service to Lynchburg connecting passengers to Amtrak would be a logical extension of this service. The connector service will serve as a forerunner to bringing Amtrak to Roanoke; as such, its ridership (hopefully robust) will support the justification. Conceptually, Virginia's Department of Rail and Public Transportation (DRPT) is supportive of this prospective connection. DRPT is currently"conducting a study examining the feasibility of passenger rail service in Southwestern Virginia, inclusive of Roanoke; the study is scheduled for completion in November of this year. If the study bears out that passenger rail service is in fact feasible and has potential, DRPT has agreed to support a grant that would fund 85% of the bus connector service's operation, provided Roanoke and other funding partners can provide the required 15% local match. I hope this helps to update you on current events pertaining to this matter. If you wish, feel free to give me a call to discuss matters in further detail. . .:0- Sincerely, Carl L. Palmer, General Manager' .",,. .. . ':'..::., ;.':.-; ":~ . '';,-:;; u :.: Greater Roanoke Transit Company P.O. Box 13247 . Roa~ Virginia 24032 . Phone: 540.982.0305 .. Fax: 540.982.2703 .'. www.valleymetro.com: ., Subsequently, Mr. Macfarlane called to discuss the update. When the conversation ended, Mr. Macfarlane was left with the understanding that neither Council nor the GRTC Board has made a formal commitment to the required 15% local match. Facilitv Exoansion Prooertv Acauisition GRTC's current administrative and maintenance facility was built to accommodate parking and maintaining thirty-eight (38) buses. Currently, the facility accommodates parking and maintenance for fifty-eight (58) vehicles, including GRTC's four (4) Star Line Trolleys, five (5) Smart Way buses, and eleven (11) service vehicles. In order to maintain and improve a safe maintenance environment,.GRTC is planning to design and construct an auxiliary maintenance facility. Currently, GRTC is negotiating the purchase of nine(9) contiguous parcels of real estate equating to seven tenths (.7) of an acre, located on Campbell Avenue SE between 11th and 12th Streets, across the street from GRTC's current maintenance facility. In accordance with Federal Transit Administration (FTA) regulations, a Phase I Environmental Site Assessment (ESA) was completed in April 2008. Subsequent to its completion, FTA granted GRTC a categorical exclusion on the property in February 2009, requiring no remediation. In March 2009, the property was appraised at $67,000. An update of the appraisal was completed on August 12, 2010; the prior appraised value of $67,000 was upheld. The update of the ESA is in the process of being assigned to the consultants who conducted the original assessment, F&R Environmental Consultants; in preparation for transfer of title, a survey is in the process of being ordered. GRTC has offered $116,500 for the property; the property owner, Downtown Car Company, LLC, has accepted, in principal, the offer. A draft purchase agreement was sent to the owner on September 14,2010 for review and approval. FT A and Department of Rail and Public Transportation (DRPT) grants will cover 80% and 20%, respectively, of the purchase price. Prior to consummating the purchase agreement, the Board will have an opportunity to review and comment on the agreement over five (5) business days. Increase in GRTC's Insurance Premium Assessment GRTC's fleet of buses and service vehicles are insured through the Virginia Transit Liability Pool (VTLP). The coverage provided is for "auto liability" (buses and cars/vans). In a July 29, 2010 correspondence from VTLP, GRTC was advised that its annual assessment for insurance premiums for the 2011 fiscal year will increase by 13% or $44,517 above GRTC's budgeted amount for its auto liability coverage. This increase is largely due to catastrophic claims from members of the Pool, excluding GRTC. VTLP's assessment is $380,949 for fiscal 2011; GRTC's fiscal 2011 budget for VTLP assessed premiums is $336,432. Because GRTC operated 146,600 fewer miles in fiscal 2010, this increase may be reduced by $35,775 as a credit against its fiscal 2011 premium assessment. If this credit is realized, the . ~:~:;:1;,-' ! VTLP premium impact on GRTC's fiscal2011budget will be reduced to $8,742 or 2.6% above GRTC's insurance premium budget for auto liability coverage. The Board will be advised as to whether or not GRTC will be credited for its reduced operating miles that will correspondingly reduce its premium payout for fiscal 2011. This will not be known until October 2010. Two New Star Line Trollev Stops At the behest of the Carilion Riverside Clinic and Virginia Tech/Carilion School of Medicine, effective September 7,2010, GRTC added two Star Line Trolley stops on their campus. Both stops are on Riverview Circle: one in front of the medical school; the other in front of the clinic. The additional two stops required a five minute adjustment in the Trolley's frequency, from 10 to 15 minutes during the off peak; from 7 to 12 minutes during the peak, (10 a.m. to 2 p.m.); the Trolley will continue to operate between 7 a.m. and 7 p.m., Monday through Friday. The two additional stops and the corresponding frequency adjustment require no increase in the Trolley's operating budget. The Trolley service's funding partners, the City of Roanoke, the Carilion Foundation, and Downtown Roanoke, Inc. concurred with the frequency adjustment in order to accommodate the two additional stops. Attached for your review is a copy of the Trolley's revised system map, with stop locations, including the two new ones, stops 12 and 13. Ride- Alona With Silverine James At its August 16, 2010 meeting, Ms. Silverine James, a long standing Valley Metro customer, advised the GRTC Board of Directors of her negative experiences with students when riding the bus. She expressed how foul language and other incorrigible student behavior has served as deterrent to non-student passengers using Valley Metro. As the Board was advised when discussing the recently enacted (July, 2010) student fare, complaints of this nature regarding student behavior on Valley Metro's buses have all but stopped. That notwithstanding, Board President Bowers requested GRTC's General Manager to ride along with Ms. James on the route(s) of her choosing to observe firsthand the reported student behavior. On Monday, September 13th, GRTC's Director of Transportation, Terry Russell and GRTC's General Manager took the 3: 15 p.m. round trip on Valley Metro's route 15 from the Campbell Court Transfer Center. The route 15 serves the Wal-Mart at the Valley View Mall and William Fleming High School, two primary generators of student riders and potential for disruptive behavior. During the round trip approximately 6 to 8 students boarded and alighted the bus without an incident of any type. Not convinced Valley Metro is free of disruptive student behavior aboard its buses, Ms. James advised that she would be in touch with GRTC'sGeneralManager to schedule another rid~.. .'."" along, perhaps on the route ttthatadso serves theWaHllaartatValleYViewMaH~William " Fleming High School. c./ Bus StoD Route Identification and Schedule At the August 16, 2010 meeting of the GRTC Board of Directors, the GRTC staff was asked to examine ways to enhance communicating the availability and use of Valley Metro. Staff met on the subject. The following steps will be taken to develop a bus stop level communications plan: a. At the suggestion of Board Member Consuella Caudill, a count of passengers boarding and alighting at key time point bus stop locations will be conducted; those stops that comprise the highest percentage of boarding and alighting activity will be flagged as key locations for displaying route identification and schedule information; b. Subsequently, an inventory will be taken of the number of signs needed on which to display the information; c. Input will be sought from other transit systems on how they designed and displayed bus stop level information; d. Sign posting requirements and limitations for the City of Roanoke, the City of Salem and the Town of Vinton will be researched; e. Staffing and budgeting requirements for producing, installing and maintaining posted information at key time point bus stops will be ascertained and proposed for GRTC's fiscal 2012 budget. Finally, at the suggestion of Board Member Karen Michalski-Karney, GRTC will begin forwarding Valley Metro special service announcements, scheduling and routing information, especially temporary changes in routing due to construction and other traffic altering activities to her office for distribution through "211" and other community outreach sources. To assist the GRTC staff in its efforts, Ms. Michalski-Karney agreed to forward to staff's attention American with Disabilities Act (ADA) guidelines governing the point size, colors, color combinations, and texture of signs. GRTC staff will keep the Board advised of its progress. 7~ Carl L.~ General Manager . .-,':'~,-,,~.~. "... C: Vice President of Operations Treasurer .,.... _Secretary ;:,,;'1Le,ga1 Counsel iVli#Iicipal Auditor::;:::~'< .' "'.' . ~.. .~: ." - . ..,::~,:~,~. . "'h..".~ J ~ ~ .t:1.. ...... h] Roanoke Higher Hotel N ke:- t..rA..tL '~( EducatiooCenter ~oanoke :.CYt..E:- ~~. ~ ~r~~;p :'J alt4~- A~ THE VALLEY'S TROLLEY NETWORK ~ J JD . Salem Ave. o Downtown Market l Campbell Avp e Kirk & Jefferson 1 KirkAv . ~ l~ e Church & Jefferson ~\ J o Mountain & Jefferson D e Highland & Jefferson tuG o Walnut & Jefferson e Virginia Tech Carilion School of Medicine ~ L:J e Riverside Clinic 000. 0 Carilion Rehabilitation Center "Q G) Crystal Spring & McClanahan DBo G) Carilion Roanoke Memorial Hospital c=J Washin ton Ave. 41) Virginia Tech Carilion School of Medicine 0 \ Iwe. EJQ CD 00 . . Riverside Clinic " ..~" ~ o V"I c: u: ~ ~ ~ fI) -' >- Walnut & Jefferson J~D G [} c>> Jefferson College of Health Sciences 0 Franklin & Jefferson C7~ _ Outbound - Inbound Roanoke River Greenway , Monday through Friday Service 7 A,M throu~h 7PM, eve'ry 15 minutes. . ". ~a~rvice frol1\,l ()AM through2PM i EVeryilZlQinutes." ~. ,~. . '. j... -,. ~.ct>~. Greater Roanoke Transit Company Board of DirectorsiMeeting Roanoke, Virginia September 20,2010 David A. Bowers, President and Members of the Board ofiDirectors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of~l!.ily 2010 The following financial report provides commentary on 'Greater Roanoke Transit Company's (GRTC) financial results for July 2010. Operating income for July of FY 11 is $2,437 or 1.3% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $8,275.42 or 5.5%. This increase was offset by decreases :in advertising income and non-transportation revenues of $5,838 or 1.9%. The operating expense for GRTC of $665,151 in July 20[0 includes expenses for its sub-recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $6,198. GRTC's expenses in the amount of $658,953 represent an increase of $20,018 or 3.1% compared to July 2009. Both positive ,and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $449,683 through July 2010 ijnclude subsidies for its sub-recipients in the amount of $6,198. GRTC's subsidies of $443,485 have !oecreased $19,467 or 4.2% compared to July 2009. The reduction is primarily due to a decrease in the State subsidy of $14,898 compared to July 2009. ODeratinelncome Operating income in July of FY 11 is $2,437 or 1.3% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $8,275.42 or 5.5%. This increase was offset by decreases ;in advertising income and non-transportation revenues of $5,838 or 1.9%. Commentaries on significant variances are shown below. Greater Roanoke Transit Company PO Box 13247 .. Roanoke, Virginia 24032 .. Phone: 540.982.0305 .. Fax:540.982.2703 .. www.valleymetro.com " David A. Bowers, President and Members ofthe Board of1)irectors . GRTC Financials Septernber20,2010 " Page 2 :!Coeratim! Revenues including bus fares and sales of passes increased $8,275 or 5.5% compared to July ;',:2009. This increase is largely driven by two factors: ,'. The increase in the Smartway fare of $1 per triJ) effective January 1, 2010. Smartway sales increased $3,447 compared to July 2009; and . Student fares in the amount of $2,291. Passenger ridership of 192,415 in July 2010 compared to 204,201 in July 2009, decreased 11,786 rides. This decrease was primarily due to decreases in the followiAg passengers: . Youth 18 & under ridership of 3,299 in July 2010~compared to 17,809 in July 2009 resulting in a decrease of 14,510 rides; . Star Line ridership of 12,274 compared to 15,042iinJuly 2009 decreased 2,768 rides. Other passenger rides of 176,842 compared to 171,350 il1'lJ~ly 2009, increased 5,492 rides. AdvertisinJ! Revenue for advertising on GRTC buses has 'decreased $1,664 or 20% compared to July 2009. Purchases for advertising on the buses have declined due to current economic conditions. Non-Transportation Revenues including rental income, investment income, and parking revenue decreased $4,174 or 18.6% primarily due to a decrease in Imiscellaneous revenue of $2,708 for warranty claims. OperatinJ! Expenses GRTC's expenses in the amount of $658,953 represent an lincrease of $20,018 or 3.1% compared to July 2009. Expense variances are discussed in the following sections. FrinJ!e Benefits have increased $15,257 or 13.4% compared to July 2009. This increase is primarily due to an increase in health insurance coverage for $13,191. Services including security and radio transmission have increased $5,821 or 18.3% primarily due to an increase in security services at Campbell Court for $1,S63 compared to July 2009. It also includes a quarterly invoice for radio transmission service for $2,826 iprevious billed annually. Purchased Transportation for demand response and services for colleges have decreased $7,082 or 11.1% compared to last year. This decrease is due to the l!lse of Job Access and Reverse Commute (JARC) funds by the Company's service provider Unified Human Services, Inc. The use of JARC funds reduces the Company's expenses for eligible rides by 50%. ,David A. Bowers, President and Members of the Board of!Directors GRTC Financials September 20, 2010 Page 3 ...;....,' '".., , Subsidies ...:~...,.~ .. ~,.. The State subsidy fotFY 2011 is $1,142,453: This is $127,(!J9V or 10% below the anticipated subsidy from the Commonwealth of Virginia. Please note that the month - to - month section of the 'financial statement varies from the year - to - year section due to correction entries to the retained earnings account. 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GREATER ROANOKE TRANSITOOMPANV SUMMARY OF STATEMENT OF\NrET ASSETS 7/31ij2010 7/31/2009 Year-to~Date Year-to-Date % of Change ASSETS CASH $ 483,886.09 $ 1,464,610.93 -67% ACCOUNTS RECEIVABLE $ 1,555,31'5.61 $ 1,054,799.27 47% INVENTORY $ 400,76'5.29 $ 380,988.92 5% FIXED ASSETS FIXED ASSETS $ 29,272,OS5.25 $ 26,752,611.47 9% ACCUMULATED DEPRECIATION $ (14,193,9~6.54) $ (12,283,369.90) 16% NET FIXED ASSETS $ 15,078,128.71 $ 14,469,241.57 4% PREPAYMENTS $ 22,2,S5.71 $ 51,577.81 -57% TOTAL ASSETS $ 17,540,38!1..41 $ 17,421,218.50 1% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 242,838.48 $ 328,016.59 -26% PAYROLL LIABILITIES $ 246,5'58.88 $ 234,251.13 5% OTHER LIABILITIES $ 578,587,1.90 $ 568,722.12 2% CAPITAL CAPITAL STOCK $ :5.00 $ 5.00 0% GRANTS $ 5,355,149.10 $ 5,571,840.80 -4% DEPRECIATION EXPENSE $ (156,889.35) $ (149,000.00) 5% RETAINED EARNINGS $ 11,303,176.79 $ 10,728,620.65 5% CAPITAL CONTRIBUTIONS $ 2,144.00 $ 132,904.00 -98% NET INCOME (LOSS) $ (31,189.39) $ 5,858.21 -632% TOTAL CAPITAL $ 16,472,396.15 $ 16,290,228.66 1% TOTAL LIABILITIES & CAPITAL $ 17,540,38L41 $' 17,421,218.50 1~. 1..\. (\, 3'", ."",.~ '~ -~ Greater Roanoke Transit Company Board of Directors Meeting September 20,2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Student Fare Comparative Survey Results Backaround The Greater Roanoke Transit Company (GRTC) provided free transit services for Roanoke City School students, ages 11 to 18 for the period of July 1, 2007 through June 30, 2010. Due to budget constraints, a student fare of $0.75 per one-way trip was implemented effective July 1, 2010. Amid recent concerns and reservations about the recently enacted (July 1,2010) $0.75 student fare, a survey of other transit systems' student fare policies was conducted in August 2010, comparing GRTC's student fare policy to other transit systems. Seventeen (17) systems were surveyed, eight (8) in Virginia and nine (9) outside Virginia. The eight systems in Virginia were: (1) Greater Lynchburg Transit Company, Lynchburg; (2) DASH, Alexandria; (3) ART, Arlington County; (4) CATS (Charlottesville Area Transit System), Charlottesville; (5) Fairfax County Connector,' Fairfax; (6) Greater Richmond Transit Company, Richmond; (7) Hampton Roads Transit, Norfolk; (8) Williamsburg Area Transport, Williamsburg. The nine systems outside Virginia were: (1) Berkshire Regional Transit Authority, Pittsfield, MA; (2) METRO, Green Bay, WI; (3) CTTRANSIT, Harford, CT; (4) Decatur Public Transit System, Decatur, IL; (5) Duluth Transit Authority, Duluth, MN-Superior, WI; (6) Sioux Area Metro (SAM). Sioux Falls, SO; (7)Muncie Indiana Transit System (MITS), Muncie, IN; (8)ManchesterTransit Authority, Manchester, NH; (9)St Joseph Transit, St Joseph, MO. -, " Greater Roanoke Transit Company p.o. Box 13247 . Roan~Virginia 24032 . Phone: 540.98Ul305 . Fax:,S40.982.2703 . Www.valleymetro.com David A. Bowers, President, and Members of the Board" of Directors September 20,2010 Page 2 Discussion of Survey Results o Three (3) systems, Charlottesville, Williamsburg, and Muncie Indiana, provide free transit service for students. o Due to a large percentage of their riders being college students, Charlottesville (University of Virginia) and Muncie (Ball State University) receive federal funding through the Small Transit Intensive Cities program, Section 3033 of the Transportation Equity Act-21 to offset a portion of their revenue loss. o Given the institutions of higher education in Roanoke and GRTC's service area, staff will further investigate to determine eligibility for the same federal assistance. However, it is a virtual certainty such funds cannot be applied to middle and senior high school students. o Williamsburg Area Transport does not participate in the federal 3033 grant program. However, the College of William and Mary along with the Colonial Williamsburg Foundation provides Williamsburg with some measure of financial support. o One (1) system, Decatur Public Transit charges students a fare of $0.80,80% of the full fare ($1.00). o Three (3) systems, Hampton Roads Transit ($1.00 of $1.50), Hartford ($1.00 of $1.25), and St Joseph Transit charge students a fare of $0.75,75% of the full fare. o One (1) system, Arlington County, charge students a fare 0 f$0.75, 50% of the full fare ($1.50). o The remaining nine (9) systems surveyed charge students or youth the full fare. Attached for your review is a spread sheet summarizing the student fare comparative survey results. Other Issues During the 2010 fiscal year (July 1, 2009 through June 30, 2010) there were sixty-five (65) Roanoke City middle and high school students that were banned from using GRTC's Valley Metro service. The five major reasons were: o Fighting and profanity; ~:"'>.:/_~'':-.: : ~ ,-,"; 'i'.'- o Disrespect to bus operators, supervisors or other passengers; ,~;.-. .::~. o Using another student 10 or forgery of forms to obtain ariJD; o Disruptive behavior, i.e. shouting ~t each other and loud music; o Throwing rocks, fire crackers, and other objects at the bus after getting off. . '.'-q;-;~,,:"""--'"' David A. Bowers, President, and Members of the Board"of Directors September 20,2010 Page 3 The above incidents have had an adverse impact on GRTC staff time, bus operations and schedule, and other passengers in the following ways: o Passengers delayed in their trips, thus missing their transfer to another bus, making them late for work or missing personal business appointments; o Loss of ridership due to non-student passengers opting to not ride the bus when students are on board; o Roanoke City police have been involved in six (6) incidents due to disruptive student behavior; o Approximately three (3) hours of GRTC staff time is spent on each incident, reviewing video tapes, writing incident reports; and responding to parents and/or Roanoke City Schools' staff. Based on the 65 incidents that occurred during fiscal 2010, this equates to 195 hours or a 24 day work month spent on responding to and processing disruptive student behavior. 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Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Private Schools 75 cent Student Fare Discussion Backaround In its June 21,2010 meeting, the Greater Roanoke Transit Company (GRTC) Board of Directors approved a $0.75 student fare per one way trip for Roanoke City Public School students, grades 6 through 12, replacing the free fare policy instituted in June 2007. The $0.75 student fare requiring an accompanying student identification card went into effect July 1,2010. The fare is half the established GRTC base fare of $1.50 per one way trip. There is no monthly or weekly pass for the $0.75 student fare. Subsequently, there has been a growing interest among some private secondary school officials who want to afford their students the opportunity to avail themselves of the same fare. To date, such interest has been expressed in writing by Patrick W. Patterson, Principal of the Roanoke Catholic School, which was followed by a letter of support from Onzlee Ware, Member Virginia House of Delegates. Discussion In discussing the possible inclusion of Roanoke Catholic School (RCS) students with Mr. Patterson, it was determined that the of the reduced fare being available to RCS student population would have a neutral effect on GRTC's fare box revenues. Mr. Patterson estimates that approximately 20 students currently use GRTC's Valley Metro service daily paying the full fare; he estimates that given a $0.75 fare, an additional 20 would use the service on a daily basis. This in effect would have a neutral impact on GRTC's fare box revenues: current 20 at $1.50 per one way trip = $30; 40 (20 current + 20 new) at $0.75 per one way trip = $30 RCS' ridership estimates for current and new student riders are comparatively modest. However, estimates for current and projected new student riders for other private schools, including "home school" students, is unknown at this point. Thus, given their prospective participation, the potential impact on GRTC's fare box revenues is yet to be gauged. Greater Roanoke Transit Company P.O. Box 13247 . Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com ,/ David A. Bowers, President, and Members of the Board of Directors September 20,2010 Page 2 GRTC staff will take inventory of all the remaining private schools in Valley Metro's service area; interview the officials at each to determine current ridership and the potential for new riders given the $0.75 student fare. The revenue impact will be calculated; a report with recommendations will be presented to the GRTC Board at their October 18, 2010 meeting. R~' Carl L. Palmer . General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor .:.:;:..,':..' " , \ i 4.~. s: '-, '\ .~~ -~ 'I . .. Greater Roanoke Transit Company Board of Directors Meeting September 20,2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: , Subject: Board Report Update on S~atus of Bus Stop Shelters On September 2,2008, the Greater Roanoke Transit Company (GRTC) contracted with E.F. Couvrette Company, Inc. (now Couvrette Building Systems) to manufacture and deliver a combination of "sixteen (16) fully assembled" large and small bus stop shelters, with an option for up to an additional fifty (50) fully assembled shelters. The contract has a five (5) year term, expiring September 1, 2013. To date GRTC has taken delivery on eight (8) of the first sixteen (16) shelters, three (3) large and five (5) small shelters. Five (5) of the eight (8) shelters, two (2) large and three (3) small shelters, have been installed. A total of eleven (11) of the first sixteen (16) shelters remain to be installed. Attached for your review is a site description spread sheet and accompanying site map. The spread sheet lists the shelter sites and describes their location, shelter size, and the Valley Metro routes that serve each shelter site location. The spread sheet details four (4) lists: the five (5) shelters that have been installed; two (2) shelters designed by students that have been installed; eleven (11) proposed sites; four (4) proposed alternative sites. The two (2) shelters designed by students are not part of the Couvrette contract. With assistance and direction from faculty, and Roanoke city and GRTC personnel, they were designed. constructed, and installed by Patrick Henry High School students and William Fleming High School students. The Patrick Henry shelter was installed last spring; the William Fleming shelter was installed in June of this year. Except for Wal-Mart and Sears at the Valley View Mall on the proposed list, there is no particular priority to the remaining nine (9). Because of the robust ridership generated ,at these two locations, staff is giving them optimal priority. Greater Roanoke Transit Company P.O. Box 13247 -Roanoke, Virginia 24032 . Phone: 540.982.0305 . Fax: 540.982.2703 . www.valleymetro.com '/ David A. Bowers, President and Members of the Board of Directors Greater Roanoke Transit Company Page 2 September 20, 2010 The Wal-Mart location in particular has presented some accessibility (due to topography) and legal (right of way owned by Sears not Wal-Mart) challenges. Staff is currently evaluating its legal options as well as site alternatives that may result in a single site that will serve Wal-Mart as well as Sears. The four (4) proposed alternative sites are included in staffs deliberations in the event anyone of the remaining eleven (11) is eliminated due to impediments similar to what's being encountered with the Wal-Mart site. -, Finally, the attached site map provides a geographic frame of reference for the sites listed on the spread sheet. ResP~7 ~mitted, ?i!'#J!-- Carl L. 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I- ...ID wz :CO:( (1)0 (l)W :J...I oo..J <. l- (/) Z a:: w 1=-0 ...IN Wa: :bill (/)co ~ ill (/)1- :JCL ill aJ(f) c: 5J} III & j t ~ ." .!! :i .. $ \, i \ ;~9 I . \'i: ,I )'t,,~.{ ~,.j\o < f\; /11' :;> _ ,".-;--?:-J::: '/1 1~-- /'--1[" ,,"" j,' :J "\',' ':":1 '\.j~ c: 5J} III a .. i ~ J Ii : ." gj o .!! III 1 ~ ~ 8001 :,11"J ~j ~. o ~ o 0 '- Q) +-' rn Q) ~ C) .;.:e:..i................ ..o.;.;,;.;~o;~ ~N~~~~~t~~l~r~~:[[ff~f ~ Greater Roanoke Transit Company Board of Directors September 17, 2010 David A. Bowers, President and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Awarding of Contract for Mobile Vehicle Lifting Systems Backaround The Greater Roanoke Transit Company, d/b/a Valley Metro (GRTC or Valley Metro), advertised an Invitation for Bid (IFB) for five (5) sets of four-post and one (1) set of six-post mobile vehicle lifting systems to replace existing vehicle lifting equipment for GRTC's garage facility located at 1108 Campbell Avenue, S.E. The five (5) four-post mobile vehicle lifting systems will be used to lift heavy-duty transit buses, and the one (1) six-post mobile vehicle lifting system will be used to . lift heavy-duty three axle over-the-road coaches. In order to have a qualified contractor(s) comply with federal and state procurement requirements, GRTC issued an IFB for providing, delivery, assembly, installation, and training for five (5) sets of four-post heavy-duty mobile vehicle lifting systems, and one (1) set of six-post heavy-duty mobile lifting system, IFB # 10-GRTC-0602. June 30, 2010, was the issue date for the IFB for the mobile vehicle lifting systems with an opening date of July 30, 2010. The IFB was for a turnkey project that shall result in six (6) properly installed and functioning heavy-duty mobile vehicle lifting systems. The bidders were to bid on a total cost for providing one (1) six- post mobile lifting system, (5) four-post mobile lifting systems installation, delivery, and training. The IFB was advertised in the Roanoke Times on Wednesday, June 30, 2010, and in the Roanoke Tribune on Thursday, July 1, 2010. The IFB was also posted on the GRTC Valley Metro website on June 30, 2010, and in the lobby at the Roy Z. Meador, Valley Metro, Administration Building at 1108 Campbell Avenue, S.E. on the same date. On Friday, July 30, 2010, six (6) bid responses were received for the project from: Response From: Automotive Resources, Inc. SEFAC Cumberland Equipment Rotary RailQuip Patriot Lift and Equip Total Bid Amount $167,050.00 $170,100.00 $172,437.00 $173,282.50 $175,355.00 Non-responsive reply because company did not submit a bid or proper bid response documents. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com 'f \ . David A. Bowfins, President and Members of the Board of Directors Page Two September 17,2010 Automotive Resources, Inc., 12775 Randolph Ridge Lane,'Manassas; Virginia 20109, submitted the lowest responsive and responsible bid for the turnkey project for six (6) properly installed and functioning heavy-duty mobile vehicle lifting systems. A price break down of the IFB is as follows: One (1) six -post mobile lifting system Five (5) four-post mobile lifting system Installation and Delivery Training Total Bid $ 38,550.00 $128,500.00 Included Included $167,050.00 Project funding in the amount of $167,050, is available through federal and state grants and local match. Action to be Taken GRTC will award to and execute a- contract with Automotive Resources, Inc., which was the lowest responsive and responsible bidder, for providing, delivery, assembly, installation, and training for five (5) sets of four- post heavy-duty mobile lifting systems, and one (1) set of six- post heavy-duty mobile lifting system in the total amount of $167,050. In accordance with the language set forth in the Board's June 18, 2001, resolution, such action will not be taken until five business days after the date of this letter. Please advise if there are any questions or more information is needed regarding the above referenced action. Thank you. Carl L. Palmer General Manager c: Vice-President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor Oath or Affirmation of Office Commonwealth of Virginia, City of Roanoke, to-wit: I, Stephanie M. Moon, do solemnly affirm that I will support the Constitution of the United States of America and the Constitution of the Commonwealth of Virginia, and that I will faithfully and impartially discharge and perform all the duties incumbent upon me as Secretary of the Greater Roanoke Transit Company, for a term ending June 30, 2011, according to the best of my ability (So help me God). Subscribed and sworn to before me this3#-day of 2010. BRENDA S. HAMILTON, CLERK OF THE CIRCUIT COURT , LERK ,'J Greater Roanoke Transit Company Board of Directors Meeting September 24, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: SUBJECT: Purchase of refurbished office cubicles and installation Background The Greater Roanoke Transit Company, d/b/a Valley Metro (GRTC or Valley Metro) will purchase refurbished office cubicles. GRTC is in need of more working and filing space to meet their needs. GRTC will satisfy the required additional space by expanding into the common area of GRTC's offices. The occupied space will be used for the following purposes and functions: ~ Personnel files ~ Purchasing Agent office and work space ~ Clerical Assistant office and work space GRTC staff has determined that the use of the available space with refurbished cubicles is the most effective means of satisfying its need for additional office and filing space. GRTC will procure a total of 21 refurbished cubicle panels in the following dimensions that will comprise three work stations; Number of Panels Width of Panel Height of Panel 9 36" 72" 5 48" 72" 6 24" 72" 1 42" 72" Total 21 Panels GRTC issued an Invitation for Bid ('FB), IFB# 10-GRTC-0601R, on August 6, 2010 for the 21 cubicle panels. The bid opening date was August 17, 2010. The bidders were required to bid on the total cost for the 21 panels of refurbished office cubicles, and the years of warranty. The success bidder's contract will require the 21 panels to be delivered to GRTC's office 6 to 8 weeks after executing the contract and the order for the 21 panels has been placed. After the order has been delivered to GRTC in full, the contractor will have 48 hours to install all; the 21 panels will be installed during GRTC office hours, 8AM to 4PM, Monday through Friday. David A. Bowers, President, and Members of the Board of Directors September 24,2010 Page 2 The IFB was advertised in the Roanoke Times and Roanoke Tribune on Thursday, August 5, 2010. The IFB was also posted on the GRTC Valley Metro website on August 5, 2010. On Friday, August 17, 2010, two (2) bids were received for the project from the following companies: ~ Design Resource Services, Incorporated- $6,827.50, with a ten (10) year warranty ~ Harris Office Furniture Co., Inc.- $6,968.13, with a ten (10) year warranty Design Resource Services, Incorporated d/b/a Barrows, PO Box 5159, Roanoke, Virginia 24012 submitted the lowest responsive and responsible bid for the turnkey project of the delivery and installation of the 21 panels, for a total price of $6,827.50, and a ten (10) year warranty. The Project will be funded with approved federal and state grants and local match. Action to be Taken GRTC will award and execute a contract for the delivery and installation of the 21 panels to Design Resource Services, Incorporated. The total contract amount for the 21 panels is $6,827.50. The contract time for the delivery of the 21 panels is 6-8 weeks after the contract between Design Resource Services, Incorporated and GRTC has been executed and the order has been placed. The contract time for installation of the 21 panels is 48 hours after delivery to GRTC. Based on the total price for the three sets of refurbished cubicles, GRTC will reject the bid from Harris Office Furniture Co., Inc. In accordance with the language set forth in the Board's June 18, 2001, resolution, such action will not be taken until five business days after the date of this letter. Please advise if there are any questions or more information is needed regarding the above referenced action. Thank you. d, Carl L. Palmer General Manager c: Vice President of Operations GRTC liaison Treasurer Secretary General Counsel !~"'.i ,~*~;: GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS /' October 18, 2010 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that there will be a meeting of the Greater Roanoke Transit cj~pany Board of Directors on Monday, ,2010, at 1 :00 p.m., in the Emergency Operations Center Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ~dOJ,~ Stephanie M. Moon ' Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC , Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC CarlL. Palmer, General Manager, Valley Metro, P. o. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.10\October 18 Meeting Notice.doc GREATER ROANOKE TRANSIT COMPANY' BOARD OF DIRECTORS October 18, 2010 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order. 2. Roll Call. All Present. \, 3. Approval of Minutes: Regular meeting held on September 20, 2010. Dispensed with the reading and approved as recorded. 4. ,Reports of Officers: a. General Manager: 1. Management Update: ~ Roanoke to Lynchburg Amtrak Bus Connection ~ Increase in GRTC's Insurance Premium Assessment ~ Bus Stop Shelter Installation Developments ~ "Fight the Flu" Partnership ~' Review of Guidance for ADA Compliance ~ Virginia Western Community College (VWCC) Fare Reimbursement Program ~ Bus Stop Route Identification and Schedule ~ Designated Cushion Seats for the Elderly and Disabled Received and filed Management Update 2. Financial Report for the month of August 2010. Received and filed Financial Report 3. Establishment of a meeting schedule for the GRTC Board of Directors. Adopted Resolution (7-0) President Bowers advised that he will not be present at the June Board meeting. 4. Revision of GRTC Daily One-way Proposed Revised Student Fare. Concurred in recommendation for General Manager to schedule a public meeting to receive citizen comments, and thereafter, seek approval of the proposed daily one-way revised student fare by the GRTC Board of Directors and Roanoke City Council at a future meeting, respectfully. 5. Update on the Status of Bus Shelters - Sears and Wal-Mart at Valley View Mall. Concurred in recommended action by the General Manager. L:\CLERK\DATAtCKSM1\GRTC.10\October 18, 2010 Action Agenda.doc 6. Amendment to the resolution adopted on June 18, 2001, with regard to authorization to negotiate and execute contracts, leases, and other documents. Concurred in recommended action by the General Manager. 7. Approval of Try Transit Promotion. Approved promotion. Suggested that the General Manager seek the assistance of the Roanoke City Police Department. 8. Authorization to execute of an agreement with Downtown Car Company, LLC, for purchase and sale of real property. Adopted Resolution (7-0) 5. Other Business. Concurred in the appointment of Sherman M. Stovall to fill the unexpired term of James Grigsby as the Assistant Vice-President of Operations, effective November 1, 2010. 6. Adjournment (1 :50 p.m.) L:\CLERK\DAT~CKSM1\GRTC.10\October 18, 2010 Action Agenda.doc }, ~ Greater Roanoke Transit Company Management Update REVISED October 18, 2010 Roanoke to Lvnchbura Amtrak Bus Connection Per the Greater Roanoke Transit Company's (GRTC) Board President's directive, GRTC's General Manager met with the City Manager and the Director of Planning and Development for the City of Salem on September 29, 2010 to discuss the possibility of Salem participating as local funding partners for the proposed bus connector service from Roanoke to Lynchburg's Amtrak station that will be operated by GRTC. The proposed participation was viewed very favorably by both; they indicated that the proposed participation will be introduced to the Salem City Council's working session on October 13, 2010; to date have not heard the results from that session are not known. Subsequent meetings on the same proposed participation are planned for the Town of Vinton the week of October 18, 2010, City of Bedford on October 20, 2010, and Roanoke County on October 27,2010. Lynchburg's Deputy City Manager and Economic Development Director will be contacted for a meeting. Increase in GRTC's Insurance Premium Assessment As was reported in the September Management Update, GRTC's fleet of buses and service vehicles are insured through the Virginia Transit Liability Pool (VTLP). The coverage provided is for "auto liability" (buses and cars/vans). In a July 29,2010 correspondence from VTLP, GRTC was advised that its annual assessment for insurance premiums for the 2011 fiscal year will increase by 13% or $44,517 above GRTC's budgeted amount for its auto liability coverage. This increase is largely due to catastrophic claims from members of the Pool, excluding GRTC. VTLP's assessment is $380,949 for fiscal 2011; GRTC's fiscal 2011 budget for VTLP assessed premiums is $336,432. Because GRTC operated 146,600 fewer miles in fiscal 2010, this increase may be reduced by $35,775 as a credit against its fiscal 2011 premium assessment. If this credit is realized, the VTLP premium impact on GRTC's fiscal 2011 budget will be reduced to $8.742 or 2.6% above GRTC's insurance premium budget for auto liability coverage. Unexpectedly, VTLP has advised GRTC that its annual premium previously qwted in the amount of $380.949 will be reduced by approximately $15,238 (4%); thisredudion is based on new actuarial calculations by vrLP.This puts GRTC within $29,279 of it$fiscaf 2011 insurance premium budget. Further, GRTC is still anticipating reductions due to a credit for the lower Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 ,. Phone: 540.982.0305 . Fax:540.982.27D3 · www.valleymetro.com I .' operating miles described in the previous paragraph. If realized, GRTC will be well within its stated insurance premium budget for fiscal 2011. Bus Stop Shelter Installation Developments In addition to the Wal-Mart site at Valley View Mall and the site near the Belk's/Sears entrance to the Mall that were addressed in a separate Board Report, the following are other site developments. Permits have been prepared for the bus stop shelters at Landsdowne, Indian Rock Village, Jamestown, Morningside apartments, Hurt Park Neighborhood entrance, and McCray Court. The properties are owned or managed by the Roanoke RedeveloPlJlent and Housing Authority; GRTC's General Counsel is in the process of reviewing their comments for final approval. A Revocable Permit to occupy space for the purpose of building, and maintaining a large bus stop shelter at the Goodwill Center in Salem has been signed by the owner of the property and GRTC's legal counsel is in the process of reviewing the permit for final approval. A Permit for a small bus shelter at Lewis Gale Medical Center has been given to the property management firm for review and signing by the authorized representative. A Permit for the owner of the Food Lion Center on Cove Road is being researched. "Fiaht the Flu" Partnership In partnership with the Roanoke City and Alleghany Health District, GRTC is planning to make available to the Health District, at no cost, vacant office space located on the street level of the Campbell Court Transfer Center. In exchange for the space at no cost, the Health District will purchase from GRTC up to 400 daily one way trip fare passes at a cost of $1.50 per pass as an incentive for persons to take the influenza (flu) vaccine. The outreach clinic will offer influenza (flu) vaccine to area residents in order to increase the influenza vaccination rates and decrease potential for spread of influenza in the community. Staff with GRTC's General Counsel is in the process of drafting an agreement with the Health District that will facilitate the use of GRTC's space for the purpose of administering the flu vaccine. Review of Guidance for ADA Compliance A series of seven (7) topic guides on the American with Disabilities Act (ADA) have been published to help transportation providers assess their compliance with regulations governing the Act. The publishing of these topics has been funded by the Federal Transit Administration (FTA) Due to questions raised during GRTC's 2008 triennial performance review conducted by FT A, staIff is currently addressing Tooic Guide 5: Orioin to Destination Service in ADA Paratransit- Door to Door Service is Reauired When Necessarv. The central question being examined is , whether or not GRTC's paratransit service for people with disabilities, STAR (Specia'lized # Transit Arranged Ride), is in compliance with the regulations by providing "cub to curb" service. , .- In cooperation with RADAR (Roanoke Area Dial-A-Ride), GRTC's contract service provider for STAR, some of the ancillary issues being addressed are: 1) Is notice to STAR riders that door to door service is available if needed being consistently communicated? 2) If not, what needs to be done to assure consistent and visible notice?; what measures need to be taken to minimize abuse? 3) What is the impact of door to door service on STAR's on time performance and rides per hour efficiency? 4) What is the operating definition of door to door and how best to reconcile differences between what's operationally feasible and safe, and customer expectation? . , 5) To what extent will training requirements change and the cost associated with it? 6) In terms of operational feasibility and safety, what are the implications of providing customer assistance beyond the curb? GRTC staff will assess these and other issues and develop and implement remedies in areas found to be either directly non-compliant or lends itself to contributing to non-compliance. Staff will continue to update the Board on its progress. Virainia Western Community Colleae (VWCC) Fare Reimbursement Proaram As you may recall, through two electronic mail correspondences dated, August 25 and October 4, 2010, GRTC has entered into a Memorandum of Understanding (MOU) with VWCC. The MOU provides for VWCC students with proper student identification issued by VWCC to ride Valley Metro buses free of charge; VWCC reimburses GRTC the full fare of $1.50 for every one way trip taken by each student, inclusive of transfers. For the first eight days of the program, August 23 through the 31st, a total of 1,317 VWCC student passenger trips were taken, an average of 165 passenger trips per day; for 25 days in September, a total of 5,812 passenger trips were taken, an average of 232 passenger trips per day, a 41 % per day increase over August. An invoice for August passenger trips in the amount of $1,990.50 has been submitted to VWCC for reimbursement. Bus StOD Route Identification and Schedule As a follow up to GRTC's September update, staff has contacted Sun Metro in EI Paso, Texas, and CITT Transit in Hartford Connecticut to obtain cost information and design samples for displaying bus stop level route identification and schedules. Sun Metro uses square break-a-way poles for bus stop signage and schedules for visually impaired individuals. The cost is $75 per pole, not including installation. Sun Metro has installed up to 160 display cases with bus route maps and schedules. The 24" x 36" cases were purchased at a cost of $200 to $225 each. Smaller display cases, 11" x 17", cost $180 each. CTTRANSlT has purchased bus stop level four sided holders for route maps and timetables at a cost of $20(} per display box. . . : :~;, c ::'. .' Attached for your review are photos from Sun Metro and CITT, illustrating their posts and cases for displaying bus stop level route identification and schedules. Desianated Cushion Seats for The Elderlv and Disabled At the request of Valley Metro patron, Ms. Silverine James, GRTC's General Manager investigated the question of providing cushioned seats in GRTC's Campbell Court Transfer Center's passenger waiting area for elderly and disabled riders. The investigation showed that while such an amenity is desirable it is none the less not feasible for the following reasons: 1) There are no funds remaining in the grant dedicated to the Campbell Court Transfer Center's passenger waiting area renovations with which to purchase cushioned chairs; 2) Considering the potential of having to bridge expense to revenue short falls with local reserve funds during this fiscal year, a major purchase to replace the current benches and chairs with cushioned ones with local reserve funds is not advisable; 3) To purchase removable tie down cushions for the current benches and chairs would result in the constant cost of replacing damaged and soiled cushions and those removed without authorization; 4) If a select number of cushion seating designated for elderly and disabled riders were to be installed, GRTC personnel would be beset with the ongoing task of enforcement that would be stymied by the inexperience of determining who is eligible for the seating that often times will run afoul of a passenger's insistence to remain seated; 5) Finally, to file a new grant for the purpose of replacing the current benches and chairs (if only a select few) would not be allowed by the Federal Transit Administration, unless GRTC could demonstrate to their satisfaction that the current seating furniture with a ten year useful life has become obsolete in less than a year of that ten year term. That's not a likely scenario. itted, ~ Carl L. Palmer General Manager C: Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor Attachment SUK mETte E L \' t\"CSO \ 1'- .....;-, ';. ~.... c~ :J).: ., ~,f: ~l ~ y~-.: r" .,,,," "',,;y-,",, c' "'/,~" "'-~' . ';', _,,,#<" 3<~ , ;' ,/,,' .,r' .-" ,;/-i". ./ . // ',' ';', -." ~ ~'" ,,~ \1 '1, Q, ~ 't" ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia October 18, 2010 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Ffnancials for the month of August 2010 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for August 2010. Operating income for August of FY 11 is $876 or .2% above last year as presented in the accompanying financial statement. This moderate increase is primarily due to an increase in operating revenue in the amount of $11,353 or 3.8%. This increase was offset by decreases in advertising income and non- transportation revenues of $10,477 or 17.1%. The operating expense for GRTC of $1,316,374 in August 2010 includes expenses for its sub-recipient~, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $39,375. GRTC's expenses in the amount of $1,276,999 represent an increase of $59,112 or 3.1% compared to August 2009. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $912,547 through August 2010 include subsidies for its sub-recipients in the amount of $39,375. GRTC's subsidies of $873,172 have decreased $18,112 or 2% compared to August 2009. The reduction is primarily due to a decrease in the State subsidy of $29,985 compared to August 2009. This decrease was offset by an increase in the City of Roanoke subsidy of $10,656 compared to the prior year. ODeratinl! Income Operating income in August of FY 11 is $876 or .2% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $11,353 or 3.8%. This increase was offset by decreases in advertising income and non-transportation revenues of $10,477 or 17.1%. Commentaries on significant variances are shown below. Greater Roanoke Transit Company PO Box 132.47 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.;2.703 · www.valleymetro.com / David A. Bowers, President and Members of the Board of Directors GRTC Financials October 18, 2010 Page 2 ODeratim~ Revenues including bus fares and sales of passes increased $11,353 or 3.8% compared to August 2009. This increase is largely driven by two factors: . The increase in the Smartway fare of $1 per trip effective January 1, 2010. Smartway sales increased $8,891 compared to August 2009; and . Student fares in the amount of $4,830. Passenger ridership of 382,778 decreased 23,241 compared to the prior year ridership of 406,019. This decrease was primarily due to decreases in the following passengers: . Youth 18 & under ridership decreased 28,750. Ridership through-August 2010 is 6,335 compared to 35,085 through August 2009; . Star Line ridership decreased 5,166 rides. Ridership through August 2010 is 23,947 compared to 29,113 rides through August 2009. Other passenger rides increased 10,675 to 352,496 in August 2010 compared to 341,821 in August 2009. Advertisim~ Revenue for advertising on GRTC buses have decreased $4,003 or 22.1% compared to August 2009. Purchases for advertising on the buses have declined due to current economic conditions. Non-TransDortation Revenues including rental income, investment income, and parking revenue decreased $6,474 or 15%. The decreases are primarily due to decreases in miscellaneous revenue of $2,625 and parking revenue for $2,625. ODeratinR EXDenses GRTC's expenses in the amount of $1,276,999 represerlt an increase of $59,112 or 3.1% compared to August 2009. Expense variances are discussed in the following sections. FrinRe Benefits have increased $30,928 or 14.3% compared to August 2009. This increase is primarily due to an increase in health insurance coverage for $24,133. Materials and SUDDlies have increased $22,892 or 11% compared to the prior year primarily due to an increase in fuel costs of $25,971. Purchased TransDortation for demand response and services for colleges have decreased $14,056 or 10.4% compared to last year. This decrease is due to the use of Job Access and Reverse Commute (JARC) funds by the Company's service provider Unified Human Services, Inc. The use of JARC funds reduces the Company's expenses for eligible rides by 50%. David A. Bowers, President and Members of the Board of Directors GRTC Financials October 18, 2010 Page 3 Subsidies GRTC's subsidies of $873,172 have decreased $18,112 or 2% compared to August 2009. The reduction is primarily due to a decrease in the State subsidy of $29,985' compared to August 2009. The State subsidy for FY 2011 is $1,142,453. This is $127,097 or 10% below the anticipated subsidy from the Commonwealth of Virginia. This decrease was offset by an increase in the City of Roanoke subsidy of $10,656 compared to the prior year. No action by the Board is needed on this matter. Cc: Vice President of Operations Treasurer Secretary legal Counsel GRTC Vice President of Operation .1 ~ ~ ~ ~~=~ ~:E~~ :E tll ~ ' O"g;;:; u<en~ !::~~~ en:E.,< ~!:: ~ gp ~ en tll.. ~~]~ OE-<a.s z<.,= <~>o oas~:E ~~ /oIl~ a:l - .5 E-< E-<>-e., <~.,-S ~tll8'& "1.;; tll ~ o en - -!Ii ~8 ~;:J ~CQ E-< _tll~ ~@~ tQ ., 'OJ 9~0\ g /oIlg ~~N >- ., ~~o B 0.08 ~=N iJ< >- ~O\ /oil 0 =0 <N ~O /oIl- =0 <N ~ ~ ~~rfe. 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'" '" g ., e o '" ..s II z j GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 8/31/2010 8/31/2009 Year -to -Date Year -to -Date % of Change ASSETS CASH $ 435,372.76 $ 1,745,595.68 -75% ACCOUNTS RECEIVABLE $ 1,728,419.89 $ 865,460.67 100% INVENTORY $ 414,148.38 $ 388,200.05 7% FIXED ASSETS FIXED ASSETS $ 29,275,690.75 $ 26,755,597.20 9% ACCUMULATED DEPRECIATION $ (14,350,983.34) $ (12,429,360.44) 15% NET FIXED ASSETS $ 14,924,707.41 $ 14,326,236.76 4% PREPAYMENTS $ 102,562.01 $ 97,434.50 5% TOTAL ASSETS $ 17,605,210.45 $ 17,422,927.66 1% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 370,241.93 $ 339,580.29 9% PAYROLL LIABILITIES $ 247,992.88 $ 236,540.97 5% OTHER LIABILITIES $ 671,799.83 $ 670,406.07 0% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,355,149.10 $ 5,571,840.80 -4% DEPRECIATION EXPENSE $ (313,946.15) $ (294,990.54) 6% RETAINED EARNINGS $ 11,303,176.79 $ 10,728,620.65 5% CAPITAL CONTRIBUTIONS $ 10,899.00 $ 134,684.00 -92% NET INCOME (LOSS) $ (40,107.93) $ 36,240.42 -211% TOTAL CAPITAL $ 16,315,175.81 $ 16,176,400.33 1% TOTAL LIABILITIES & CAPITAL $ 17,605,210.45 $ 17,422,927.66 1% I GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS October 18, 2010 Carl L. Palmer General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a resolution establishing a specific meeting schedule for the Board of Directors of the Greater Roanoke Transit Company. \ The above referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Monday, October 18, 2010. Sincerely, ~~m.hto~ Stephanie M. Moon . L Secretary Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC L:\CLERK\DA T A \CKSM1 \OR TC.lO\August 19, 2010 correspondence,doc r,;:i BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ESTABLISHING A SPECIFIC MEETING SCHEDULE FOR THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC). WHEREAS, at the Board's October 18, 2010, meeting, the GRTC General Manager recommended that the Board adopt a specific meeting schedule for the remainder of the current 2011 Fiscal Year, which ends on June 30, 2011, as more fully set forth in the General Manager's report dated October 18, 2010, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GR TC as follows: 1. That the Board of Directors hereby approves and adopts the specific meeting schedule that is set forth below. Except for the meeting on January 18, 2011, the meetings are set to start at 1 :00 p.m. and will be held in the Emergency Operations Center (EOC) Conference Room which is located on the First Floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011, unless a different location is designated by the President or Secretary of the Board. The meeting for Tuesday, January 18, 2011, will be held at 9:00 a.m. at GRTC's Administrative Office as noted below. In accordance with Article III, Section 4 of the GR TC By-Laws, the following meeting dates for the GR TC Board are approved for the remainder of the current 2011 Fiscal Year: November 15, 2010 January 18, 2011 March 21,2011 May 16,2011 June 20, 2011 (Monday-l:00 p.m.-EOC) (Tuesday-9:00 a.m.-GRTC's Administrative Office, 1108 Campbell Avenue, S.E., Roanoke, VIrginia 24023) (Monday-l :00 p.m.-EOC) (Monday-l :00 p.m.-EOC) (Monday-l :00 p.m.-EOC) 1 2. The GRTC Board can hold additional meetings on an as-needed basis m accordance with the GRTC By-Laws. 3. The schedule of meetings for the GRTC Board for subsequent fiscal years may be set annually by the Board at the June Board meeting, or at any other Board meeting as the Board may determine to be appropriate. ATTEST: Date:&~...> /~.~Ii) . ~ 2 ! '1. ~ . -:s. -~~- . . ~~.,. ~ .. Greater Roanoke Transit Company , Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: , Subject: Board of Directors Meeting Schedule for Remainder of Fiscal Year 2011 Backaround As recorded in the minutes of the July 19, 2010, meeting of the Greater Roanoke Transit Company (GRTC) Board of Directors, the Board President proposed that the GRTC Board consider meeting monthly on the third Monday of August, September, and October, 2010, at 1 :00 p.m. in the Emergency Operations Center (EOC) Conference Room. Director Jamison moved that the Board concur in the President's proposal to meet monthly on the third Monday at 1:00 p.m., in the EOC Conference Room as follows: August 16, September 20, and October 18, and discuss a meeting schedule for the remainder of the appointment year during the October 18 meeting. The motion was seconded by Director Hall and adopted. Recommendation for Discussion and Approval Pursuant to the minutes of the GRTC Board of Directors' July 19, 2010, meeting, the following meeting schedule is recommended by GRTC Staff for the Board's discussion, modification, and approval. Except for the Tuesday, January 18, 2011, meeting, all meetings are set for 1 :00 p.m. on the date indicated in the EOC Conference Room, located on the First Floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia. For the Tuesday, January 18, 2011, meeting, GRTC staff is recommending a formal meeting and orientation workshop between 9:00 a.m. and 12:00 Noon at the GRTC's Administrative Office, located at 1108 Campbell Avenue, S.E., Roanoke, Virginia. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com : '. " 'oQavid A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 2 Proposed GRTC Board MeetinQ Schedule. March 21, 2011 May 16, 2011 June 20, 2011 (Monday) (Tuesday) (Meeting and Workshop to start at 9:00 a.m. and end at 12:00 Noon) (A meeting in January is needed to provide authorization for the GRTC General Manager to apply for available Federal and State Grant funds each year) (Monday) (Monday) (Monday) (A meeting is needed to follow the GRTC Stockholder's annual meeting, which 'is normally held on the third Monday of June each year) November 15, 2010 January 18, 2011 The GRTC Board can also hold additional meetings on an as-needed basis in accordance with the GRTC By-Laws. Further, it is recommended that the schedule of meetings for the GRTC Board in subsequent fiscal years be set annually by the Board at the June Board meeting. 2i~ Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor J r~ t{ Ct ,/ I.{, ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Revision of GRTC Daily One Way Proposed Revised Student Fare-For Board Discussion Backaround In its June 21, 2010 meeting, the Greater Roanoke Transit Company (GRTC) Board of Directors approved a $0.75 student fare per one way trip for Roanoke City Public School (RCPS) students, grades 6 through 12, replacing the free fare policy instituted in June 2007. The $0.75 student fare requiring an accompanying student identification card went into effect July 1, 2010. The fare is half the established GRTC base fare of $1.50 per one way trip. There is no monthly or weekly pass for the $0.75 student fare. In its September 20, 2010 meeting the Board was advised of Roanoke Catholic School's (RCS) interest in the opportunity to avail themselves of the same fare and that their participation would have a neutral impact on GRTC's fare box revenues. RCS felt that GRTC stood to gain from RCS' participation. The Board was further advised that staff would survey other private schools within Valley Metro's service area to gauge the level of current use, the potential new riders given the prospect of a reduced student fare of $0.75, and the impact on GRTC's fare box revenues. Of the three private schools within Valley Metro's service area, Community High School (CHS), Parkway Christian Academy (PCA), and the Home Education Association of Virginia (based in Richmond), only the first two responded. Neither the CHS nor PCA have students who currently use Valley Metro's service. CHS anticipates that approximately 12 students would use the service daily, if the fare were $0.75; PCA anticipates three per day. RCS has approximately 20 students currently using Valley Metro's service paying the $1.50 full fare; they anticipate that an additional 20 students would frequent the service if the fare were $0.75, equating to a neutral impact on GRTC's revenues; fifteen students from the Community School and the Academy combined will start using the service if the fare is $0.75 per one way trip. Greater Roanoke Transit Company PO Box 13247 · Ro~oke, Virginia 24032,. Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com .i David A. Bowers, President, and Members of the Boai'd of Directors October 18, 2010 Page 2 Recommended Action: 1. In addition to Roanoke City Public School (RCPS) students grades 6 through 12, charge private school students and all other students in grades 6 through 12 attending properly licensed schools within Valley Metro's service area, $0.75, half of Valley Metro's $1.50 full fare, for a single one way trip, provided that participating schools, like RCPS, issue such school's own student identification bus ride cards, at the school's expense. The bus ride cards will entitle the student to board a Valley Metro bus for the $0.75 fare. The bus ride card will be subject to GRTC's approval. Like the RCPS, there will not be a monthly or weekly pass for the $0.75 student fare; 2. Per Federal Transit Administration regulations governing fare and service changes, provide a public notice and comment period of the proposed fare change and conduct a public hearing on the proposed fare change to include, in addition to RCPS students, other students in grades 6 through 12 as set forth above and within Valley Metro's service area. Such hearing would be held in November 2010; and 3. Pending the outcome of the public hearing, and the public comment period, recommend approval of the $0.75 student fare to include other students, as set forth above, within Valley Metro's service area in addition to RCPS students at a future meeting of the GRTC Board. City Council will also need to approve the fare change. If the Board agrees with the above recommendations, GRTC staff will proceed as set forth above, or as the Board may otherwise direct. R~espe tf, U,,~IY S .' itted, . / ~g ~/"'~ Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor 4. a,.~-: ~' ~ ", Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Bus Shelter Update-Sears and Wal-Mart at Valley View Mall Backoround The Greater Roanoke Transit Company (GRTC) has a contract with Woodard-West-Parks, Ltd. (Contractor) to install bus stop shelters, including site preparation and the construction of concrete base pads to support the shelter. For installing a large shelter (14' x 9'6" x 4'9") requiring removal of existing material and installing a concrete base pad on asphalt, the cost is $4,950 per shelter; a concrete base pad on soil the cost is $3,945 per shelter. Under the contract with the shelter manufacturer, E.F. Couvrette Company, Inc., GRTC pays $9,450 for a large shelter. The Contractor has advised GRTC that two sites, the Wal-Mart store at Valley View Mall and th~ site near the Belk's/Sears entrance at the Mall, will require design work, excavation, and other site preparations, and more cubic feet of concrete and other materials than was anticipated in the bid quote for the contract to install a single shelter. For the Belk's/Sears entrance site to the Mall, GRTC has a License Agreement, executed in November 2008 with Valley View Mall, LLC, allowing GRTC to construct and maintain a bus stop shelter. GRTC does not have any agreement with the owners of the Wal-Mart site to allow the construction of a bus stop shelter at that site. The anticipated total cost for a bus stop shelter at the Wal-Mart site was $26,790, consisting of the price of two base pads on soil at $3,945 each and two large shelters at $9,450 each. The anticipated total cost for the site near the Belk's/Sears Mall entrance was $14,400, consisting of the price of one large shelter and one concrete base pad, $9,450 and $4,950, respectively. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com . David A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 2 ...... The Contractor's price for the Wal-Mart site is now $54,875, plus the cost of two large shelters for a total cost of $73,775. The net change order increase in cost for this work will be an additional $46,985, a 175% increase. The price for the site near the Belk's/Sears entrance to the Mall is now $12,375, plus the cost of one large shelter, for a total cost of $21,825. The net change order increase in cost for this work will be an additional $7,425, a 51.5% increase. GRTC has adequate funding in its current approved grants to cover the net increase in change order costs for both sites. Next Steps GRTC staff recommends that the following steps be taken before executing any change orders for the Wal-Mart store site at Valley View Mall and the site near the Belk's/Sears entrance to the Mall, and the following tasks and issues be addressed. Once all matters have been resolved GRTC staff will advise the Board of the same with a recommendation on how to proceed. Issues to be Considered 1. Ascertain right of way ownership of the Wal-Mart site. Determine such owners' long term plans and commitment to maintain a Wal-Mart retail store at the location. Attempt to negotiate a license agreement with the owners that is acceptable to GRTC for the right to occupy and construct a bus shelter on the site; 2. Develop design and construction plans for review and approval by the Wal-Mart site owners; 3. Obtain approval from Valley View Mall, LLC for the revised design and construction plans for the site near the Belk's/Sears entrance to the Mall. Also, attempt to revise the License Agreement to modify the current cancellation provisions; 4. Confirm that construction permits can be obtained from the proper authorities for both sites; 5. In the event GRTC may have to vacate either or both sites at its expense and due to the unusual magnitude of the design and construction requirements of both sites, ascertain the estimated cost to restore the sites to their original condition. 6. Given the substantial net increase in the change order costs of 175% for the Wal-Mart site and 51.5% for the site near the Belk's/Sears entrance to the Mall, determine if the current Contractor can perform the work on each site or does each site have to be rebid as two jobs separate and apart from the other sites addressed in the current contract with Woodard-West-Parks. .. Oavid A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 3 itted, Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor 4.tJt.~. ./ ( ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Amend June 18,2001, Authorization to Negotiate and Execute Contracts, Leases, and Other Documents Backaround On June 18, 2001, the Greater Roanoke Transit Company (GRTC) approved a Resolution, effective July 1, 2001, authorizing GRTC's President, Vice President of Operations, and the General Manager to negotiate and execute contracts, leases, and other documents that will bind GRTC in an amount not to exceed $300,000, provided such documents are signed by at least two of the three aforementioned officials; that a summary of planned actions germane to the document(s) be submitted to the GRTC Board of Directors for their review and consideration five (5) business days prior to executing the documents; and that all such documents are to be approved as to form by GRTC's General Counsel. The Resolution may be amended, modified, canceled, or rescinded at any time by the Board. The Resolution's supporting rationale detailed in the General Manager's June 18, 2001, report to the Board points out the need "to conduct everyday business will from time to time require that certain contracts, lease agreements and other necessary documents be executed and binding on behalf of GRTC." Due to the American Recovery and Reinvestment Act of 2009 (ARRA) and other grant requirements, GRTC's everyday business requiring binding documents has accelerated over the last fiscal year. Recommended Action GRTC staff recommends an amendment to the current Authorization Resolution for the Board's consideration and action, at a future Board meeting, as set forth below. As a means to reduce the volume and burden of reviewing summaries of planned contractual transactions with dollar amounts of $300,000 or less and to aid in expediting the implementation of projects associated with the contractual transactions, amend the current Greater Roanoke Transit Company PO Box ~3247 · Roanoke,-Virginia24032 · Phone: S40.982.0305 · Fax:S40.982.2703 · www.valleymetro.com ,~.j David A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 2 policy to expressly exclude all operating expenses, regardless of amount, that are approved as part of GRTC's annual budget, that the levels of authorization described below be required for capital projects only; and provide that operating expenses not included in GRTC's previously approved annual budget, regardless of amount, will be subject to GRTC Board notification and/or expressed approval. GRTC staff recommends that the Vice President of Operations and the General Manager each be authorized to individually negotiate, award, and execute contracts, leases, and other documents (hereafter documents) that will bind GRTC, in an amount up to and including $50,000, without having to submit a summary of planned actions germane to the document(s) to the GRTC Board for their review and consideration five (5) business days prior to executing the documents. GRTC staff recommends that GRTC's President, Vice President of Operations, and the General Manager be authorized to negotiate, award, and execute documents that will bind GRTC in an amount greater than $50,000 up to and including $100,000, without having to submit a summary of planned actions germane to the document(s) to the GRTC Board for their review and consideration five (5) business days prior to executing the documents, provided such documents are signed by at least two of the three aforementioned officers . GRTC staff recommends that GRTC's President, Vice President of Operations, and the General Manager be authorized to negotiate and execute documents that will bind GRTC in an amount greater than $100,000 and up to and including $300,000, provided that a summary of planned actions germane to the documents is submitted to the GRTC Board for their review and consideration five (5) business days prior to executing the documents and such documents are signed by at least two of the three aforementioned officials; Documents involving amounts greater than $300,000 will be submitted to the GRTC Board for direct action by the Board. As a prerequisite to purchasing or leasing real estate, goods, and services, regardless of dollar value, resulting in the documents described herein, GRTC staff will comply with GRTC's procurement policies and all federal, state, and local, regulations and laws governing said policies. Further, all such documents regardless of dollar value will be subject to approval as to form by GRTC's General Counsel. If the Board agrees with the above recommendations, GRTC staff will prepare a revised Resolution for the Board's consideration at a future meeting, or staff will proceed as the Board may otherwise direct. .. . .' David A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 3 c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor RdD: Carl L. Palmer General Manager j{ii:' . - " ." ;":"...'~ If.t{.l. ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Free Ride Try Transit Promotion Backaround In an ongoing effort to increase Valley Metro ridership, the Greater Roanoke Transit Company (GRTC) staff proposes to offer free rides all day on November 26,2010, the Friday following Thanksgiving. This being one of, if not, the biggest shopping and recreational days of the year, it will afford Valley Metro's service community an opportunity to "Try Transit" for the first time, with the hope convincing some that Valley Metro is a viable transportation alternative. The loss revenue impact on GRTC will be approximately $3,800 for the day, a modest investment in the potential of generating new riders for our future. Recommendation Recommend motion to approve. Respectfully S itted, jt/ Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS October 18, 2010 Carl L. Palmer General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a resolution authorizing the Greater Roanoke Transit Company Vice President of Operations and/or the GRTC General Manager to execute an agreement for purchase and sale of real property; and authorizing the GRTC Vice President of Operations and/or the GRTC General Manager to execute such further documents and take such further actions as may be necessary to accomplish the purchase of such property. The abovereferenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Monday, October 18, 2010. Sincerely, ~~ /?;. InOlM-J Stephanie M. Moon ~ Secretary Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel,GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC L:\CLERK\DA T A \CKSM 1 \GR TCl O\August 19, 20 I 0 correspondence.doc , 1)~( I BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING THE GREATER ROANOKE TRANSIT COMPANY (GRTC) VICE PRESIDENT OF OPERATIONS AND/OR THE GRTC GENERAL MANAGER TO EXECUTE AN AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY; [ AND AUT,HORIZING THE GRTC VICE PRESIDENT OF . "- OPERATIONS AND/OR THE GRTC GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO ACCOMPLISH THE PURCHASE OF SUCH PROPERTY. WHEREAS, the GRTC General Manager has advised the Board of a need to expand GRTC's current administrative and maintenance facility located at 1108 Campbell Avenue, S.E., Roanoke, Virginia; WHEREAS, GRTC staff has negotiated an Agreement for Purchase and Sale of Real Property for the acquisition from Downtown Car Company, L.L.C., of nine small parcels which are located across the street from GRTC's current administrative and maintenance facility for a . ' purchase price of$116,500.00, subject to the Board's approval; and WHEREAS, GRTC staff recommends that the Board approve the Agreement referred to above so that GRTC will be able to design and construct an auxiliary maintenance facility across the street, all as further set forth in the General Manager's report dated October 18,2010, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. The Board hereby authorizes the GRTC Vice President of Operations and/or the GRTC General Manager to execute an Agreement for Purchase and Sale of Real Property with Downtown Car Company, L.L.c., that is substantially similar to the one attached to the General 1 \. Manager's report dated October 18, 2010, to this Board, and in a form approved by GRTC's General Counsel. 2. The Board further authorizes the GRTC Vice President of Operations and/or the GRTC General Manager to execute such further documents and take such further actions as may be necessary to accomplish the purchase of the property referred to above, including the execution of any other documents needed to complete the purchase of the property, with the form of any such documents to be approved by GRTC's General Counsel. 3. The GRTC Vice President of Operations and/or GRTC General Manager are each authorized to implement, administer, and enforce the above mentioned Agreement and any subsequent documents related to the purchase of the above mentioned property. ATTEST: Date:&c:/b~/~. ;1..0/0 , 2 f. ~. P; ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Facility Expansion-Property Purchase From Downtown Car Company, L.L.C. Backaround Greater Roanoke Transit Company's (GRTC) current administrative and maintenance facility was built to accommodate parking and maintaining thirty-eight (38) buses. Currently, the facility accommodates parking and maintenance for fifty-eight (58) vehicles, including GRTC's four (4) Star Line Trolleys, five (5) Smart Way buses, and eleven (11) service vehicles. In order to maintain and improve a safe maintenance environment, GRTC is planning to design and construct an auxiliary maintenance facility. Toward that end, GRTC has negotiated the purchase of nine (9) contiguous parcels of real estate equating to seven tenths (.7) of an acre, located on Campbell Avenue, S.E., between 11th and 12th Streets, directly across the street from GRTC's current administrative and maintenance facility. In accordance with Federal Transit Administration (FTA) regulations, a Phase I Environmental Site Assessment (ESA) was completed in April 2008. Subsequent to its completion, FTA granted GRTC a categorical exclusion on the property in February 2009, requiring no remediation. Also, in compliance with FTA regulations, the property was appraised at $67,000 in March 2009. An update of the appraisal was completed on August 12, 2010; the prior appraised value of $67,000 was upheld. An update of the ESA has been requeste9 from the consultant who conducted the original assessment, F&R Environmental Consultants. The ESA update is expected to be completed by October 29, 2010. 'In preparation for transfer of title, a survey has been ordered. The property will be surveyed as a single parcel. The survey is expected to be completed by October 29,2010. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540,982.2703 · www.valleymetro.com .David A.Bowers, PresUdent, and Members ofthe.,Boilrd of Directors October 18, 2010 Page 2 GRTC has offered $116,500 for the property, suIbject 1D1he Board's approval. The property owner, Downtown Car Company, l.LC., is '8greeableto the offer. A Purchase Agreement drafted by GRTC's attorney has been reviewed and approved by the owner. The agreed on price is based on the following: a. Five other properties in the vicinity of the subject property were evaluated and either because of asking price, relocation costs, and/or inadequate size for GRTC's purposes they were eliminated from consideration; b. GRTC's initial offer for the subject property was for the appraised value of $67,000; the owner made a counter offer of $150,000; GRTC countered with $117,000; the parties then agreed on $120,000, subject to FTA and GRTC Board approval; c. FT A's review and approval is predicated on the purchase price being no more than $50,000 above the appraised value. In order to expedite the purchasing approval process, the owner agreed to the final agreed on purchase price of $116,500, subject to GRTC Board approval. d. Note: while the agreed on purchase price is below FTA's threshold for review and approval, FTA will still participate in the funding of the purchase. FT A and the Department of Rail and Public Transportation (DRPT) grants will cover 80% and 20%, respectively, of the purchase price; no local funds will be required for the purchase price. The cost of the survey, $ 625.00, will also be covered by FTA and DRPT. However, the cost of the ESA update, $1,900, will be the responsibility of GRTC. GRTC has funds available to cover the cost of the ESA update. A copy of a draft of the proposed Agreement for Purchase and Sale of Real Property between GRTC and Downtown Car Company, L.L.C., is attached to this report for the Board's review. Some of the more pertinent contract obligations are outlined below: a. The purchase price for the nine lots is $116,500.00; b. The Seller (Downtown Car Company, L.L.C.) must transfer the property to GRTC free and clear of any and all mortgages, liens, leases, and any other encumbrances; c. The Seller currently has a deed of trust with a bank securing a note that covers the nine lots in question along with other property that the Seller owns. The Agreement specifically requires that the Seller satisfy the above obligation to the bank in full or otherwise obtain a release of the nine lots being purchased by GRTC from such deed of trust prior to settlement so that the property can be transferred to GRTC free of the deed of trust; d. The Seller will obtain a completed appraisal of the Seller's additional properties at the Seller's expense in an effort to have the bank release the deed of trust on the property David] A;~rs, President, and Members of the Board of Directors October 18, 2010 Page 3 ~~. )f GR1110wnUbe purchasins. 1f1his cannot be done, GRTC, as Purctl8ser, may terminate ::':.. the Agveement witham -any further obligation to the Seller e. GRTC will obtain a survey of the property in question since a survey is required by the FT A, but it will be surveyed as one parcel instead of nine so that the various parcels can be later consolidated into one parcel and one tax number. Recommend Action Authorize the GRTC Vice President of Operations and/or the GRTC General Manager to execute an Agreement for Purchase and Sale of Real Property that is substantially similar to the one attached to this report to the Board, in a form approved by GRTC's General Counsel. Authorize the GRTC Vice, President of Operations and/or the GRTC General Manager to execute such further documents and take such further actions as may be necessary to accomplish the above matter, including the execution of any other documents needed to complete the purchase of the property described above, with the form of any such documents to be approved as to form by GRTC's General Counsel. UAI c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor Attachment DRAFT - 10/18/10 AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY This Agreement for Purchase and Sale of Real Property ("Agreement" or "Contract") is made this day of , 2010, by and between DOWNTOWN CAR COMPANY, L.L.C., a Virginia limited liability company ("Seller" or "Contractor") and GREATER ROANOKE TRANSIT COMPANY ("Purchaser"), WITNESSETH: WHEREAS, Seller is the owner in fee simple of certain real property and improvements thereon located in the City of Roanoke, Virginia, described on the attached Exhibit 1 (the "Property"); and WHEREAS, Seller is desirous of selling the Property and Purchaser is desirous of purchasing the Property to be used by Purchaser in the expansion of Purchaser's business operations. NOW, THEREFORE, FOR AND IN CONSIDERATION of the amount of ONE HUNDRED SIXTEEN THOUSAND FIVE HUNDRED AND NO DOLLARS ($116,500.00) to be paid by Purchaser to Seller, and the mutual promises hereafter set forth and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereto, intending to be fully and legally bound, hereby agree as follows: SECTION 1. DEFINITIONS. As used in this Agreement unless the context otherwise requires or it is otherwise herein expressly provided, the following terms shall have the following meanings: A. "Propertv" shall mean the parcels of land designated as Roanoke City Tax Map Nos. 4110601, 4110602, 4110603, 4110604, 4110605, 4110608, 4110609, 4110610 and 4110611, as the same is further described in Exhibit 1, ("Property") which is attached hereto and incorporated herein. B. "Purchaser" shall mean the Greater Roanoke Transit Company ("GRTC"), whose address is 1108 Campbell Avenue, S.E., Roanoke, Virginia, 24013. C. "Purchase Price" shall mean $116,500.00. D. "Seller" shall mean the Downtown Car Company, L.L.C., whose address is 2875 Summit Ridge Road, Roanoke, VA 24012. E. "Settlement" and/or "Closina" shall mean the consummation of the sale and purchase provided for in this Agreement to occur as provided in Section 1 0 hereof. 1 .::),~:,".: Sl8C1rION 2. PURCHASE.am!IDJ SALlE. The "Seller agrees to selin convey to the Purchasersmd the Purchaser agrees to purchase from the Seller theProperty upon the tennsset forth hereinafter. SECTION 3. PURCHASE PRICE AND PAYMENT. The Purchaser shall pay One Hundred Sixteen Thousand Five Hundred and 00/100 Dollars ($116,500.00) in cash at Settlement, in addition to other closing costs attributable to Purchaser. The Purchaser acknowledges that such proceeds shall come from the following state and federal grants: A. Federal Transit Administration (FT A). B. Virginia Department of Rail and Public Transportation (VDRPT). Seller acknowledges and agrees that the purchase of the Property is subject to the terms and conditions of the above grants and that Seller shall comply with the applicable terms and conditions of such grants. SECTION 4. DEFAUL TITERMINATION. Purchaser shall have the right, until all contingencies set forth in Section 8 below have been satisfied, or upon any default by Seller of any of the terms of this Agreement, to notify Seller of Purchaser's election to terminate this Agreement and neither party shall have any further rights against the other arising out of this Agreement. In the event this Agreement is cancelled by Purchaser due to default of the Seller, the Seller shall pay to Purchaser its costs incurred in connection with this Agreement, if any, between the date this Agreement is signed by the parties and the date this Agreement is cancelled. SECTION 5. REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller represents and warrants to the Purchaser as follows: A. The title to the Property is now, and at Settlement shall be, marketable and good of record and in fact, free and clear of all liens, encumbrances or leases, except those (i) to be removed at or prior to Settlement; and (ii) agreed to prior to Settlement by the parties in writing, which shall be permitted exceptions ("Permitted Exceptions"). Title shall be transferred to the Purchaser free of any mortgages, or other liens of any type, covenants, conditions, and restrictions and will be insurable at standard title insurance company rates by a title company chosen by Purchaser. To the best of the knowledge of Seller, there are no title conditions adversely affecting title and its insurability. The Property is also sold "subject to" such state of facts as an accurate survey of the Property would disclose. However, Purchaser reserves the right to obtain, at Purchaser's expense, a survey of the Property, and Seller agrees to cooperate with any such request. 2 B.?j?;;:The Seller is the fee simple ownetof the Property and hE all neces~ry:auttJQritY to sell the Property. There are no other contradsforsale Olr options involving the Property. There are no leases or other property interests of any1ype affecting the h Property except for the Deed of Trust referred to in Section 8 (C). There are noj,'. eminent domain or condemnation proceedings pending against the Property, and Seller has no knowledge of such proceedings or of any intentions or plans definite or tentative that such proceedings might be instituted. There are no actions or suits in law or equity or proceedings by any governmental agency now or pending or, to the knowledge of Seller, threatened against Seller in connection with the Property. There is no outstanding order, writ, injunction or decree of any court or governmental agency affecting the Property. C. In the event any of the representations, warranties, additional undertakings of Seller in this Agreement and/or other responsibilities of the Seller, as set forth in this Agreement, are not accurate and cannot be or are not ratified or fulfilled prior to Settlement, then the Purchaser shall have the right at its sole option, to take any or none of the following actions: (i) waive the inaccurate, unratified or unfulfilled representation, warranty, additional undertakings and/or responsibility of Seller, and proceed with Settlement hereunder, provided, however, that such waiver shall be in writing, or (ii) terminate this Agreement, whereupon all rights and responsibilities hereunder shall be null and void, and neither party shall have any further obligation hereunder except as otherwise set forth in this Agreement. In the event Purchaser terminates this Agreement due to any condition not being satisfied by Seller, Purchaser shall not owe Seller any costs Seller may have incurred in connection with this Agreement. D. Under penalty of law, Seller is not a "foreign person" as contemplated in Section 1445 of the Internal Revenue Code, as amended. Seller agrees to execute at Settlement an affidavit in the form required by the Internal Revenue Service to exempt Purchaser from any withholding requirements under Section 1445. E. Seller acknowledges that the only encumbrance affecting title to the Property that currently exists is the Deed of Trust described below. Seller acknowledges and agrees that it will not encumber the Property with any additional liens until Settlement or this Agreement is terminated. SECTION 6. REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser represents and warrants to Seller that the Purchaser has the financial ability to purchase the Property. SECTION 7. ADDITIONAL UNDERTAKINGS OF THE PARTIES. A. The Seller shall give to the Purchaser and its designated agents and representatives full access and right of entry to the Property during normal business hours, and during the Study Period as defined below, including the right, at the Purchaser's own risk, cost and expense, to cause its agents or representatives to enter upon the Property for the purpose of making surveys or soil boring, engineering, water, sanitary and storm sewer, utilities, topographic 3 and other similar tests, investigations or studies and to perform such other studies as the Purchaser may desire, provided that the Purchaser, at its expense, restores the Property to its prior condition to the extent of any changes made by its agents or representatives in the event it does not purchase the Property. The Seller shall furnish to the Purchaser during such periods all information concerning the Property, which the Purchaser may reasonably request and which is known to or available to the Seller or in the possession of Seller. B. At Settlement, the Seller agrees to execute, acknowledge and deliver to the Purchaser a General Warranty Deed with English covenants of title ("Deed"), in proper form for recording, conveying the Property to the Purchaser free and clear of all conditions, restrictions, liens, encumbrances, or agreements except for only the Permitted Exceptions under Section 5 (A)(ii). C. The Seller agrees to give possession and occupancy of the Property on the date of Settlement, free and clear of any and all mortgages, liens, leases, and any other encumbrances. D. Seller agrees to deliver the following to the Purchaser at or before Settlement: 1. The fully executed Deed. 2. Any other documents reasonably required by the title insurance company or Purchaser, including but not limited to, a settlement statement and an owner's affidavit. SECTION 8. CONDITIONS PRECEDENT (CONTINGENCIES) TO THE OBLIGATIONS OF PURCHASER TO SETTLE. Notwithstanding anything else in this Agreement, the obligations of the Purchaser to purchase and settle upon the Property pursuant to the provisions of this Agreement shall be subject to all of the following, which shall be conditions precedent: A. The representations and warranties of the Seller set forth in this Agreement shall be true and correct on and as of the Settlement as though such representations and warranties were made on and as of such date. B. Purchaser shall have forty five (45) days from the date of this Agreement ("Studv Period") to complete the studies and other items described in Section 7 and to determine in Purchaser's sole discretion that the condition of the Property is satisfactory for the intended use of Purchaser. In the event that the Purchaser is not so satisfied for any reason whatsoever, at any time prior to the expiration of the Study Period, and Purchaser has advised the Seller in writing of its intention not to proceed to Settlement under the terms of this Agreement, then, in such event, this Agreement shall automatically be deemed to be terminated. 4 C. (i) The parties acknowledge that as of ~he date of this Agreement, a Deed of Trust dated December 15, 2005, granted by Seller to First Citizens Bank and Trust Company ("Bank"), securing a Note in the original amount of $482,800.00, including any accumulated interest, encumbers the Property, in addition to certain other properties owned by Seller designated as Roanoke Tax Map No. 4110701,4110711,4110713,4110801,4110802, 4110803, 4111406, 4111407 and 4111408 ("Additional Properties"). It is explicitly agreed by the parties that Purchaser's obligation to close on the Property is contingent upon Seller satisfying the above obligation to the Bank in full, or otherwise obtaining a release of the Property from the Bank from such deed of trust, prior to the Settlement. (ii) Seller represents that it will order and obtain a completed appraisal of the Additional Properties at Seller's own expense within 30 days of the date this Agreement. If the value of the Additional Properties, not including the value of the Property, exceeds the amount that Seller owes Bank to payoff the Note, Seller will use its best efforts to have the Bank release the Property from the deed of trust. (iii) In the event the Additional Properties appraise for less than the current amount Seller owes Bank on the Note, the parties agree that the purchase price will applied to the remaining balance on the_ Note. If application of the purchase price to the balance on the Note leaves a remaining balance Seller owes on the Note that is insufficient for the Bank to release the Property from the deed of trust, the Purchaser may terminate this Agreement without any further obligation owed to Seller. D. Seller agrees that no personal property or belongings of Seller shall be left on or located on the Property at Settlement. In the event any personal property of Seller remains on the Property at Settlement, Purchaser, at its option, may postpone Settlement until such personal property is removed, remove such personal property and deduct the cost of such removal from the purchase price, or terminate this Agreement, without owing Seller any further obligation. E. Settlement is specifically conditioned on the GRTC Board of Directors approval of this Agreement and the conveyance of the Property free and clear of all liens and Deeds of Trust and the availability of funding to the Purchaser. SECTION 9. FT A REQUIREMENTS. CONDITIONS. AND CERTIFICATIONS. A. SELLER (WHO MAY ALSO BE REFERRED TO AS CONTRACTOR) IS ADVISED AND AGREES THAT NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT, THE FTA TERMS AND PROVISIONS SET FORTH IN EXHIBIT 2, WHICH IS ATTACHED HERETO AND MADE A PART HEREOF, APPLY TO THIS AGREEMENT. FURTHERMORE, THE TERMS AND PROVISIONS THAT ARE DEEMED INCLUDED IN THIS AGREEMENT INCLUDE ANY APPLICABLE STANDARD TERMS AND CONDITIONS REQUIRED BY THE FTA, VDRPT, OTHER FEDERAL AGENCIES, STATE AGENCIES, AND/OR LOCAL ENTITIES, WHETHER OR NOT EXPRESSLY 5 SET FORm IN THE AGREEMENT PROVISIONS. ALL CONTRACTUAL PROVISIONS REQUIRED BY THE FTA, VDRPT, FEDERAL AGENCIES, STATE AGENCIES, AND/OR LOCAL ENTITIES, INVOLVED IN THIS MATTER ARE HEREBY INCORPORATED BY REFERENCE. ANYTHING TO THE CONTRARY NOTWITHSTANDING, ALL FTA, VDRPT, FEDERAL, STATE, AND LOCAL MANDATED TERMS SHALL BE DEEMED TO CONTROL IN THE EVENT OF A CONFLICT WITH OTHER PROVISIONS CONTAINED IN THIS AGREEMENT WITH THE ORDER OF PRECEDENCE BEING IN THAT ORDER UNLESS OTHERWISE REQUIRED BY LAW. THE SELLER SHALL NOT PERFORM ANY ACT, FAIL TO PERFORM ANY ACT, OR REFUSE TO COMPLY WITH ANY REQUEST THAT WOULD CAUSE GRTC TO BE IN VIOLATION OF ANY FEDERAL, STATE, AND/OR LOCAL TERMS AND CONDITIONS THAT MAY BE REQUIRED FOR OR. APPLICABLE TO THIS MATTER. B. Certifications to be completed by Seller (Contractor) The Seller (Contractor) is required to properly execute the Certifications listed below and Seller hereby agrees to properly complete such Certifications: i. Certification Regarding Debarment, Suspension, And Other Responsibility Matters for Expansion Facility. (The form for this Certification is attached as Exhibit 3 to this Agreement and made a part hereof.) II. Certification Regarding Lobbying Pursuant To 49 CFR Part 20 For Expansion Facility. (The form for this Certification is attached as Exhibit 4 to this Agreement and made a part hereof.) SECTION 10. SETTLEMENT. The Settlement shall be held at the offices of the Roanoke City Attorney, located at Room 464, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia, 24011, on a date which is no later than thirty (30) days after the contingencies contained in this Agreement are met or satisfied in their entirety, or at an earlier date at the option of Purchaser. Time is of the essence in this Agreement. SECTION 11. TENDER OF SETTLEMENT. The delivery to the Seller by the Purchaser of the Purchase Price, and by Seller to the Purchaser of the properly executed General Warranty Deed together with all other documents and instruments required to be delivered by either party to the other by the terms of this Agreement shall be deemed to be a good and sufficient tender of performance of the terms hereof. SECTION 12. SETTLEMENT OBLIGATIONS OF THE PARTIES. The cost of title examination and recording taxes payable in connection with the recording of the Deed shall be paid by Purchaser. Other settlement costs shall be 6 charged as is customary in Virginia. Each party shall pay feesqcharged to them and as agreed upon by them with their attorney. Utilities will be prorated as of Settlement. SECTION 13. RISK OF LOSS AND CONDEMNATION. Risk of loss shall be born by Seller prior to Settlement. However, in the event of any damage to the Property prior to Settlement, the Purchaser shall have the option to terminate this Agreement, postpone closing, or to close as required hereunder without diminution in the Purchase Price and with the assignment from the Seller to the Purchaser of all of Seller's interest in payments and/or rights, actions, and claims for damages to the Property. SECTION 14. GOVERNING LAW. Notwithstanding the place where this Agreement may be executed by any of the parties hereto, the parties expressly agree that all terms and provisions hereof shall only be construed and enforced in accordance with the laws of the Commonwealth of Virginia as now adopted or as may be hereafter amended only in a court of competent jurisdiction located in the City of Roanoke, Virginia. SECTION 15. SURVIVAL. The representations, warranties, covenants, and agreements set forth in this Agreement shall survive the Settlement under this Agreement and shall not be merged in the execution and delivery of the Deed. SECTioN 16. ASSIGNMENT. The parties agree that this Agreement may not be assigned by Seller without the prior written approval of Purchaser. SECTION 17. AUTHORITY TO SIGN. The individuals that have signed this Agreement below represent that they have the authority to enter into this Agreement on behalf of the entities they represent. SECTION 18. ENTIRE AGREEMENT. The Recitals, Exhibits and documents in or referred to in this Agreement are hereby incorporated into this Agreement. No change or modification of this Agreement shall be valid unless the same is in writing and signed by the parties hereto. No waiver of any of the provisions of this Agreement or other agreements referred to herein shall be valid unless in writing and signed by the party against whom it is sought to be enforced. This Agreement contains the entire agreement between the parties relating to the purchase and sale of the Property, and all prior negotiations between the parties are merged in this Agreement, and there are no promises, agreements, conditions, undertakings, warranties, or representations, oral or written, expressed or implied, between them other than as herein set forth. 7 .:-'"'::"'!I~~' . """':' ... " '.~i ~ IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their authorized representatives this _ day of ,2010. SELLER: DOWNTOWN CAR COMPANY, L.L.C., a Virginia limited liability company. By (SEAL) Printed Name: Title: Commonwealth of Virginia City/County of Subscribed and sworn before me this _ day of , 2010, by , the , of , Downtown Car Company, L.L.C., a Virginia limited liability company, for and on behalf of such company. (Seal) Notary Public Registration No. My Commission Expires: 8 PURCHASER: GREATER ROANOKE TRANSIT COMPANY By (SEAL) Printed Name: Title: Commonwealth of Virginia City/County of Subscribed and sworn before me this _ day of , 2010, by , the of Greater Roa"noke Transit Company, for and on behalf of such company. (Seal) Notary Public Registration No. My Commission Expires: 9 ..yt;~. DRAFT - 10118110 EXHIBIT 1 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.L.C. PROPERTY TO BE SOLD FROM SELLER TO PURCHASER City of Roanoke Tax Map Nos. 4110601, 4110602,4110603,4110604,4110605, 4110608,4110609,4110610 and 411Q611 BEING Lots 1 through 10, inclusive, Block 12; all according to the Map of EAST SIDE ADDITION, which map is recorded in Deed Book 209, page 211, in the Clerk's Office of the Circuit Court of the City of Roanoke, Virginia, and bearing Official Tax Nos. 4110601,4110602,4110603,4110604,4110605, 4110608, 4110609, 41106010, and 41106011, respectively, (hereinafter referred to as the "Property); and BEING part of the same property conveyed to the Seller from John P. Whittle, et als, by deed dated April 10, 2003, of record in the Clerk's Office of the Circuit Court of the City of Roanoke, Virginia, as Instrument No. 030007359, recorded on April 28, 2003. DRAFT - 10/18/10 EXHIBIT 2 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.L.C. Federal Required, Model Clauses and Certifications for the Expansion Facility No Obligation by the Federal Government. (1) The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Govemment is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract (2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. Program Fraud and False or Fraudulent Statements or Related Acts. (1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. ~ 3801 et~. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its actions pertaining to this Project Upon execution of the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate. (2) The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. ~ 5307, the, Government reserves the right to impose the penalties of 18 U.S.C. ~ 1001 and 49 U.S.C. ~ 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate. (3) The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. Access to Records and Reports 1. Where the Purchaser is not a State but a local government and is the FT A Recipient or a subgrantee of the FTA Recipient in accordance with 49 C.F.R. 18.36(i), the Contractor agrees to provide the Purchaser, the FTA Administrator, the Comptroller General of the United States or any of their authorized representatives access to any books, documents, papers and records of the Contractor 1 which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. Contractor also agrees, pursuant to 49 C.F.R 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Contractor access to Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. 2. Where the Purchaser is a State and is the FTA Recipient or a subgrantee of the FTA Recipient in accordance with 49 C.FR 633.17, Contractor agrees to provide the Purchaser, the FTA Administrator or his authorized representatives, including any PMO Contractor, access to the Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. By definition, a major capital project excludes contracts of less than the simplified acquisition threshold currently set at $100,000. 3. Where the Purchaser enters into a negotiated contract for other than a small purchase or under the simplified acquisition threshold and is an institution of higher education, a hospital or other non-profit organization and is the FT A Recipient or a subgrantee of the FT A Recipient in accordance with 49 CFR 19.48, Contractor agrees to provide the Purchaser, FTA Administrator, the Comptroller General of the United States or any of their duly authorized representatives with access to any books, documents, papers and record of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. 4. Where any Purchaser which is the FTA Recipient or a subgrantee of the FTA Recipient in accordance with 49 U.S.C. 5325(a) enters into a contract for a capital project or improvement (defined at 49 U.S.C. 5302(a)1) through other than competitive bidding, the Contractor shall make available records related to the contract to the Purchaser, the Secretary of Transportation and the Comptroller General or any authorized officer or employee of any of them for the purposes of conducting an audit and inspection. 5. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. 6. The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than three years after the date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Contractor agrees to maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 CFR 18.39(i)(11). 7. FT A does not require the inclusion of these requirements in subcontracts. Federal Changes Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract. Termination a. Termination for Convenience (General Provision) The (Recipient) may terminate this contract, in whole or in part, at any time by written notice to the Contractor when it is in the Government's best interest. The Contractor shall be paid its costs, including contract close-out costs, and profit on work performed up to the time of termination. The Contractor shall promptly submit its termination claim to (Recipient) 2 to be paid the Contractor. If the Contractor has any property in its possession belonging to the (Recipient), the Contractor will account for the same, and dispose of it in the manner the (Recipient) directs. b. Termination for Default (Construction) If the Contractor refuses or fails to prosecute the work or any separable part, with the diligence that will insure its completion within the time specified in this contract or any extension or fails to complete the work within this time, or if the Contractor fails to comply with any other provisions of this contract, the (Recipient) may terminate this contract for default. The (Recipient) shall terminate by delivering to the Contractor a Notice of Termination specifying the nature of the default. In this event, the Recipient may take over the work and compete it by contract or otherwise, and may take possession of and use any materials, appliances, and plant on the work site necessary for completing the work. The Contractor and its sureties shall be liable for any damage to the Recipient resulting from the Contractor's refusal or failure to complete the work within specified time, whether or not the Contractor's right to proceed with the work is terminated. This liability includes any increased costs incurred by the Recipient in completing the work. The Contractor's right to proceed shall not be terminated nor the Contractor charged with damages under this clause if- 1. The delay in completing the work arises from unforeseeable causes beyond the control and without the fault or negligence of the Contractor. Examples of such causes include: acts of God, acts of the Recipient, acts of another Contractor in the performance of a contract with the Recipient, epidemics, quarantine restrictions, strikes, freight embargoes; and 2. The contractor, within [10] days from the beginning of any delay, notifies the (Recipient) in writing of the causes of delay. If in the judgment of the (Recipient), the delay is excusable, the time for completing the work shall be extended. The judgment of the (Recipient) shall be final and conclusive on the parties, but subject to appeal under the Disputes clauses. If, after termination of the Contractor's right to proceed, it is determined that the Contractor was not in default, or that the delay was excusable, the rights and obligations of the parties will be the same as if the termination had been issued for the convenience of the Recipient. c. Opportunity to Cure (General Provision) The (Recipient) in its sole discretion may, in the case of a termination for breach or default, allow the Contractor [an appropriately short period of time] in which to cure the defect. In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions. " 0' If Contractor fails to remedy to (Recipient)'s satisfaction the breach or default of any of the terms, covenants, or conditions of this Contract within [ten (10) days] after receipt by Contractor of written notice from (Recipient) setting forth the nature of said breach or default, (Recipient) shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude (Recipient) from also pursuing all available remedies against Contractor and its sureties for said breach or default. d. Waiver of Remedies for any Breach In the event that (Recipient) elects to waive its remedies for any breach by Contractor of any covenant, term or condition of this Contract, such waiver by (Recipient) shall not limit (Recipient)'s remedies for any succeeding breach of that or of any other term, covenant, or condition of this Contract. Civil Rights Requirements: (1) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.s.C. ~ 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. ~ 6102, section 202 of the 3 Americans with Disabilities:'Act of 1990, 42 U.S.C. ~ 12132, and Federal transit law at 49 U.S.C. ~ 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of face, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (2) EQual Emolovment Oooortunitv - The following equal employment opportunity requirements apply to the underlying contract: (a) Race, Color. Creed. National Oriain. Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. ~ 2000e, and Federal transit laws at 49 U.S.C. ~ 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R Parts 60 et ~., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. ~ 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (b) Age - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. 9 9 623 and Federal transit law at 49 U.S.C. 9 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. 9 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (3) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. Disadvantaged Business Enterprises (DBE) The contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as GRTC deems appropriate. This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The 4 national goal for participationofOisadvantaQed Business Enterprises (DBE) is 10%. A separate contract goal has not been established for this,procurement If a specific DBE goal is assigned to this contract, and if the contractor is found to have failed to exert sufficient, reasonable, and good faith efforts to involve DBE's in the work provided, Purchaser may declare the Contractor noncompliant and in breach of contract If a goal ~ not stated, it will be understood that no specific goal is assigned to this contract Incorporation of Federal Transit Administration (FTA) Terms The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1 E, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any (name of grantee) requests which would cause (name of grantee) to be in violation of the FTA terms and conditions. Suspension and Debarment This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the contractor is required to verify that none of the contractor, its principals, as defined at 49 CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and 29.945. The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by Greater Roanoke Transit Company. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to Greater Roanoke Transit Company, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. Buy America The contractor agrees to comply with 49 U.S.C. 53230) and 49 C.F.R. Part 661, which provide that Federal funds may not be obligated unless steel, iron, and manufactured products used in FTA-funded projects are produced in the United States, unless a waiver has been granted by FT A or the product is subject to a general waiver. General waivers are listed in 49 C.F.R 661.7. A bidder or offeror must submit to the GRTC the appropriate Buy America certification (Bid Attachment F- Steel or Manufactured Products) with any bids on FTA-funded contracts, except those subject to a general waiver. Bids or offers that are not accompanied by a completed Buy America certification must be rejected as nonresponsive. This requirement does not apply to lower tier subcontractors. Resolution of Disputes, Breaches, or Other Litigation Disputes - Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of (Recipient)'s [title of employee]. This decision shall be final and conclusive unless within [ten (10)) days from the date of receipt of its copy, the Contractor mails or otherwise furnishes a written appeal to the [title of employee]. In connection with any such appeal, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its 5 position. The decision of the [title of employee] shall be binding upon the Contractor and the Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by (Recipient), Contractor shall continue performance under this Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages there for shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the (Recipient) and the Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which the (Recipient) is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available there under shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the (Recipient), (Architect) or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach there under, except as may be specifically agreed in writing. Lobbying Contractors who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying," included herein as Bid Attachment 1.3. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non- Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the GRTC. Clean Air (1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. ~~ 7401 et~. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA Clean Water (1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et~. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA 6 Energy Conservation The contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act Recycled Products The contractor agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. Access Requirements for Persons with Disabilities (ADA) The Contractor agrees to comply with the requirements of 49 U.S.C ~ 53Q1 (d) whictl express the Federal policy that the elderly and persons with disabilities have the same right as other persons to use mass transportation service and facilities, and those special efforts shall be made in planning and designing those services and facilities to implement those policies. The Contractor also agrees to comply with all applicable requirements of section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. ~ 794, which prohibits discrimination on the basis of handicaps, and with the Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. ~~ 12101 et seq., which requires the provision of accessible facilities and services, and with the following Federal regulations, including and amendments thereto: U.S. DOT regulations, "Transportation Services for Individuals with Disabilities (ADA), "49 C.FR Part 37; U.S. DOT regulations, "Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving of Benefiting from Federal Financial Assistance, "49 C.FR Part 27; 1) Joint U.S. Architectural and Transportation Barriers Compliance Board! U.S. DOT regulations, "Americans With Disabilities (ADA) Accessibility Specifications for Transportation Vehicles,"36 C.FR Part 1192 and 49 C.FR Part 38; 2) U.S. DOJ regulations, "Nondiscrimination on the Basis of Disability in State and Local Government Services, "28 C.FR Part 35; 3) U.S. DOJ regulations, "Nondiscrimination on the Basis of Disability by Public Accommodations and in Commercial Facilities, '28 C.FR Part 36; 4) U.S. GSA regulations, "Accommodations for the Physically Handicapped, "41 C.FR Subpart 101-19: 5) U.S. Equal Employment Opportunity Commission, "Regulations to Implemented the Equal Employment Provisions of the Americans with Disabilities Act, "29 C.F.R Part 1630; 6) U.S. Federal Communications Commission regulations, "Telecommunications Relay Services and Related Customer Premises Equipment for the Hearing and Speech Disabled, "47 C.F.R. Part 64, Subpart F; and 7) FTA regulations, "Transportation for Elderly and Handicapped Persons, "49 C.FR Part 609; and 8) Any implementing requirements FTA may issue. 7 8 DRAFT - 10/18/10 EXHIBIT 3 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.l.C. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBiliTY MATTERS FOR EXPANSION FACiliTY This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the contractor is required to verify that none of the contractor, its principals, as defined at 49 CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and 29.945. The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by the Greater Roanoke Transit Company. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to the Greater Roanoke Transit Company, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. The prospective participant certifies to the best of its knowledge and belief that it and the principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three year period preceding this proposal been convicted of or had a civil judgment rendered against them or commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction: violation of Federal or State antitrust statute or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property: (c) Are not presently indicted for or otherwise criminally or civilly charged by a government entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State, or local) terminated for cause or default I understand that a false statement on this certification may be grounds for rejection of this proposal or termination of the award. In addition, under 18 USC Sec. 1001, a false statement may result in a fine of up to $10,000 or imprisonment for up to 5 years, or both. Typed Name & Title of Authorized Representative Signature of Authorized Representative Date o I am unable to certify to the above statements. My explanation is attached. Page 1 of 1 DRAFT - 10-18-10 EXHIBIT 4 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.L.C. CERTIFICATION REGARDING LOBBYING PURSUANT TO 49 CFR PART 20 FOR EXPANSION FACILITY The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form--LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions [as amended by "Government wide Guidance for New Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96). Note: Language in paragraph (2) herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of 1995 (P.L. 104-65, to be codified at 2 U.S.C. 1601, et seq.)] (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. ~ 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. [Note: Pursuant to 31 U.S.C. ~ 1352(c)(1)-(2)(A), any person who makes a prohibited expenditure or fails to file or amend a required certification or disclosure form shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such expenditure or failure.] The Contractor, , certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. A 3801, et seq., apply to this certification and disclosure, if any. Signature of Contractor's Authorized Official Name and Title of Contractor's Authorized Official Date Page 1 of 1 Lt. <!t . -:s ~ , i.... _ ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: , Subject: Board of Directors Meeting Schedule for Remainder of Fiscal Year 2011 Backoround As recorded in the minutes of the July 19, 2010, meeting of the Greater Roanoke Transit Company (GRTC) Board of Directors, the Board President proposed that the GRTC Board consider meeting monthly on the third Monday of August, September, and October, 2010, at 1 :00 p.m. in the Emergency Operations Center (EOC) Conference Room. Director Jamison moved that the Board concur in the President's proposal to meet monthly on the third Monday at 1 :00 p.m., in the EOC Conference Room as follows: August 16, September 20, and October 18, and discuss a meeting schedule for the remainder of the appointment year during the October 18 meeting. The motion was seconded by Director Hall and adopted. Recommendation for Discussion and Approval Pursuant to the minutes of the GRTC Board of Directors' July 19, 2010, meeting, the following meeting schedule is recommended by GRTC Staff for the Board's discussion, modification, and approval. Except for the Tuesday, January 18, 2011, meeting, all meetings are set for 1 :00 p.m. on the date indicated in the EOC Conference Room, located on the First Floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia. For the Tuesday, January 18, 2011, meeting, GRTC staff is recommending a formal meeting and orientation workshop between 9:00 a.m. and 12:00 Noon at the GRTC's Administrative Office, located at 1108 Campbell Avenue, S.E., Roanoke, Virginia. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com I-I. ~ .\f. '. ~A..' ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers. President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Revision of GRTC Daily One Way Proposed Revised Student Fare-For Board Discussion Backaround In its June 21, 2010 meeting, the Greater Roanoke Transit Company (GRTC) Board of Directors approved a $0.75 student fare per one way trip for Roanoke City Public School (RCPS) students, grades 6 through 12, replacing the free fare policy instituted in June 2007. The $0.75 student fare requiring an accompanying student identification card went into effect July 1, 2010. The fare is half the established GRTC base fare of $1.50 per one way trip. There is no monthly or weekly pass for the $0.75 student fare. In its September 20, 2010 meeting the Board was advised of Roanoke Catholic School's (RCS) interest in the opportunity to avail themselves of the same fare and that their participation would have a neutral impact on GRTC's fare box revenues. RCS felt that GRTC stood to gain from RCS' participation. The Board was further advised that staff would survey other private schools within Valley Metro's service area to gauge the level of current use, the potential new riders given the prospect of a reduced student fare of $0.75, and the impact on GRTC's fare box revenues. Of the three private schools within Valley Metro's service area, Community High School (CHS), Parkway Christian Academy (PCA), and the Home Education Association of Virginia (based in Richmond), only the first two responded. Neither the CHS nor PCA have students who currently use Valley Metro's service. CHS anticipates that approximately 12 students would use the service daily, if the fare were $0.75; PCA anticipates three per day. RCS has approximately 20 students currently using Valley Metro's service paying the $1.50 full fare; they anticipate that an additional 20 students would frequent the service if the fare were $0.75, equating to a neutral impact on GRTC's revenues; fifteen students from the Community School and the Academy combined will start using the service if the fare is $0.75 per one way trip. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032.. Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com 4. q. r:- c. ~ ", Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Bus Shelter Update-Sears and Wal-Mart at Valley View Mall Backoround The Greater Roanoke Transit Company (GRTC) has a contract with Woodard-West-Parks, Ltd. (Contractor) to install bus stop shelters, including site preparation and the construction of concrete base pads to support the shelter. For installing a large shelter (14' x 9'6" x 4'9") requiring removal of existing material and installing a concrete base pad on asphalt, the cost is $4,950 per shelter; a concrete base pad on soil the cost is $3,945 per shelter. Under the contract with the shelter manufacturer, E.F. Couvrette Company, Inc., GRTC pays $9,450 for a large shelter. The Contractor has advised GRTC that two sites, the Wal-Mart store at Valley View Mall and th~ site near the Belk's/Sears entrance at the Mall, will require design work, excavation, and other site preparations, and more cubic feet of concrete and other materials than was anticipated in the bid quote for the contract to install a single shelter. For the Belk's/Sears entrance site to the Mall, GRTC has a License Agreement, executed in November 2008 with Valley View Mall, LLC, allowing GRTC to construct and maintain a bus stop shelter. GRTC does not have any agreement with the owners of the Wal-Mart site to allow the construction of a bus stop shelter at that site. The anticipated total cost for a bus stop shelter at the Wal-Mart site was $26,790, consisting of the price of two base pads on soil at $3,945 each and two large shelters at $9,450 each. The anticipated total cost for the site near the Belk's/Sears Mall entrance was $14,400, consisting of the price of one large shelter and one concrete base pad, $9,450 and $4,950, respectively. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:S40.982.2703 · www.valleymetro.com . David A. Bowers, President, and Members of the Board of Directors · October 18, 2010 Page 2 The Contractor's price for the Wal-Mart site is now $54,875, plus the cost of two large shelters for a total cost of $73,775. The net change order increase in cost for this work will be an additional $46,985, a 175% increase. The price for the site near the Belk's/Sears entrance to the Mall is now $12,375, plus the cost of one large shelter, for a total cost of $21,825. The net change order increase in cost for this work will be an additional $7,425, a 51.5% increase. GRTC has adequate funding in its current approved grants to cover the net increase in change order costs for both sites. Next Steps GRTC staff recommends that the following steps be taken before executing any change orders for the Wal-Mart store site at Valley View Mall and the site near the Belk's/Sears entrance to the Mall, and the following tasks and issues be addressed. Once all matters have been resolved GRTC staff will advise the Board of the same with a recommendation on how to proceed. Issues to be Considered 1. Ascertain right of way ownership of the Wal-Mart site. Determine such owners' long term plans and commitment to maintain a Wal-Mart retail store at the location. Attempt to negotiate a license agreement with the owners that is acceptable to GRTC for the right to occupy and construct a bus shelter on the site; 2. Develop design and construction plans for review and approval by the Wal-Mart site owners; 3. Obtain approval from Valley View Mall, LLC for the revised design and construction plans for the site near the Belk's/Sears entrance to the Mall. Also, attempt to revise the License Agreement to modify the current cancellation provisions; 4. Confirm that construction permits can be obtained from the proper authorities for both sites; 5. In the event GRTC may have to vacate either or both sites at its expense and due to the unusual magnitude of the design and construction requirements of both sites, ascertain the estimated cost to restore the sites to their original condition. 6. Given the substantial net increase in the change order costs of 175% for the Wal-Mart site and 51.5% for the site near the Belk's/Sears entrance to the Mall, determine if the current Contractor can perform the work on each site or does each site have to be rebid as two jobs separate and apart from the other sites addressed in the current contract with Waadard-West-Parks. .. Oavid A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 3 itted, Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor '. 4A.~, "'('/ ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Amend June 18,2001, Authorization to Negotiate and Execute Contracts, Leases, and Other Documents Backaround On June 18, 2001, the Greater Roanoke Transit Company (GRTC) approved a Resolution, effective July 1, 2001, authorizing GRTC's President, Vice President of Operations, 'and the General Manager to negotiate and execute contracts, leases, and other documents that will bind GRTC in an amount not to exceed $300,000, provided such documents are signed by at least two of the three aforementioned officials; that a summary of planned actions germane to the document(s) be submitted to the GRTC Board of Directors for their review and consideration five (5) business days prior to executing the documents; and that all such documents are to be approved as to form by GRTC's General Counsel. The Resolution may be amended, modified, canceled, or rescinded at any time by the Board. The Resolution's supporting rationale detailed in the General Manager's June 18, 2001, report to the Board points out the need "to conduct everyday business will from time to time require that certain contracts, lease agreements and other necessary documents be executed and binding on behalf of GRTC." Due to the American Recovery and Reinvestment Act of 2009 (ARRA) and other grant requirements, GRTC's everyday business requiring binding documents has accelerated over the last fiscal year. Recommended Action GRTC staff recommends an amendment to the current Authorization Resolution for the Board's consideration and action, at a future Board meeting, as set forth below. As a means to reduce the volume and burden of reviewing summaries of planned contractual transactions with dollar amounts of $300,000 or less and to aid in expediting the implementation of projects associated with the contractual transactions, amend the current Greater Roanake Transit Company PO Box ~3247 · Roanoke,-Virginia24032 · Phone: S40.982.0305 · Fax:S40.982.2703 · www.valleymetro.com '. '...' David A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 2 policy to expressly exclude all operating expenses, regardless of amount, that are approved as part of GRTC's annual budget, that the levels of authorization described below be required for capital projects only; and provide that operating expenses not included in GRTC's previously approved annual budget, regardless of amount, will be subject to GRTC Board notification and/or expressed approval. GRTC staff recommends that the Vice President of Operations and the General Manager each be authorized to individually negotiate, award, and execute contracts, leases, and other documents (hereafter documents) that will bind GRTC, in an amount up to and including $50,000, without having to submit a summary of planned actions germane to the document(s) to the GRTC Board for their review and consideration five (5) business days prior to executing the documents. GRTC staff recommends that GRTC's President, Vice President of Operations, and the General Manager be authorized to negotiate, award, and execute documents that will bind GRTC in an amount greater than $50,000 up to and including $100,000, without having to submit a summary of planned actions germane to the document(s) to the GRTC Board for their review and consideration five (5) business days prior to executing the documents, provided such documents are signed by at least two of the three aforementioned officers. GRTC staff recommends that GRTC's President, Vice President of Operations, and the General Manager be authorized to negotiate and execute documents that will bind GRTC in an amount greater than $100,000 and up to and including $300,000, provided that a summary of planned actions germane to the documents is submitted to the GRTC Board for their review and consideration five (5) business days prior to executing the documents and such documents are signed by at least two of the three aforementioned officials; Documents involving amounts greater than $300,000 will be submitted to the GRTC Board for direct action by the Board. As a prerequisite to purchasing or leasing real estate, goods, and services, regardless of dollar value, resulting in the documents described herein, GRTC staff will comply with GRTC's procurement policies and all federal, state, and local, regulations and laws governing said policies. Further, all such documents regardless of dollar value will be subject to approval as to form by GRTC's General Counsel. If the Board agrees with the above recommendations, GRTC staff will prepare a revised Resolution for the Board's consideration at a future meeting, or staff will proceed as the Board may otherwise direct. .. . David A. Bowers, President, and Members of the Board of Directors October 18, 2010 Page 3 c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor R:??D: Carl L. Palmer General Manager ;j{ii:'. '. -.l'::~'.';;i:;;;:I/. lI.t{.l. ~~",",i". ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Free Ride Try Transit Promotion Backaround In an ongoing effort to increase Valley Metro ridership, the Greater Roanoke Transit Company (GRTC) staff proposes to offer free rides all day on November 26,2010, the Friday following Thanksgiving. This being one of, if not, the biggest shopping and recreational days of the year, it will afford Valley Metro's service community an opportunity to "Try Transit" for the first time, with the hope convincing some that Valley Metro is a viable transportation alternative. The loss revenue impact on GRTC will be approximately $3,800 for the day, a modest investment in the potential of generating new riders for our future. Recommendation Recommend motion to approve, itted, Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipat-Auditor Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS October 18, 2010 Carl L. Palmer General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a resolution authorizing the Greater Roanoke Transit Company Vice President of Operations and/or the GRTC General Manager to execute an agreement for purchase and sale of real property; and authorizing the GRTC Vice President of Operations and/or the GRTC General Manager to execute such further documents and take such further actions as may be necessary to accomplish the purchase of such property. The abovereferenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Monday, October 18, 2010. Sincerely, ~~ /d;. tnoUvV Stephanie M. Moon ~ Secretary Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC L\CLERK\DA T A \CKSMl \GR TC.1 O\August 19, 2010 correspondence.doc ." p~( BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING THE GREATER ROANOKE TRANSIT COMPANY (GRTC) VICE PRESIDENT OF OPERATIONS AND/OR THE GRTC GENERAL MANAGER TO EXECUTE AN AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY; \ AND AUTHORIZING THE GRTC VICE PRESIDENT OF " OPERATIONS AND/OR THE GRTC GENERAL MANAGER TO EXECUTE SUCH FURTHER DOCUMENTS AND TAKE SUCH FURTHER ACTIONS AS MAY BE NECESSARY TO ACCOMPLISH THE PURCHASE OF SUCH PROPERTY. WHEREAS, the GRTC General Manager has advised the Board of a need to expand GRTC's current administrative and maintenance facility located at 1108 Campbell Avenue, S.E., Roanoke, Virginia; WHEREAS, GRTC staff has negotiated an Agreement for Pur~hase and Sale of Real Property for the acquisition from Downtown Car Company, L.L.C., of nine small parcels which are located across the street from GRTC's current administrative and maintenance facility for a purchase price of$116,500.00, subject to the Board's approval; and WHEREAS, GRTC staff recommends that the Board approve the Agreement referred to above so that GRTC will be able to design and construct an auxiliary maintenance facility across the street, all as further set forth in the General Manager's report dated October 18, 2010, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. The Board hereby authorizes the GRTC Vice President of Operations and/or the GRTC General Manager to execute an Agreement for Purchase and Sale of Real Property with Downtown Car Company, L.L.c., that is substantially similar to the one attached to the General 1 f. ..... Manager's report dated October 18, 2010, to this Board, and in a form approved by GRTC's General Counsel. 2. The Board further authorizes the GRTC Vice President of Operations and/or the GRTC General Manager to execute such further documents and take such further actions as may be necessary to accomplish the purchase of the property referred to above, including the execution of any other documents needed to complete the purchase of the property, with the form of any such documents to be approved by GRTC's General Counsel. 3. The GRTC Vice President of Operations and/or GRTC General Manager are each authorized to implement, administer, and enforce the above mentioned Agreement and any subsequent documents related to the purchase of the above mentioned property. ATTEST: Date:C9dG~/~. MIl) , 2 f. ~. P: ~ Greater Roanoke Transit Company Board of Directors Meeting October 18, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Facility Expansion-Property Purchase From Downtown Car Company, L.L.C. Backaround Greater Roanoke Transit Company's (GRTC) current administrative and maintenance facility was built to accommodate parking and maintaining thirty.eight (38) buses. Currently, the facility accommodates parking and maintenance for fifty-eight (58) vehicles, including GRTC's four (4) Star Line Trolleys, five (5) Smart Way buses, and eleven (11) service vehicles.. In order to maintain and improve a safe maintenance environment, GRTC is planning to design and construct an auxiliary maintenance facility. Toward that end, GRTC has negotiated the purchase of nine (9) contiguous parcels of real estate equating to seven tenths (.7) of an acre, located on Campbell Avenue, S.E., between 11th and 12th Streets, directly across the street from GRTC's current administrative and maintenance facility. In accordance with Federal Transit Administration (FT A) regulations, a Phase I Environmental Site Assessment (ESA) was completed in April 2008. Subsequent to its completion, FTA granted GRTC a categorical exclusion on the property in February 2009, requiring no remediation. Also, in compliance with FTA regulations, the property was appraised at $67,000 in March 2009. An update of the appraisal was completed on August 12, 2010; the prior appraised value of $67,000 was upheld. An update of the ESA has been requestec;i from the consultant who conducted the original assessment, F&R Environmental Consultants. The ESA update is expected to be completed by October 29, 2010. 'In preparation for transfer of title, a survey has been ordered. The property will be surveyed as a single parcel. The survey is expected to be completed by October 29, 2010. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com David A. Bowers, Presidem, and Members ofthe'lBoiJrd of Directors October 18,2010 Page 2 .,;.. GRTC has offered $116,500 for the property,.sulbjed 1D1!I1e Board's approval. The property owner, Downtown Car Company, LLC., is -agreeable'to the offer. A Purchase Agreement drafted by GRTC's attorney has been reviewed and approved by the owner. The agreed on price is based on the following: a. Five other properties in the vicinity of the subject property were evaluated and either because of asking price, relocation costs, and/or inadequate size for GRTC's purposes they were eliminated from consideration; b. GRTC's initial offer for the subject property was for the appraised value of $67,000; the owner made a counter offer of $150,000; GRTC countered with $117,000; the parties then agreed on $120,000, subject to FTA and GRTC Board approval; c. FT A's review and approval is predicated on the purchase price being no more than $50,000 above the appraised value. In order to expedite the purchasing approval process, the owner agreed to the final agreed on purchase price of $116,500, subject to GRTC Board approval. ' d. Note: while the agreed on purchase price is below FTA's threshold for review and approval, FTA will still participate in the funding of the purchase. FT A and the Department of Rail and Public Transportation (DRPT) grants will cover 80% and 20%, respectively, of the purchase price; no local funds will be required for the purchase price. The cost of the survey, $ 625.00, will also be covered by FTA and DRPT. However, the cost of the ESA update, $1,900, will be the responsibility of GRTC. GRTC has funds available to cover the cost of the ESA update. A copy of a draft of the proposed Agreement for Purchase and Sale of Real Property between GRTC and Downtown Car Company, L.L.C., is attached to this report for the Board's review. Some of the more pertinent contract obligations are outlined below: a. The purchase price for the nine lots is $116,500.00; b. The Seller (Downtown Car Company, L.L.C.) must transfer the property to GRTC free ~nd clear of any and all mortgages, liens, leases, and any other encumbrances; c. The Seller currently has a deed of trust with a bank securing a note that covers the nine lots in question along with other property that the Seller owns. The Agreement specifically requires that the Seller satisfy the above obligation to the bank in full or otherwise obtain a release of the nine lots being purchased by GRTC from such deed of trust prior to settlement so that the property can be transferred to GRTC free of the deed of trust; d. The Seller will obtain a completed appraisal of the Seller's additional properties at the Seller's expense in an effort to have the bank release the deed of trust on the property Davud] A;'~rs, President, and Members of the Board of Directors October 18,2010 Page 3 ,~;~, j;! GR"irC~lIbe purchasins. 1f1tlis cannot be done, GRTC, as Purct1aser, may terminate ,--.' the Agveement withOOlt cmy further obligation to the Seller e. GRTC will obtain a survey of the property in question since a survey is required by the FT A, but it will be surveyed as one parcel instead of nine so that the various parcels can be later consolidated into one parcel and one tax number. Recommend Action Authorize the GRTC Vice President of Operations and/or the GRTC General Manager to execute an Agreement for Purchase and Sale of Real Prope~y that is substantially similar to the one attached to this report to the Board, in a form approved by GRTC's General Counsel. Authorize the GRTC Vice President of Operations and/or the GRTC General Manager to execute such further documents and take such further actions as may be necessary to accomplish the above matter, including the execution of any other documents needed to complete the purchase of the property described above, with the form of any such documents to be approved as to form by GRTC's General Counsel. itted, UAI c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor Attachment DRAFT - 10/18/10 AGREEMENT FOR PURCHASE AND SALE OF REAL PROPERTY This Agreement for Purchase and Sale of Real Property ("Agreement" or "Contract") is made this day of , 2010, by and between DOWNTOWN CAR COMPANY, L.L.C., a Virginia limited liability company ("Seller" or "Contractor") and GREATER ROANOKE TRANSIT COMPANY ("Purchaser"), WITNESSETH: WHEREAS, Seller is the owner in fee simple of certain real property and improvements thereon located in the City of Roanoke, Virginia, described on the attached Exhibit 1 (the "Property"); and WHEREAS, Seller is desirous of selling the Property and Purchaser is desirous of purchasing the Property to be used by Purchaser in the expansion of Purchaser's business operations. NOW, THEREFORE, FOR AND IN CONSIDERATION of the amount of ONE HUNDRED SIXTEEN THOUSAND FIVE HUNDRED AND NO DOLLARS ($116,500.00) to be paid by Purchaser to Seller, and the mutual promises hereafter set forth and other good and valuable consideration, the sufficiency of which is hereby acknowledged, the parties hereto, intending to be fully and legally bound, hereby agree as follows: SECTION 1. DEFINITIONS. As used in this Agreement unless the context otherwise requires or it is otherwise herein expressly provided, the following terms shall have the following meanings: A. "Property" shall mean the parcels of land designated as Roanoke City Tax Map Nos. 4110601, 4110602, 4110603, 4110604, 4110605, 4110608, 4110609, 4110610 and 4110611, as the same is further described in Exhibit 1, ("Property") which is attached hereto and incorporated herein. B. "Purchaser" shall mean the Greater Roanoke Transit Company ("GRTC"), whose address is 1108 Campbell Avenue, S.E., Roanoke, Virginia, 24013. C. "Purchase Price" shall mean $116,500.00. D. "Seller" shall mean the Downtown Car Company, L.L.C., whose address is 2875 Summit Ridge Road, Roanoke, VA 24012. E. "Settlement" and/or "Closin~t shall mean the consummation of the sale and purchase provided for in this Agreement to occur as provided in Section 1 0 hereof. 1 .::',f,~:r.._ Sm:IrION 2. PURCHASEamm SALE. The 'Seller agrees to selin convey to the Purchaser and the Purchaser agrees to purchase from the Seller the Property upon the terms set forth hereinafter. SECTION 3. PURCHASE PRICE AND PAYMENT. The Purchaser shall pay One Hundred Sixteen Thousand Five Hundred and 00/100 Dollars ($116,500.00) in cash at Settlement, in addition to other closing costs attributable to Purchaser. The Purchaser acknowledges that such proceeds shall come from the following state and federal grants: A. Federal Transit Administration (FTA). B. Virginia Department of Rail and Public Transportation (VDRPT). Seller acknowledges and agrees that the purchase of the Property is subject to the terms and conditions of the above grants and that Seller shall comply with the applicable terms and conditions of such grants. SECTION 4. DEFAUL TITERMINATION. Purchaser shall have the right, until all contingencies set forth in Section 8 below have been satisfied, or upon any default by Seller of any of the terms of this Agreement, to notify Seller of Purchaser's election to terminate this Agreement and neither party shall have any further rights against the other arising out of this Agreement. In the event this Agreement is cancelled by Purchaser due to default of the Seller, the Seller shall pay to Purchaser its costs incurred in connection with this Agreement, if any, between the date this Agreement is signed by the parties and the date this Agreement is cancelled. SECTION 5. REPRESENTATIONS AND WARRANTIES OF SELLER. The Seller represents and warrants to the Purchaser as follows: A. The title to the Property is now, and at Settlement shall be, marketable and good of record and in fact, free and clear of all liens, encumbrances or leases, except those (i) to be removed at or prior to Settlement; and (ii) agreed to prior to Settlement by the parties in writing, which shall be permitted exceptions ("Permitted Exceptions"). Title shall be transferred to the Purchaser free of any mortgages, or other liens of any type, covenants, conditions, and restrictions and will be insurable at standard title insurance company rates by a title company chosen by Purchaser. To the best of the knowledge of Seller, there are no title conditions adversely affecting title and its insurability. The Property is also sold "subject to" such state of facts as an accurate survey of the Property would disclose. However, Purchaser reserves the right to obtain, at Purchaser's expense, a survey of the Property, and Seller agrees to cooperate with any such request. 2 B. ':,{\;The Seller is the fee simple ownetof the Property and has all ne~ry-aL.rttJQritY _ to sell the Property. There are no other contradsfoT sale or options involving the Property. There are no leases or other property interests of any type affecting the .. Property except for the Deed of Trust referred to in Section 8 (C). There are no~': eminent domain or condemnation proceedings pending against the Property, and Seller has no knowledge of such proceedings or of any intentions or plans definite or tentative that such proceedings might be instituted. There are no actions or suits in law or equity or proceedings by any governmental agency now or pending or, to the knowledge of Seller, threatened against Seller in connection with the Property. There is no outstanding order, writ, injunction or decree of any court or governmental agency affecting the Property. C. In the event any of the representations, warranties, additional undertakings of Seller in this Agreement and/or other responsibilities of the Seller, as set forth in this Agreement, are not accurate and cannot be or are not ratified or fulfilled prior to Settlement, then the Purchaser shall have the right at its sole option, to take any or none of the following actions: (i) waive the inaccurate, unratified or unfulfilled representation, warranty, additional undertakings and/or responsibility of Seller, and proceed with Settlement hereunder, provided, however, that such waiver shall be in writing, or (ii) terminate this Agreement, whereupon all rights and responsibilities hereunder shall be null and void, and neither party shall have any further obligation hereunder except as otherwise set forth in this Agreement. In the event Purchaser terminates this Agreement due to any condition not being satisfied by Seller, Purchaser shall not owe Seller any costs Seller may have incurred in connection with this Agreement. D. Under penalty of law, Seller is not a "foreign person" as contemplated in Section 1445 of the Internal Revenue Code, as amended. Seller agrees to execute at Settlement an affidavit in the form required by the Internal Revenue Service to exempt Purchaser from any withholding requirements under Section 1445. E. Seller acknowledges that the only encumbrance affecting title to the Property that currently exists is the Deed of Trust described below. Seller acknowledges and agrees that it will not encumber the Property with any additional liens until Settlement or this Agreement is terminated. SECTION 6. REPRESENTATIONS AND WARRANTIES OF PURCHASER. The Purchaser represents and warrants to Seller that the Purchaser has the financial ability to purchase the Property. SECTION 7. ADDITIONAL UNDERTAKINGS OF THE PARTIES. A. The Seller shall give to the Purchaser and its designated agents and representatives full access and right of entry to the Property during normal business hours, and during the Study Period as defined below, including the right, at the Purchaser's own risk, cost and expense, to cause its agents or representatives to enter upon the Property for the purpose of making surveys or soil boring, engineering, water, sanitary and storm sewer, utilities, topographic 3 and other similar tests, investigations or studies and to perform such other studies as the Purchaser may desire, provided that the Purchaser, at its expense, restores the Property to its prior condition to the extent of any changes made by its agents or representatives in the event it does not purchase the Property. The Seller shall furnish to the Purchaser during such periods all information concerning the Property, which the Purchaser may reasonably request and which is known to or available to the Seller or in the possession of Seller. B. At Settlement, the Seller agrees to execute, acknowledge and deliver to the Purchaser a General Warranty Deed with English covenants of title ("Deed"), in proper form for recording, conveying the Property to the Purchaser free and clear of all conditions, restrictions, liens, encumbrances, or agreements except for only the Permitted Exceptions under Section 5 (A)(ii). C. The Seller agrees to give possession and occupancy of the Property on the date of Settlement, free and clear of any and all mortgages, liens, leases, and any other encumbrances. D. Seller agrees to deliver the following to the Purchaser at or before Settlement: 1. The fully executed Deed. 2. Any other documents reasonably required by the title insurance company or Purchaser, including but not limited to, a settlement statement and an owner's affidavit. SECTION 8. CONDITIONS PRECEDENT (CONTINGENCIES) TO THE OBLIGATIONS OF PURCHASER TO SETTLE. Notwithstanding anything else in this Agreement, the obligations of the Purchaser to purchase and settle upon the Property pursuant to the provisions of this Agreement shall be subject to all of the following, which shall be conditions precedent: A. The representations and warranties of the Seller set forth in this Agreement shall be true and correct on and as of the Settlement as though such representations and warranties were made on and as of such date. B. Purchaser shall have forty five (45) days from the date of this Agreement ("Studv Period") to complete the studies and other items described in Section 7 and to determine in Purchaser's sole discretion that the condition of the Property is satisfactory for the intended use of Purchaser. In the event that the Purchaser is not so satisfied for any reason whatsoever, at any time prior to the expiration of the Study Period, and Purchaser has advised the Seller in writing of its intention not to proceed to Settlement under the terms of this Agreement, then, in such event, this Agreement shall automatically be deemed to be terminated. 4 C. (i) The parties acknowledge that as of the date of this Agreement, a Deed of Trust dated December 15, 2005, granted by Seller to First Citizens Bank and Trust Company ("Bank"), securing a Note in the original amount of $482,800.00, including any accumulated interest, encumbers the Property, in addition to certain other properties owned by Seller designated as Roanoke Tax Map No. 4110701, 4110711, 4110713, 4110801, 4110802, 4110803, 4111406, 4111407 and 4111408 ("Additional Properties"). It is explicitly agreed by the parties that Purchaser's obligation to close on the Property is contingent upon Seller satisfying the above obligation to the Bank in full, or otherwise obtaining a release of the Property from the Bank from such deed of trust, prior to the Settlement. (ii) Seller represents that it will order and obtain a completed appraisal of the Additional Properties at Seller's own expense within 30 days of the date this Agreement. If the value of the Additional Properties, not including the value of the Property, exceeds the amount that Seller owes Bank to payoff the Note, Seller will use its best efforts to have the Bank release the Property from the deed of trust. (iii) In the event the Additional Properties appraise for less than the current amount Seller owes Bank on the Note, the parties agree that the purchase price will applied to the remaining balance on the_ Note. If application of the purchase price to the balance on the Note leaves a remaining balance Seller owes on the Note that is insufficient for the Bank to release the Property from the deed of trust, the Purchaser may terminate this Agreement without any further obligation owed to Seller. D. Seller agrees that no personal property or belongings of Seller shall be left on or located on the Property at Settlement. In the event any personal property of Seller remains on the Property at Settlement, Purchaser, at its option, may postpone Settlement until such personal property is removed, remove such personal property and deduct the cost of such removal from the purchase price, or terminate this Agreement, without owing Seller any further obligation. E. Settlement is specifically conditioned on the GRTC Board of Directors approval of this Agreement and the conveyance of the Property free and clear of all liens and Deeds of Trust and the availability of funding to the Purchaser. SECTION 9. FT A REQUIREMENTS. CONDITIONS. AND CERTIFICATIONS. A. SELLER (WHO MAY ALSO BE REFERRED TO AS CONTRACTOR) IS ADVISED AND AGREES THAT NOTWITHSTANDING ANYTHING ELSE IN THIS AGREEMENT, THE FTA TERMS AND PROVISIONS SET FORTH IN EXHIBIT 2, WHICH IS ATTACHED HERETO AND MADE A PART HEREOF, APPLY TO THIS AGREEMENT. FURTHERMORE, THE TERMS AND PROVISIONS THAT ARE DEEMED INCLUDED IN THIS AGREEMENT INCLUDE ANY APPLICABLE STANDARD TERMS AND CONDITIONS REQUIRED BY THE FTA, VDRPT, OTHER FEDERAL AGENCIES, STATE AGENCIES, AND/OR LOCAL ENTITIES, WHETHER OR NOT EXPRESSLY 5 SET FORm IN THE AGREEMENT PROVISIONS. ALL CONTRACTUAL PROVISIONS REQUIRED BY THE FT A, VDRPT, FEDERAL AGENCIES, STATE AGENCIES, AND/OR LOCAL ENTITIES, INVOLVED IN THIS MATTER ARE HEREBY INCORPORATED BY REFERENCE. ANYTHING TO THE CONTRARY NOTWITHSTANDING, ALL FTA, VDRPT, FEDERAL, STATE, AND LOCAL MANDATED TERMS SHALL BE DEEMED TO CONTROL IN THE EVENT OF A CONFLICT WITH OTHER PROVISIONS CONTAINED IN THIS AGREEMENT WITH THE ORDER OF PRECEDENCE BEING IN THAT ORDER UNLESS OTHERWISE REQUIRED BY LAW. THE SELLER SHALL NOT PERFORM ANY ACT, FAIL TO PERFORM ANY ACT, OR REFUSE TO COMPLY WITH ANY REQUEST THAT WOULD CAUSE GRTC TO BE IN VIOLATION OF ANY FEDERAL, STATE, AND/OR LOCAL TERMS AND CONDITIONS THAT MAY BE REQUIRED FOR OR' APPLICABLE TO THIS MATTER. B. Certifications to be completed by Seller (Contractor) The Seller (Contractor) is required to properly execute the Certifications listed below and Seller hereby agrees to properly complete such Certifications: i. Certification Regarding Debarment, Suspension, And Other Responsibility Matters for Expansion Facility. (The form for this Certification is attached as Exhibit 3 to this Agreement and made a part hereof.) ii. Certification Regarding Lobbying Pursuant To 49 CFR Part 20 For Expansion Facility. (The form for this Certification is attached as Exhibit 4 to this Agreement and made a part hereof.) SECTION 10. SETTLEMENT. The Settlement shall be held at the offices of the Roanoke City Attorney, located at Room 464, Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia, 24011, on a date which is no later than thirty (30) days after the contingencies contained in this Agreement are met or satisfied in their entirety, or at an earlier date at the option of Purchaser. Time is of the essence in this Agreement. SECTION 11. TENDER OF SETTLEMENT. The delivery to the Seller by the Purchaser of the Purchase Price, and by Seller to the Purchaser of the properly executed General Warranty Deed together with all other documents and instruments required to be delivered by either party to the other by the terms of this Agreement shall be deemed to be a good and sufficient tender of performance of the terms hereof. SECTION 12. SETTLEMENT OBLIGATIONS OF THE PARTIES. The cost of title examination and recording taxes payable in connection with the recording of the Deed shall be paid by Purchaser. Other settlement costs shall be 6 charged as is customary in Virginia. Each party shall pay fees'charged to them and as agreed upon by them with their attorney. Utilities will be prorated as of Settlement. SECTION 13. RISK OF LOSS AND CONDEMNATION. Risk of loss shall be born by Seller prior to Settlement. However, in the event of any damage to the Property prior to Settlement, the Purchaser shall have the option to terminate this Agreement, postpone closing, or to close as required hereunder without diminution in the Purchase Price and with the assignment from the Seller to the Purchaser of all of Seller's interest in payments and/or rights, actions, and claims for damages to the Property. SECTION 14. GOVERNING LAW. Notwithstanding the place where this Agreement may be executed by any of the parties hereto, the parties expressly agree that all terms and provisions hereof shall only be construed and enforced in accordance with the laws of the Commonwealth of Virginia as now adopted or as may be hereafter amended only in a court of competent jurisdiction located in the City of Roanoke, Virginia. SECTION 15. SURVIVAL. The representations, warranties, covenants, and agreements set forth in this Agreement shall survive the Settlement under this Agreement and shall not be merged in the execution and delivery of the Deed. SECTION 16. ASSIGNMENT. The parties agree that this Agreement may not be assigned by Seller without the prior written approval of Purchaser. SECTION 17. AUTHORITY TO SIGN. The individuals that have signed this Agreement below represent that they have the authority to enter into this Agreement on behalf of the entities they represent. SECTION 18. ENTIRE AGREEMENT. The Recitals, Exhibits and documents in or referred to in this Agreement are hereby incorporated into this Agreement. No change or modification of this Agreement shall be valid unless the same is in writing and signed by the parties hereto. No waiver of any of the provisions of this Agreement or other agreements referred to herein shall be valid unless in writing and signed by the party against whom it is sought to be enforced. This Agreement contains the entire agreement between the parties relating to the purchase and sale of the Property, and all prior negotiations between the parties are merged in this Agreement, and there are no promises, agreements, conditions, undertakings, warranties, or representations, oral or written, expressed or implied, between them other than as herein set forth. 7 .::"...I'~~" . ~"':',.. . ,. ,~f_ IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed by their authorized representatives this _ day of ,2010. SELLER: DOWNTOWN CAR COMPANY, L.L.C., a Virginia limited liability company. By (SEAL) Printed Name: Title: Commonwealth of Virginia City/County of Subscribed and sworn before me this _ day of , 2010, by , the , of l Downtown Car Company, L.L.C., a Virginia limited liability company, for and on behalf of such company. (Seal) Notary Public Registration No. My Commission Expires: 8 PURCHASER: GREATER ROANOKE TRANSIT COMPANY By (SEAL) Printed Name: Title: Commonwealth of Virginia City/County of Subscribed and sworn before me this _ day of , 2010, by , the of Greater Roa-noke Transit Company, for and on behalf of such company. (Seal) Notary Public Registration No. My Commission Expires: 9 DRAFT - 10/18/10 EXHIBIT 1 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.L.C. PROPERTY TO BE SOLD FROM SELLER TO PURCHASER City of Roanoke Tax Map Nos. 4110601,4110602,4110603,4110604,4110605, 4110608,4110609,4110610 and 4110611 BEING Lots 1 through 10, inclusive, Block 12; all according to the Map of EAST SIDE ADDITION, which map is recorded in Deed Book 209, page 211, in the Clerk's Office of the Circuit Court of the City of Roanoke, Virginia, and bearing Official Tax Nos. 4110601,4110602,4110603,4110604,4110605, 4110608, 4110609, 41106010, and 41106011, respectively, (hereinafter referred to as the "Property); and BEING part of the same property conveyed to the Seller from John P. Whittle, et als, by deed dated April 10, 2003, of record in the Clerk's Office of the Circuit Court of the City of Roanoke, Virginia, as Instrument No. 030007359, recorded on April 28, 2003. DRAFT - 10/18/10 EXHIBIT 2 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.L.C. Federal Required, Model Clauses and Certifications for the Expansion Facility No Obligation by the Federal Government. (1) The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilities to the Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract (2) The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. Program Fraud and False or Fraudulent Statements or Related Acts. (1) The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. ~ 3801 et~. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R Part 31, apply to its actions pertaining to this Project Upon execution of the underlying contract, the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may be applicable, the Contractor further acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986 on the Contractor to the extent the Federal Government deems appropriate. (2) The Contractor also acknowledges that if it makes, or causes to be made, a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government under a contract connected with a project that is financed in whole or in part with Federal assistance originally awarded by FTA under the authority of 49 U.S.C. ~ 5307, the, Government reserves the right to impose the penalties of 18 U.S.C. ~ 1001 and 49 U.S.C. ~ 5307(n)(1) on the Contractor, to the extent the Federal Government deems appropriate. (3) The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. Access to Records and Reports 1. Where the Purchaser is not a State but a local government and is the FTA Recipient or a subgrantee of the FTA Recipient in accordance with 49 C.F.R. 18.36(i), the Contractor agrees to provide the Purchaser, the FTA Administrator, the Comptroller General of the United States or any of their authorized representatives access to any books, documents, papers and records of the Contractor 1 which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. Contractor also agrees, pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives including any PMO Contractor access to Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. 2. Where the Purchaser is a State and is the FTA Recipient or a subgrantee of the FTA Recipient in accordance with 49 C.F.R 633.17, Contractor agrees to provide the Purchaser, the FT A Administrator or his authorized representatives, including any PMO Contractor, access to the Contractor's records and construction sites pertaining to a major capital project, defined at 49 U.S.C. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. By definition, a major capital project excludes contracts of less than the simplified acquisition threshold currently set at $100,000. 3. Where the Purchaser enters into a negotiated contract for other than a small purchase or under the simplified acquisition threshold and is an institution of higher education, a hospital or other non-profit organization and is the FTA Recipient or a subgrantee of the FTA Recipient in accordance with 49 C.F.R. 19.48, Contractor agrees to provide the Purchaser, FTA Administrator, the Comptroller General of the United States or any of their duly authorized representatives with access to any books, documents, papers and record of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts and transcriptions. 4. Where any Purchaser which is the FTA Recipient or a subgrantee of the FTA Recipient in accordance with 49 U.S.C. 5325(a) enters into a contract for a capital project or improvement (defined at 49 U.S.C. 5302(a)1) through other than competitive bidding, the Contractor shall make available records related to the contract to the Purchaser, the Secretary of Transportation and the Comptroller General or any authorized officer or employee of any of them for the purposes of conducting an audit and inspection. 5. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed, 6. The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not less than three years after the date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Contractor agrees to maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives, have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 CFR 18.39(i)(11). 7. FTA does not require the inclusion of these requirements in subcontracts. Federal Changes Contractor shall at all times comply with all applicable FTA regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so comply shall constitute a material breach of this contract. Termination a, Termination for Convenience (General Provision) The (Recipient) may terminate this contract, in whole or in part, at any time by written notice to the Contractor when it is in the Government's best interest. The Contractor shall be paid its costs, including contract close-out costs, and profit on work performed up to the time of termination. The Contractor shall promptly submit its termination claim to (Recipient) 2 to be paid the Contractor. If the Contractor has any property in its possession belonging to the (Recipient), the Contractor will account for the same, and dispose of it in the manner the (Recipient) directs. b. Termination for Default (Construction) If the Contractor refuses or fails to prosecute the work or any separable part, with the diligence that will insure its completion within the time specified in this contract or any extension or fails to complete the work within this time, or if the Contractor fails to comply with any other provisions of this contract, the (Recipient) may terminate this contract for default The (Recipient) shall terminate by delivering to the Contractor a Notice of Termination specifying the nature of the default In this event, the Recipient may take over the work and compete it by contract or otherwise, and may take possession of and use any materials, appliances, and plant on the work site necessary for completing the work. The Contractor and its sureties shall be liable for any damage to the Recipient resulting from the Contractor's refusal or failure to complete the work within specified time, whether or not the Contractor's right to proceed with the work is terminated. This liability includes any increased costs incurred by the Recipient in completing the work. The Contractor's right to proceed shall not be terminated nor the Contractor charged with damages under this clause if- 1 . The delay in completing the work arises from unforeseeable causes beyond the control and without the fault or negligence of the Contractor. Examples of such causes include: acts of God, acts of the Recipient, acts of another Contractor in the performance of a contract with the Recipient, epidemics, quarantine restrictions, strikes, freight embargoes; and 2. The contractor, within [10] days from the beginning of any delay, notifies the (Recipient) in writing of the causes of delay. If in the judgment of the (Recipient), the delay is excusable, the time for completing the work shall be extended. The judgment of the (Recipient) shall be final and conclusive on the parties, but subject to appeal under the Disputes clauses. If, after termination of the Contractor's right to proceed, it is determined that the Contractor was not in default, or that the delay was excusable, the rights and obligations of the parties will be the same as if the termination had been issued for the convenience of the Recipient c. Opportunity to Cure (General Provision) The (Recipient) in its sole discretion may, in the case of a termination for breach or default, allow the Contractor [an appropriately short period of time] in which to cure the defect In such case, the notice of termination will state the time period in which cure is permitted and other appropriate conditions. "" D' If Contractor fails to remedy to (Recipient)'s satisfaction the breach or default of any of the terms, covenants, or conditions of this Contract within [ten (10) days] after receipt by Contractor of written notice from (Recipient) setting forth the nature of said breach or default, (Recipient) shall have the right to terminate the Contract without any further obligation to Contractor. Any such termination for default shall not in any way operate to preclude (Recipient) from also pursuing all available remedies against Contractor and its sureties for said breach or default d. Waiver of Remedies for any Breach In the event that (Recipient) elects to waive its remedies for any breach by Contractor of any covenant, term or condition of this Contract, such waiver by (Recipient) shall not limit (Recipient)'s remedies for any succeeding breach of that or of any other term, covenant, or condition of this Contract Civil Rights Requirements: (1) Nondiscrimination - In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. ~ 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. ~ 6102, section 202 of the 3 Americans with Disabilities;:Act of 1990, 42 U.S.C. 9 12132, and Federal transit law at 49 U.S.C. 9 5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of face, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. (2) Equal Emolovment Oooortunitv - The following equal employment opportunity requirements apply to the underlying contract: (a) Race. Color, Creed. National Oriain. Sex - In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. 9 2000e, and Federal transit laws at 49 U.S.C. 9 5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et gg., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. 9 2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (b) AQe - In accordance with section 4 of the Age Discrimination in Employment Act of 1967, as amended, 29 U.S.C. 9 9 623 and Federal transit law at 49 U.S.C. 9 5332, the Contractor agrees to refrain from discrimination against present and prospective employees for reason of age. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (c) Disabilities - In accordance with section 102 of the Americans with Disabilities Act, as amended, 42 U.S.C. 9 12112, the Contractor agrees that it will comply with the requirements of U.S. Equal Employment Opportunity Commission, "Regulations to Implement the Equal Employment Provisions of the Americans with Disabilities Act," 29 C.F.R. Part 1630, pertaining to employment of persons with disabilities. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (3) The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. Disadvantaged Business Enterprises (DBE) The contractor or subcontractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract The contractor shall carry out applicable requirements of 49 CFR Part 26 in the award and administration of DOT assisted contracts. Failure by the contractor to carry out these requirements is a material breach of this contract, which may result in the termination of this contract or such other remedy as GRTC deems appropriate. This contract is subject to the requirements of Title 49, Code of Federal Regulations, Part 26, Participation by Disadvantaged Business Enterprises in Department of Transportation Financial Assistance Programs. The 4 national goal for participation of Disadvantaged Business Enterprises (DBE) is 10%. A separate contract goal has not been established for this procurement If a specific DBE goal is assigned to this contract, and if the contractor is found to have failed to exert sufficient, reasonable, and good faith efforts to involve DBE's in the work provided, Purchaser may declare the Contractor noncompliant and in breach of contract If a goal ~ not stated, it will be understood that no specific goal is assigned to this contract Incorporation of Federal Transit Administration (FT A) Terms The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1 E, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any (name of grantee) requests which would cause (name of grantee) to be in violation of the FT A terms and conditions. Suspension and Debarment This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the contractor is required to verify that none of the contractor, its principals, as defined at 49 CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and 29.945. The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by Greater Roanoke Transit Company. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to Greater Roanoke Transit Company, the Federal Govemment may pursue available remedies, including but not limited to suspension and/or debarment The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. Buy America The contractor agrees to comply with 49 U.S.C. 53230) and 49 C.FR Part 661, which provide that Federal funds may not be obligated unless steel, iron, and manufactured products used in FTA-funded projects are produced in the United States, unless a waiver has been granted by FTA or the product is subject to a general waiver. General waivers are listed in 49 C.FR 661.7. A bidder or offeror must submit to the GRTC the appropriate Buy America certification (Bid Attachment F- Steel or Manufactured Products) with any bids on FTA-funded contracts, except those subject to a general waiver. Bids or offers that are not accompanied by a completed Buy America certification must be rejected as nonresponsive. This requirement does not apply to lower tier subcontractors. Resolution of Disputes, Breaches, or Other Litigation Disputes - Disputes arising in the performance of this Contract which are not resolved by agreement of the parties shall be decided in writing by the authorized representative of (Recipient)'s [title of employee]. This decision shall be final and conclusive unless within [ten (10)] days from the date of receipt of its copy, the Contractor mails or otherwise furnishes a written appeal to the [title of employee). In connection with any such appeal, the Contractor shall be afforded an opportunity to be heard and to offer evidence in support of its 5 position. The decision of the [title of employee] shall be binding upon the Contractor and the Contractor shall abide be the decision. Performance During Dispute - Unless otherwise directed by (Recipient), Contractor shall continue performance under this Contract while matters in dispute are being resolved. Claims for Damages - Should either party to the Contract suffer injury or damage to person or property because of any act or omission of the party or of any of his employees, agents or others for whose acts he is legally liable, a claim for damages there for shall be made in writing to such other party within a reasonable time after the first observance of such injury of damage. Remedies - Unless this contract provides otherwise, all claims, counterclaims, disputes and other matters in question between the (Recipient) and the Contractor arising out of or relating to this agreement or its breach will be decided by arbitration if the parties mutually agree, or in a court of competent jurisdiction within the State in which the (Recipient) is located. Rights and Remedies - The duties and obligations imposed by the Contract Documents and the rights and remedies available there under shall be in addition to and not a limitation of any duties, obligations, rights and remedies otherwise imposed or available by law. No action or failure to act by the (Recipient), (Architect) or Contractor shall constitute a waiver of any right or duty afforded any of them under the Contract, nor shall any such action or failure to act constitute an approval of or acquiescence in any breach there under, except as may be specifically agreed in writing. Lobbying Contractors who apply or bid for an award of $100,000 or more shall file the certification required by 49 CFR part 20, "New Restrictions on Lobbying," included herein as Bid Attachment 1.3. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a member of Congress, officer or employee of Congress, or an employee of a member of Congress in connection with obtaining any Federal contract, grant or any other award covered by 31 U.S.C. 1352. Each tier shall also disclose the name of any registrant under the Lobbying Disclosure Act of 1995 who has made lobbying contacts on its behalf with non- Federal funds with respect to that Federal contract, grant or award covered by 31 U.S.C. 1352. Such disclosures are forwarded from tier to tier up to the GRTC. Clean Air (1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. SS 7401 et~. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. Clean Water (1) The Contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et~. The Contractor agrees to report each violation to the Purchaser and understands and agrees that the Purchaser will, in turn, report each violation as required to assure notification to FTA and the appropriate EPA Regional Office. (2) The Contractor also agrees to include these requirements in each subcontract exceeding $100,000 financed in whole or in part with Federal assistance provided by FTA. 6 Energy Conservation The contractor agrees to comply with mandatory standards and policies relating to energy efficiency which are contained in the state energy conservation plan issued in compliance with the Energy Policy and Conservation Act. Recycled Products The contractor agrees to comply with all the requirements of Section 6002 of the Resource Conservation and Recovery Act (RCRA), as amended (42 U.S.C. 6962), including but not limited to the regulatory provisions of 40 CFR Part 247, and Executive Order 12873, as they apply to the procurement of the items designated in Subpart B of 40 CFR Part 247. Access Requirements for Persons with Disabilities (ADA) The Contractor agrees to comply with the requirements of 49 U.S.C ~ 53Q1 (d) whicl:l express the Federal policy that the elderly and persons with disabilities have the same right as other persons to use mass transportation service and facilities, and those special efforts shall be made in planning and designing those services and facilities to implement those policies. The Contractor also agrees to comply with all applicable requirements of section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. ~ 794, which prohibits discrimination on the basis of handicaps, and with the Americans with Disabilities Act of 1990 (ADA), as amended, 42 U.S.C. ~~ 12101 et seq., which requires the provision of accessible facilities and services, and with the following Federal regulations, including and amendments thereto: U.S. DOT regulations, "Transportation Services for Individuals with Disabilities (ADA), "49 C.F.R Part 37; U.S. DOT regulations, "Nondiscrimination on the Basis of Handicap in Programs and Activities Receiving of Benefiting from Federal Financial Assistance, "49 C.F.R Part 27; 1) Joint U.S. Architectural and Transportation Barriers Compliance Board/ U.S. DOT regulations, "Americans With Disabilities (ADA) Accessibility Specifications for Transportation Vehicles,"36 C.F.R Part 1192 and 49 C.F.R. Part 38; 2) U.S. DOJ regulations, "Nondiscrimination on the Basis of Disability in State and Local Government Services, "28 C.F.R. Part 35; 3) U.S. DOJ regulations, "Nondiscrimination on the Basis of Disability by Public Accommodations and in Commercial Facilities, '28 C.F.R. Part 36; 4) U.S. GSA regulations, "Accommodations for the Physically Handicapped, "41 C.F.R Subpart 101-19: 5) U.S. Equal Employment Opportunity Commission, "Regulations to Implemented the Equal Employment Provisions of the Americans with Disabilities Act, "29 C.F.R Part 1630; 6) U.S. Federal Communications Commission regulations, "Telecommunications Relay Services and Related Customer Premises Equipment for the Hearing and Speech Disabled, "47 C.F.R Part 64, Subpart F; and 7) FTA regulations, "Transportation for Elderly and Handicapped Persons, "49 C.F.R Part 609; and 8) Any implementing requirements FTA may issue. 7 8 DRAFT - 10/18/10 EXHIBIT 3 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.L.C. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS FOR EXPANSION FACILITY This contract is a covered transaction for purposes of 49 CFR Part 29. As such, the contractor is required to verify that none of the contractor, its principals, as defined at 49 CFR 29.995, or affiliates, as defined at 49 CFR 29.905, are excluded or disqualified as defined at 49 CFR 29.940 and 29.945. . . The contractor is required to comply with 49 CFR 29, Subpart C and must include the requirement to comply with 49 CFR 29, Subpart C in any lower tier covered transaction it enters into. By signing and submitting its bid or proposal, the bidder or proposer certifies as follows: The certification in this clause is a material representation of fact relied upon by the Greater Roanoke Transit Company. If it is later determined that the bidder or proposer knowingly rendered an erroneous certification, in addition to remedies available to the Greater Roanoke Transit Company, the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment The bidder or proposer agrees to comply with the requirements of 49 CFR 29, Subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. The prospective participant certifies to the best of its knowledge and belief that it and the principals: (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible, or voluntarily excluded from covered transactions by any Federal department or agency; (b) Have not within a three year period preceding this proposal been convicted of or had a civil judgment rendered against them or commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State, or local) transaction or contract under a public transaction: violation of Federal or State antitrust statute or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false statements, or receiving stolen property: (c) Are not presently indicted for or otherwise criminally or civilly charged by a government entity (Federal, State, or local) with commission of any of the offenses enumerated in paragraph (1)(b) of this certification; and (d) Have not within a three-year period preceding this application/proposal had one or more public transactions (Federal, State, or local) terminated for cause or default I understand that a false statement on this certification may be grounds for rejection of this proposal or termination of the award. In addition, under 18 USC Sec. 1001, a false statement may result in a fine of up to $10,000 or imprisonment for up to 5 years, or both. Typed Name & Title of Authorized Representative Signature of Authorized Representative Date o I am unable to certify to the above statements. My explanation is attached. Page 1 of 1 DRAFT - 10-18-10 EXHIBIT 4 TO AGREEMENT DATED BETWEEN GREATER ROANOKE TRANSIT COMPANY AND DOWNTOWN CAR COMPANY, L.L.C. CERTIFICATION REGARDING LOBBYING PURSUANT TO 49 CFR PART 20 FOR EXPANSION FACILITY The undersigned [Contractor] certifies, to the best of his or her knowledge and belief, that: (1) No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of an agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering into of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement (2) If any funds other than Federal appropriated funds have been paid or will be paid to any person for making lobbying contacts to an officer or employee of any agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form--LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions [as amended by "Government wide Guidance for New Restrictions on Lobbying," 61 Fed. Reg. 1413 (1/19/96). Note: Language in paragraph (2) herein has been modified in accordance with Section 10 of the Lobbying Disclosure Act of 1995 (PL 104-65, to be codified at 2 U.S.C. 1601, et seq .)] (3) The undersigned shall require that the language of this certification be included in the award documents for all subawards at all tiers (including subcontracts, subgrants, and contracts under grants, loans, and cooperative agreements) and that all subrecipients shall certify and disclose accordingly. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31, U.S.C. S 1352 (as amended by the Lobbying Disclosure Act of 1995). Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. [Note: Pursuant to 31 U.S.C. S 1352(c)(1)-(2)(A), any person who makes a prohibited expenditure or fails to file or amend a required certification or disclosure form shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such expenditure or failure.] The Contractor, , certifies or affirms the truthfulness and accuracy of each statement of its certification and disclosure, if any. In addition, the Contractor understands and agrees that the provisions of 31 U.S.C. A 3801, et seq., apply to this certification and disclosure, if any. Signature of Contractor's Authorized Official Name and Title of Contractor's Authorized Official Date Page 1 of 1 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS November 15, 2010 1:00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call te Order. 2. Rell Call. 3. Approval .of Minutes: Regular meeting held on Menday, Octeber 18, 2010. Dispensed with the reading of minutes and approved as printed. 4. Reperts .of Officers: a. General Manager: 1. Management Update: ~ Reaneke)tO Lynchburg Amtrak Bus Cennectien ~ Increase in GRTC's Insurance Premium Assessment ~ Bus Step Shelter Installatien Develepments ~ "Fight the Flu" Partnership ~ Virginia Western Cemmunity Cellege (VWCC) Fare Reimbursement Pregram ~ Bus Step Reute Identificatien Received and filed Management Update 2. Financial Repert fer the menth .of September 2010. Received and filed. 3. Approval te revise pel icy regarding authorization to negotiate and execute centracts, leases and .other decuments. Adopted Resolution 4. Financial Statement Audit fer the Year ended June 30, 2010. Received and filed. 5. Other Business. 6. Adjeurnment - 1 :55 p.m. L:\CLERK\DATA\CKSMl\GRTC.10\November 15, 2010 Action Agenda.doc GREATER ROANOKE TRANSIT COMPANY . BOARD OF DIRECTORS Nevember 11, 2010 David A. Bewers, President, and Members .of the Greater Reaneke Transit Cempany Beard .of Directers Dear President Bewers and Members .of the Beard: This is te advise that there will be a meeting of the Greater Reaneke Transit Cempa'ny Beard .of Directers .on Menday, Nevember 15, 2010, at 1 :00 p.m., in the Emergency Operatiens Center Cenference Reem, Reem 159, first fleer, Neel C. Tayler Municipal Building, 215 Church Avenue, S. W., Reaneke, Virginia. Sincerely, 2s!1-R ~ (rn. ~~ Stephanie M. Moen l Secretary pc: Christepher P. Merrill, Vice President .of Operatiens, GRTC William M. Hackwerth, General Ceunsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmen, Municipal Auditer Gary E. Tegenkamp,. Assistant General Ceunsel, GRTC Carl L. Palmer, General Manager, Valley Metre, P. O. Bex 13247, Reanoke, Virginia 24032 . K:\GRTC.1 O\November 15 Meeting Notice.doc . , . . ....'.- 1. a,. L ~ / Greater Roanoke Transit Company Management Update Nevember 15, 2010 Roanoke to Lvnchbura Amtrak Bus Connection Subsequent te a meeting with the City .of Salem en September 29, 2010 as was reperted in the Octeber 18, 2010 Management Update, Greater Reaneke Transit Cempany's (GRTC) General Manager met with the City .of Bedferd en Octeber 20, 2010 and the Tewn .of Vinten en Octeber 22, 2010 te discuss the prespects .of participating as lecal funding partners fer the prepesed bus cennecter service te Lynchburg's Amtrak statien. Lecal funding partnership pessibilities have alse been discussed with Virginia Tech University. In a meeting at the Reaneke Valley-Alleghany Regienal Cemmissien en Octeber 27, 2010, Thelma Drake, the Directer .of the Department .of Rail and Public Transpertatien (DRPT), met with regienal transpertatien and municipal .officials te discuss the prospect .of passenger rail service ceming te the Reaneke regien. The fellewing <?emments were made: 1) T~e pessibility .of passenger rail service ceming te Reaneke is definite; when is indefinite; 2) The bus cennecter service, new being dubbed by DRPT as the "Bus Bridge" was endersed as a werthy interim step and fererunner te passenger rail service ceming te Reaneke; 3) Teward that end, DRPT has asked Amtrak te cenduct a survey quantifying the number .of peeple frem Reaneke buying train tickets fer service te Washingten and peints nerth; DRPT was n.ot certain as te when the survey will be c.onducted .or the expected cempletien date; 4) The results .of DRPT's feasibility study en passenger rail service being previded in Seuthwest Virginia, inclusive .of Reaneke, will be presented at the Geverner's Transpertatien Cenference between, December 8th and 10th at the Hetel Reanoke and Cenference Center (it's uncertain which .of these days and time the results will be presented) . As an eutceme .of these meetings and discussiens there are feur (4) develepments: 1) The City .of Salem has c.ommitted $5,0000 teward the lecal match requirement; Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.valleymetro.com 2) The City .of Bedferd is interested in seeing a cemmuter feature added te the service; this feature is alse .of interest te the Tewn .of Vinten; 3) Virginia Tech has agreed te cenduct a survey te quantify the level .of interest ameng students and faculty in using the bus cennecter service as a means te access the Amtrak passenger rail statien in Lynchburg; the time line fer cenducting and cempleting the survey is yet te be determined; 4) The impending Amtrak survey .of Reaneke .originating rail passengers will help te establish ridership estimates fer the cennecter service. In respense te these develepments, GRTC staff is in the precess .of expanding the .originally prepesed bus cennecter service design and cest inte feur (4) eptiens. Each eptien is a standalene service, the "Bus te Rail Smart Way Cennecter", an extensien .of GRTC's Smart Way service. The eptiens are: 1) Optien I is service frem Reaneke te the Amtrak statien in Lynchburg with an annual gress .operating cest .of $161,100 and service heurs frem 6:00 a.m. te 10:00 p.m. weekdays; 8:20 a.m. te 9:00 p.m. en Saturday; te 10:00 p.m. en Sunday; 2) Optien II is service from Virginia Tech University in Blacksburg te the Amtrak statien in Lynchburg with intermediate steps at twe Smart Way park and ride sites. The gross annual .operating cest is $281,000; the service heurs are frem 5:00 a.m. te 11 :00 p.m. weekdays; 7: 15 a.m. te 10:00 p.m. en Saturday; te 11 :00 p.m. en Sunday; 3) Optien III is a cemmuter service frem Reaneke te the Amtrak statien in Lynchburg with intermediate steps in Bedferd. The gress annual .operating cest is $195,500; the service heurs are from 6:00 a.m. te 10:15 p.m. weekdays; 8:20 a.m. te 9:15 p.m. en Saturday; te 10:15 p.m. en Sunday; 4) Optien IV is a cemmuter service frem Virginia Tech University in Blacksburg te the Amtrak statien in Lynchburg with intermediate steps at the twe Smart Way park and ride sites, and Bedferd. The gress annual .operating cest is $329,200; the service heurs are frem 5:00 a.m. te 11:15 p.m. weekdays; 7:15 a.m. te 10:15 p.m. en Saturday; te 11:15 p.m. en Sunday. Each eptien assumes the current Smart Way fare .of $4.00 per .one way trip; pending GRTC Beard input and that .of lecal funding partners, the fare may be adjusted te reflect travel distance. The annual revenue, based en ridership estimates, which are yet ta be established, and the current Smart Way fare, will be applied te the annual gress .operating cest fer the net annual .operating cest en which the DRPT grant applicatien and 15% lecal match will be based. In .order te net create an undue burden en the current Smart Way service and its five (5) bus fleet requirements, including .one spare, each .of the feur (4) Optiens will require twe (2) new additienal MCI ceaches dedicated te the Bus te Rail service. This weuld require a 20% DRPT capital grant lecal match in the ameunt .of $210,000,in additien te the 15% lecal match fer a DRPT .operating assistance grant. Based en annual gross .operating cast estimates and the capital cest .of twe (2) ceaches, the appreximate tetallecal match cemmitment weuld be between $234,165 fer Optienl and $259,380 fer Optien IV. These amaunts weuld be reduced by the sum tatal .of annual passenger fare revenue estimates, .once they have been established. Previded the Beard has ne ebjectiens, GRTC will present these eptiens in scheduled meetings with Reaneke Ceunty en Nevember 23,2010 and the Tewn .of Vinten en December 7,2010; in meetings te be scheduled with Hellins University, Reaneke Cellege, and the City .of Lynchburg and in fellew up meetings te be scheduled with the City .of Salem and the City .of Bedferd. Increase in GRTC's Insurance Premium Assessment As was reperted in the Octeber Management Update, GRTC's fleet .of buses and service vehicles are insured threugh the Virginia Transit Liability Peel (VTLP). The ceverage previded is fer "aute liability" (buses and cars/vans). In a July 29, 2010 cerrespendence frem VTLP, GRTC was advised that its annual assessment fer insurance premiums fer the 2011 fiscal year will increase by 13% .or $44,517 abeve GRTC's budgeted ameunt fer its aute liability ceverage. This increase is largely due te catastrephic claims frem members .of the Peel, excluding GRTC. VTLP's assessment is $380,949 fer fisc'ill 2011; GRTC's fiscal 2011 budget fer VTLP assessed premiums is $336,432. It was alse reperted that an unexpected reductien in the premium assessment was realized in the ameunt .of $15,238. Hewever, that reductien actually turned .out te be $17,997, thereby reducing the deficit ameunt frem $44,517 te $26,520 as eppese te $29,279. Subsequently, GRTC has realized yet anether reductien in its assessment in the ameunt .of $2,799, thereby reducing GRTC's budget deficit fer the VTLP assessment te $23,721, a 53% reductien frem the .original deficit ameunt .of $44,517. Bus Stop Shelter Installation Developments 1) Medificatien te the site plans fer the bus step shelter at Valley View Mall will have te be redene in .order te add parking spaces dedicated te peeple with disabilities that were remeved te lecate the bus step shelter in the .original plans. A separate Invitatien fer Bid will be issued fer this lecatien due te the prepesed additienal cest frem the eriginallew bidder. 2) Plans fer installing bus step shelters at Landsdewne, Indian Reck Village, Jamestewn and Merningside apartments will be implemented .once the Revecable Permit fer these sites has been executed. 3) The prepesed bus step shelter at the entrance te the Hurt Park neighberheed will be en held at their request in .order fer landscaping te be dene befere the bus step shelter is installed. 4) The installatien .of the bus step shelter at the Geedwill Center in Salem will net begin until the Revecable Permit fer that site is executed. 5) GRTC cenducted a passenger bearding and alighting survey at feur (4) select bus steps in the Tewn .of Vinten. The survey was cempleted at the end .of Octeber and submitted te Vinton. The survey results will serve te verify that the steps selected indeed warrant bus step shelters. .. . "Fiaht the Flu" Partnership A Revecable Permit between GRTC and Virginia Department .of Health and the Reaneke City Health Districts as been executed. The Permit grants the use .of GRTC's vacant rental preperty lecated in its Campbell Ceurt Transpertatien Center fer the purpese .of administering flu vaccine shets between Nevember 15 and December 31, 2010, 7 a.m. te 7 p.m., Menday threugh Saturday. Virainia Western Community Colleae (VWCC) Fare Reimbursement Proaram Octeber's ridership was 5,624; 188 .or 3.2% belew September's ridership; Te date, VWCC has been inveiced $10,981 in fare reimbursements. Bus Stop Route Identification and Schedule Currently, the GRTC staff is evaluating the fellewing: 1) Strategically, which steps will be best suited te pest reute identificatien and schedule infermatien-- at specific time peint, at the end .of the line, .or mere frequently en reutes with high ridership? 2) The cest and adequate staff te maintain each step, Le. replacing schedules due te schedule adjustments and repairs and parts replacement. R~Z Carl L. Palmer General Manager C: Vice President .of Operatiens Treasurer Secretary Legal Ceunsel Municipal Auditer t ~ ~- ,-/, Cl. ~. '~.....~............ ~ Greater Roanake Transit Campany Board .of Directars Meeting Raanake, Virginia Navember 15, 2010 David A. Bowers, President and Members of the Board of Directars Dear President Bowers and Members of the Baard: Subject: GRTC Financials far the manth .of September 2010 The follawing financial report pravides cammentary an Greater Raanake "(ransit Campany's (GRTC) financial results far September 2010. Operating incame for September .of FY 11 is $23,907 .or 4.3% abave last year as presented in the accompanying financial statement. This increase is primarily due ta an increase in operating revenue in the amaunt of $40,114 or 8.5%. This increase was offset by decreases in advertising incame and nan- transportation revenues .of $16,207 .or 17.9%. The .operating expense for GRTC .of $1,940,452 in September 2010 includes expenses far its sub- recipients, Commanwealth Coach & Trolley Museum, Natianal Histarical Railway Society, and O. Winston Link Museum, in the amaunt .of $39,375. GRTC's expenses in the amaunt .of $1,901,077 represent an increase .of $53,892 or 2.9% campared ta September 2009. Bath pasitive and negative variances are discussed in the expenditure sectian .of this narrative. The subsidies for GRTC .of $1,337,310 through September 2010 include subsidies for its sub-recipients in the amount of $39,375. GRTC's subsidies of $1,297,935 have decreased $8,642 or .7% compared ta September 2009. ODeratilJI Income Operating income far September .of FY 11 is $23,907 or 4.3% abave last year as presented in the accampanying financial statement. This increase is primarily due to an increase in .operating revenue in the amaunt .of $40,114 .or 8.5%. This increase was offset by decreases in advertising income and nan- transpartation revenues .of $16,207 .or 17.9%. Commentaries an significant variances are shown below. ODeratinR Revenues including bus fares and sales .of passes increased $40,114 or 8.5% campared ta September 2009. This increase is largely driven by twa factars: Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com David A: Bawers, President and Members afthe Board .of Directars GRTC Financials Navember 15, 2010 Page 2 . The increase in the Smartway fare .of $1 per trip effective January 1, 2010. Smartway sales increased $14,731 compared ta September 2009; and . Student fares in the amaunt .of $6,641. Passenger ridership .of 576,974 decreased 36,035 campared ta the priar year ridership .of 613,009. This decrease was primarily due to decreases in the fallawing passengers: . Youth 18 & under ridership decreased 43,197. Ridership thraugh September 2010 is 7,036 compared to 50,233 through September 2009; . Star Line ridership decreased 5,027 rides. Ridership thraugh September 2010 is 37,326 compared to 42,353 rides through September 2009. Other passenger rides increased 12,189 ta 532,612 in September 2010 campared ta 520,423 in September 2009. AdvertislD~ Revenue for advertising on GRTC buses have decreased $4,942 .or 17.6% compared ta September 2009. Purchases for advertising an the buses have declined due to current ecanamic conditions. Non-Tr~D~portatlon Revenues including rental income, investment incame, and parking revenue decreased $11,265 .or 18%. The decreases are primarily due to decreases in rental income of $3,675 and parking revenue far $3,706. OperatiIJS Expenses GRTC's expenses in the amaunt .of $1,901,077 represent an increase .of $53,892 .or 2.9% campared ta September 2009. Expense variances are discussed in the following sectians. FrinRe B!l1eflts have increased $39,776 .or 11.7% campared ta September 2009. This increase is primarily due to an increase in health insurance caverage far $46,345. This increase was offset by a decrease In warker's campensatian insurance premiums of $7,582. Materia'~ and Supplies have increased $35,892 .or 11.7% compared ta the priar year primarily due ta an increase in fuel casts .of $42,227. This increase was offset by a decrease in revenue vehicle parts purchased .of $9,022. Purchasld Transportation far demand response and services far calleges have decreased $26,736 .or 12.3% campa red to last year. This decrease is due ta the use .of Job Access and Reverse Cammute (JARe) funds by the Company's service pravider Unified Human Services, Inc. The use of JARC funds reduces the Com pants expenses far eligible rides by 50%. David A: Bawers, President and Members .of the Baard .of Directars GRTC Financials November 15, 2010 Page 3 Subsidj~i GRTC's subsidies at $1,297,935 have decreased $8,642 or .7% compared ta September 2009. The reductian is primarily due ta a decrease in the State subsidy .of $46,334 cqmpared to September 2009. The State subsidy far FY 2011 is $1,142,453. This is $127,097 .or 10% belaw the anticipated subsidy tram the Commanwealth .of Virginia. This decrease was offset by increases in the subsidies by the City .of Raanake and Federal Transit Administratian of $37,692. No actian by the Board is needed an this matter. 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('f') t- M ........"('f")"N t-" t-O\t- M MN\O M" "'" ~ t- V) ~ "'" 'if. *-?f- '#. N V -.::t 00 VlOO\O N \C5 :! a.; N '-' "'" 00 V .,.; t- oo ",' '" ::!. V)OO V)OO c-i..t-c' '" '" '" \O-V) l.t")"O" 0-, ::::~ "'" - "": '" '" \0, - o ::!. \000 \0 "'00 '" \C5v)~ N t'000 \0 ........ r:---- 00 r:---- M"M"t' "<I::t''' "''''0 '" - '" V '" .3 Q) Z '" Zl <I) ~ ~Zl ~ ~ ~ 0 1l o - <I) -;<I)~ ;;; o ~ "" ~ .3~~ ~ ~ o o o o o ~ V) '" c-i ~ '" V 00 '" \0 - '" '" '" '" '" '" V)' V ~ ~ ~ '" '" 0' '" - '" '" "'" '" '" g o S o oS Q) z ~ .. .' ,"" GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 9/30/2010 9/30/2009 Year-to-Date Year-ta-Date % .of Change ASSETS CASH $ 843,892.38 $ 1,155,776.29 -27% ACCOUNTS RECEIVABLE $ 1,036,962.89 $ 1,238,819.99 -16% INVENTORY $ 437,351.92 $ 394,601.33 11% FIXED ASSETS FIXED ASSETS $ 29,286,885.75 $ 26,918,254.31 9% ACCUMULATED DEPRECIATION $ (14,508,040.14) $ (12,579,036.78) 15% NET FIXED ASSETS $ 14,778,845.61 $ 14,339,217.53 3% PREPAYMENTS $ 92,299.95 $ 82,230.11 12% TOTAL ASSETS $ 17,189,352.75 $ 17,210,645.25 0% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 311,895.26 $ 350,378.80 -11% PAYROLL LIABILITIES $ 215,742.31 $ 197,061.95 9% OTHER LIABILITIES $ 480,456.62 $ 505,588.44 -5% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,355,149.10 $ 5,571,840.80 -4% DEPRECIATION EXPENSE $ (471,002.95) $ (444,666.88) 6% RETAINED EARNINGS $ 11,303,176.79 $ 10,728,620.65 5% CAPITAL CONTRIBUTIONS $ 10,899.00 $ 280,158.00 -96% NET INCOME (LOSS) $ (16,968.38) $ 21,658.49 -178% TOTAL CAPITAL $ 16,181,258.56 $ 16,157,616.06 0% TOTAL LIABILITIES & CAPITAL $ 17,189,352.75 $ 17,210,645.25 0% GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS Nevember 19, 2010 Carl L. Palmer General Manager Valley Metro P. O. Bex 13247 Reanoke, Virginia 24032 Dear Mr. Palmer: I am enclesing cepy .of a reselutien autherizing the President, Vice President .of Operatiens, Assistant Vice President .of Operatiens, and/er the General Manager .of the Greater Reaneke Transit Cempany te negetiate, award, and/er execute centracts, agreements, change .orders, amendments, grants, licenses, permits, leases, and .other decuments that will bind GRTC in the ameunts set ferth in this reselutien, previded that such decuments are signed and in accerdance with certain .other terms and cenditiens as set ferth in said reselutien; and previding that this new reselutien replace the prier resolutien adepted by the GRTC Beard .on June 18, 2010, effective Nevember 15, 2010. The abevereferenced measure was adepted by the Beard .of Directers .of the Greater Reanoke Transit Cempany at a regular meeting which was held .on Menday, Nevember 15, 2010. Sincerely, ~ "'r<J.MI:lW\J Stephanie M. Meon C Secretary Enclesure pc: Christepher P. Merrill, Vice-President .of Operations, GRTC William M. Hackwerth, General Ceunsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Ceunsel, GRTC L:\CLERK\DA T A \CKSM] \OR TC. ] O\November 15, 20] 0 correspondence.doc p~' BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING THE PRESIDENT, VICE PRESIDENT OF OPERATIONS, ASSISTANT VICE PRESIDENT OF OPERATIONS, AND/OR THE GENERAL MANAGER OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC) TO NEGOTIATE, AWARD, AND/OR EXECUTE CONTRACTS, AGREEMENTS, CHANGE ORDERS, AMENDMENTS, GRANTS, LICENSES, PERMITS, LEASES, AND OTHER DOCUMENTS THAT WILL BIND GRTC IN THE AMOUNTS SET FORTH BELOW, PROVIDED THAT SUCH DOCUMENTS ARE SIGNED AND IN ACCORDANCE WITH CERTAIN OTHER TERMS AND CONDITIONS AS SET FORTH BELOW; PROVIDING THAT THIS NEW RESOLUTION REPLACE THE PRIOR RESOLUTION ADOPTED BY THE GRTC BOARD ON JUNE 18, 2001; AND ESTABLISHING AN EFFECTIVE DATE FOR THIS RESOLUTION. WHEREAS, .on June 18, 2001, the GRTC Beard .of Directers (hereafter Beard) approved a Reselutien effective July 1, 2001, autherizing GRTC's President, Vice President .of Operatiens, and General Manager te negetiate and/er execute certain decuments in an ameunt net te exceed $300,000, provided such decuments were signed by at least twe .of the three persens referred te in such Reselutien and subject te .other terms as set ferth in such Reselutien; and WHEREAS, the GRTC General Manager, by a Beard Repert dated Nevember 15,2010, te this Beard, has recemmended that the abeve Resolutien dated June 18, 2001, be replaced by a new Reselutien providing fer autherizatien te negetiate, award, and/or execute certain decuments as set ferth belew. THEREFORE, BE IT RESOLVED by the Board .of Directers of the Greater Reaneke Transit Cempany as fellews: 1. That as te all .operating expenses, regardless .of ameunt, that are approved as part .of GRTC's annual budget, that the President, Vice President of Operatiens, Assistant Vice President .of Operatiens, and/er the General Manager Board Resolution-New Authorization.doc 1 (hereafter-abeve mentiened .officials) are each autherized te negetiate, award, and/or execute centracts and .other decuments as described belew witheut .obtaining any further autherity from the Beard .or providing any netificatien te the Beard. Provided, hewever, that as te any .operating expenses in an ameunt exceeding $25,000 and net included in GRTC's approved annual budget, the Beard shall be netified five (5) business days in advance befere incurring any such .operating expenses so that any Beard member may cemment .on such expenses .or centact .one .of the abeve mentiened .officials abeut such propesed .operating expenses. 2. That as te capital projects .only, the Beard hereby grants the autherity set ferth belew: a. That the abeve mentiened .officials are each autherized te negetiate, award, and/er execute contracts, agreements, change .orders, amendments, grants, licenses, permits, leases, and .other decuments (hereafter decuments) that will bind GRTC in the ameunts and subject te the cenditiens and terms set ferth in this Reselutien. b. That with regard te decuments invelving an ameunt up te and including $50,000, each .of the abeve mentiened .officials may act with the autherity provided by this Reselutien witheut the need of providing a summary .of planned actiens germane te the decuments te the Beard and witheut having the need te .obtain a secend signature fer such decuments. c. That with regard te decuments invelving an ameunt greater than $50,000 up te and including $100,000, each .of the abeve mentiened .officials may act with the autherity provided by this Reselutien witheut the need .of previding a summary .of planned actiens germane te the decuments te the Beard, but such decuments are te be signed by at least twe .of the feur abeve mentiened .officials. , d. That with regard to decuments invelving an ameunt greater than $100,000, and up te and including $300,000, each .of the abeve mentiened .officials may act with the autherity provided by this Reselutien provided that a summary .of planned actiens germane to such decuments is submitted te the Beard fer its review and censideratien at least five (5) business days prier te executing any Board Resolution-New Authorization.doc 2 such decuments and that such decuments are signed by at least twe .of the feur abeve mentiened .officials. e. That with regard te decuments invelving an ameunt greater than $300,000, these decuments will be submitted te the Beard fer direct actien by the Beard. 3. Fer the purpese .of this Reselutien, the definitiens fer "capital prejects" and ".operating expenses" te be fellewed are as set ferth bel .ow by using the Federal Transit Administratien (FT A) definitiens fer "capital assets" and ".operating expenses": a. The U.S. Office .of Management and Budget Circular Ne. A-87, Revised, May, 1995, wherein the Federal Transit Administratien (FT A) defines capital project expenses as "Equipment" and "Other capital assets"; equipment means "an article .of nenexpendable, tangible persenal property having a useful life .of mere than .one year"; buses, trelleys, bus step shelters, .office furniture, cemputers, security cameras, bus maintenance mebile lifts, and tires and .other bus parts are examples .of equipment. Other capital assets means "buildings, land, and improvements te buildings .or land that materially increase their value .or useful life." b. FT A Circular 9030.1 D, May, 2010, defines eligible .operating expenses as "direct laber, material, and .overhead expenses incurred during a specified project peried, mest .often .one lecal fiscal year"; fuel, wages, materials and supplies, pensien and health benefits, self insurance cests, purchase .of service centracts fer public transpertatien purpeses, and cests asseciated with public transpertatien services, including services fer peeple with disabilities are examples .of eligible .operating expenses. 4. That each of the abeve mentiened .officials are hereby autherized te accept .or reject any bids .or propesals and/er te make an award as te any such decuments, and te alse make awards fer sele seurce .or emergency precurements, provided that such .official is net the persen negetiating such decuments. 5. That upen a determinatien made in advance by any .of the abeve mentiened .officials and set ferth in writing that cempetitive sealed bidding is either net practicable .or net fiscally advantageeus te the public, geeds, services, .or insurance may be procured by cempetitive negetiatien. Board Resolution-New Authorization.doc 3 6. That any decuments centaining indemnificatien requirements, terms requiring any disputes te be litigated in a jurisdictien .other than Virginia, .or limit .of liability provisiens may .only be negetiated by .one .or mere .of the abeve mentiened .officials, but shall be subject te the prier written approval .of the Beard befere any such decuments are executed. 7. As te all .of the abeve decuments and the procedures set ferth in this Reselutien, the abeve mentiened .officials and GRTC staff shall cemply with GRTC's procurement pelicies and all applicable federal, state, and lecal laws and regulatiens regarding such decuments and/er procurements. Furthermere, all such decuments, regardless .of dellar value, will be subject te approval as te ferm by GRTC's General Ceunsel. 8. The autherity previded fer in this Reselutien te the abeve mentiened .officials may be amended, medified, cancelled, .or rescinded at any time by the Beard. 9. This Reselutien replaces the prier Reselutien adepted .on June 18, 2001, as .of Nevember 15, 2010, which is the effective date .of this Reselutien. Date~~/S, w,'O Ii. '..... ." '-~' i ;'/{'~v ' ATTEST:' ':} <#.. D_ .' h\~ ~ ~]Mbdn~ebretary ~.' 1'(: '1' , _\..' v Board Resolution-New Authorization.doc 4 ,.~ - ~ '.t lrQ.3, ~ . .' Greater Reaneke Transit Cempany Beard .of Directers Meeting Nevember 15, 2010 David A. Bewers, President, and Members .of the Beard .of Directers Greater Reaneke Transit Cempany Reaneke, Virginia Dear President Bewers and Members .of the Beard: Subject: Recemmendatien te Revise the Beard's Pelicy Regarding Autherizatien te Negetiate and Execute Centracts, Leases, and Other Decuments BackQround. On June 18, 2001, the Greater Reaneke Transit Cempany (GRTC) Beard .of Directers (hereafter Beard) appreved a Reselutien, effective July 1, 2001, autherizing GRTC's President, Vice President .of Operatiens, and the General Manager te negetiate and execute centracts, leases, and .other decuments that will bind GRTC in an ameunt net te exceed $300,000, previded such decuments are signed by at least twe .of the three abeve mentiened .officials; that a summary .of planned actiens germane te the decument(s) be submitted te the Beard fer its review and censideratien at least five (5) business days prier te executing the decuments; and that all such decuments are te be approved as te ferm by GRTC's General Ceunsel. Because .of the American Recevery and Reinvestment Act .of 2009 (ARRA) and grant requirements, GRTC's everyday business velume requiring binding decuments has increased .over the last fiscal year. In .order te facilitate this increase in business volume and maintain an acceptable level .of efficiency, the follewing new Reselutien is propesed. Preposed New Resolutien. As a means .of reducing the velume and burden .of reviewing summaries .of planned centractual transactiens with dellar ameunts .of $300,000 .or less, and te aid in expediting the implementatien .of projects asseciated with the centractual transactiens, GRTC staff propeses that the current Pelicy be revised te expressly exclude all .operating expenditures, regardless .of ameunt, that are approved as part .of GRTC's annual budget; that the levels .of autherizatien described belew be required fer capital projects .only; and previde that the Beard will be netified five (5) business days in advance .of .operating expenditures in an ameunt exceeding $25,000 net included in GRTC's approved annual budget. The definitiens fer capital projects and .operating expenses te be fellewed are set ferth belew by using the Federal Transit Administratien (FT A) definitiens fer "capital assets" and "operating expenses". Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.vafleymetro.com David A. Bewers, President, and Members .of the Beard .of Directers November 15, 2010 Page 2 The U.S. Office .of Management and Budget Circular Ne. A-87, Revised, May, 1995, the Federal Transit Administratien (FT A) defines capital preject expenses as "Equipment" and "Other capital assets"; equipment means "an article .of nenexpendable, tangible persenal preperty having a useful life .of mere than .one year"; buses, trolleys, bus step shelters, .office furniture, cemputers, security cameras, bus maintenance mebile lifts, and tires and .other bus parts are examples .of equipment. Other capital assets means "buildings, land, and improvements te buildings .or land that materially increase their value .or useful life." FT A Circular 9030.1 D, May, 2010,defines eligible .operating expenses as "direct laber, material, and .overhead expenses incurred during a specified project peried, mest .often .one lecal fiscal year"; fuel, wages, materials and supplies, pensien and health benefits, self insurance cests, purchase .of service centracts fer public transpertatien purpeses, and cests asseciated with public transpertatien services, including services fer peep Ie with disabilities are examples .of eligible .operating expenses. GRTC staff propeses that the President, Vice President .of Operatiens, Assistant Vice President .of Operatiens, and/er the General Manager (hereafter-abeve mentiened .offiCials) each be autherized te negetiate, award, and/er execute centracts, agreements, change .orders, amendments, grants, licenses, permits, leases, and .other decuments (hereafter decuments) that will bind GRTC, in an ameunt up te and including $50,000, witheut having te submit a summary .of planned actiens germane te the decument(s) te the Beard fer its review and censideratien at least five (5) business days prier te executing the decuments. GRTC staff prepeses that the abeve mentiened .officials be autherized te negetiate, award, and/er execute decuments that will bind GRTC in an ameunt greater than $50,000 up te and including $100,000, witheut having te submit a summary .of planned actiens germane te the decuments te the Beard fer its review and censideratien five (5) business days prier te executing the decuments provided such decuments are signed by at least twe .of the feur abeve mentiened .officials . : GRTC staff propeses that the abeve mentiened .officials be autherized te negetiate, award, and/or execute decuments that will bind GRTC in an ameunt greater than $100,000 and up te and including $300,000, previded that a summary .of planned actiens germane te the decuments is submitted te the Beard fer its review and censideratien five (5) business days prior te executing the decuments and such decuments are signed by at least twe .of the feur abeve mentiened .officials. GRTC staff propeses that Decuments invelving ameunts greater than $300,000 will be submitted te the Beard fer direct actien by the Beard. GRTC staff propeses that any .one .of the abeve mentiened .officials be autherized te accept .or reject any bids .or prepesals and/er te "award" centracts .or similar decuments, and te alse David A Bewers, President, and Members .of the Beard .of Directers .. Nevember 15,2010 Page 3 make awards fer sele seurce .or emergency procurements, previded that such .official was net the persen negotiating such centracts .or similar decuments. GRTC staff propeses that upen a determinatien made in advance by any .of the abeve mentiened .officials and set ferth in writing that cempetitive sealed bidding is either net practicable .or net fiscally advantageeus te the public, geeds, services, .or insurance may be procured by cempetitive negetiatien. GRTC staff propeses that any decuments centaining indemnificatien requirements, terms requiring any disputes te be litigated in a jurisdictien .other than Virginia, .or limit .of liability provisiens may .only be negetiated by any .one .of the abeve mentiened .officials subject te the prier written approval .of the Beard befere being executed. As a prerequisite te purchasing .or leasing real estate, geeds, and services, regardless .of dellar value, resulting in the decuments described herein, the abeve mentiened .officials and GRTC staff will cemply with GRTC's procurement pelicies and all applicable federal, state, and lecal regulatiens and laws geverning such pelicies. Further, all such decuments regardless .of dellar value, will be subject te approval as te ferm by GRTC's General Ceunsel. Recemmendatien. Recemmend the Beard approve the prepesed new Reselutien described abeve te replace the June 18, 2001, Reselutien geverning autherizatien te negetiate and execute decuments with values net te exceed $300,000, provided that the propesed levels .of autherizatien centained in the new Reselutien cemply with GRTC's procurement pelicies and all applicable federal, state, and lecal regulatiens and laws geverning such pelicies, and that such propesed levels .of autherizatien be subject te approval as te ferm by GRTC's General Ceunsel. Recemmend that the effective date fer the new Reselutien set ferth abeve be Nevember 15, 2010. Res~.. 8e7tf. u~itted, ~ ./__. Carl L. Palmer General Manager Vice President .of Operatiens GRTC Liaisen Treasurer Secretary General Ceunsel Municipal Auditer ~.Q'YA Vallelf ~ ...... - -- Navember 15, 2010 David A. Bowers, President and Members .of the Baard .of Directars Dear President Bawers and Members .of the Baard: Enclased are the follawing reparts related ta KPMG's financial statement audit of Greater . Raanake Transit Campany as .of and far the year ended June 30, 2010: . One capy of the financial statement; . One capy .of the Communicatian ta the Baard .of Directars; and . One capy of the Management Letter. Na actian by the Baard is needed an this matter. Respectfully Submitted, ~~6~ Stephanie Giles Cc: Vice President of Operatians Treasurer Secretary Legal Caunsel GRTC Vice President of Operatians Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.cam I I I I I I I I I I I I I I I I I I I - GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Financial Statements and Required Supplementary Information June 30, 2010 and 2009 (With Independent Auditors' Reports Thereon) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Table of Contents Required Supplementary Information: Management's Discussion and Analysis Independent Auditors' Report Financial Statements: Statements of Net Assets Statements of Revenues, Expenses and Changes in Net Assets Statements of Cash Flows Notes to Financial Statements Other Report of Independent Auditor: Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards Page(s) 1-7 8 9 10 11 12 - 18 19 - 20 I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2010 and 2009 I The management of the Greater Roanoke Transit Company (the Company) offers readers of our financial statements the following narrative overview and analysis of our financial activities for the years ended June 30, 2010 and 2009. The following should be read in conjunction with our financial statements and notes thereto. Financial Statements The financial statements of the Company reflect the transit operations. of the Company. Our financial statements are prepared on the accrual basis of accounting. This is the same basis of accounting employed by most private-sector enterprises. Our financial statements include the following components: . Statements of Net Assets, which presents information on the assets and liabilities ofthe Company, with the resulting difference between the two reported as net assets. Over time, increases or decreases in net assets may serve as a useful indicator of whether the fmancial position of the Company is improving or deteriorating. . Statements of Revenues, Expenses and Changes in Net Assets, which reports revenues and expenses, classified as operating and nonaperating, and capital contributions for the period. The resulting change in net assets for the period is combined with the beginning of the year total net asset balance in order to reconcile to the end of the year total net assets on the Statements of Net Assets. . Statements of Cash Flows, which reports the cash flows experienced by the Company from operating, non capital financing, capital and related financing, and investing activities. The net result of the cash provided by or used in these activities for the period, added to the beginning of the year cash and cash equivalents balance reconciles to the cash and cash equivalents balance presented on the Statements of Net Assets. . Notes to Financial Statements, which explain and provide additional information on the data presented in the financial statements as of and for the years ended June 30, 2010 and 2009. Financial Highlights The following major fmancial highlights are of note for the years ended June 30, 2010 and 2009: Fiscal Year 2010 . Assets exceeded liabilities by $16,658,330 (net assets) as .of June 30, 2010. Net assets include $1,425,852, which is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. . Net assets increased $357,864 for the year ended June 30, 2010. The unrestricted portion of net assets decreased $404,120 while the portion of net assets invested in long-term capital assets increased $761,984 compared to the balance as of June 30, 2009. 1 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2010 and 2009 . Operating revenues decreased by $45,730 compared to the previous year, due primarily to a decrease in passenger ridership. . Operating expenses decreased $75,281 primarily due to reductions in the Company's budget for fiscal year 2010. . Total net nonoperating revenues decreased $552,522 compared to the previous year due primarily to a decrease in state and local funding in the amount of $592,677. . Capital contributions increased $1,232,890 compared to the previous year due to increased federal and state contributions needed for capital asset purchases in fiscal year 2010. Fiscal Year 2009 . Assets exceeded liabilities by $16,300,466 (net assets) as of June 30,2009. Net assets include $1,829,972; which is considered unrestricted and available to meet ongoing and future obligations of the Company, including its share of capital projects. . Net assets decreased $352,055 for the year ended June 30, 2009. The unrestricted partion of net assets increased $237,322 while the portion of net assets invested in long-term capital assets decreased $589,377 compared to the balance as of June 30, 2008. . Operating revenues increased by $12,038 compared to the previous year, due primarily to an increase in monthly and weekly pass sales. . Operating expenses increased $348,803 compared to the previous year, due primarily to higher personnel costs, insurance, fuel, and purchased transportation costs. . Total net nonoperating revenues increased $315,091 compared to the previous year due primarily to an increase in federal, state and local funding in the amount of $392,918, partially offset by a decrease in other net revenues in the amount of $77 ,827. . Capital contributions increased $345,356 compared to the previous year due to increased federal and state contributions needed for capital asset purchases in fiscal year 2009. Additional detail on the above items, along with other information, is discussed in the following sections. 2 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2010 and 2009 Net Assets A summary of the major components of the Statements of Net Assets as of June 30, 2010, 2009, and 2008 are as follows: Current assets Capital assets, net Total assets $ Summary of Net Assets Fiscal year Fiscal year 2010 2009 increase increase 2010 2009 2008 (decrease ) (decrease) 2,089,897 2,556,262 2,319,110 (466,365) 237,152 15,232,478 14,470,494 15,059,871 761,984 (589,377) 17,322,375 17,026,756 17,378,981 295,619 (352,225) 664,045 726,290 726,460 (62,245) (170) 15,232,478 14,470,494 15,059,871 761,984 (589,377) 1,425,852 1,829,972 1,592,650 (404,120) 237,322 16,658,330 16,300,466 16,652,521 357,864 (352,055) Current liabilities Invested in capital assets Unrestricted net assets Total net assets $ Fiscal Year 2010 Total net assets of $16,658,330 increased $357,864, .or 2.2%, for the year ended June 30,2010. The increase in net assets is primarily due to an increase in capital assets, net, which increased $761,984, or 5.3%. Unrestricted net assets decreased $404,120 in the current period primarily due to an increase in expenditures forinvested in capital assets. The Company's investment in capital expenditures increased to $305,874 in June 2010 compared to $60,563 in June 2009. The expenditures include the purchase of four (4) MCI Coach Buses for $1,956,000, of which the Company's expenditure was $246,010. Current assets decreased $466,365 primarily due to decreases in cash and cash equivalents, the amount due from the Commonwealth of Virginia, and other assets. Cash and cash equivalents decreased $247,951 primarily due to outstanding grant reimbursements. The amount due from the Commonwealth of Virginia for its share of funds paid for capital assets decreased $294,709 compared to June 2009. This decrease is due to a decrease in capital contributions from the Commonwealth compared to June 2009. Other assets decreased $102,045 primarily due to a decrease in prepaid insurance compared to the prior fiscal year. The decreases were partially offset by an increase in the amount due from the FTA of $199,071. The current liabilities decreased $62,245, or 8.6%, compared to the balance as of June 30, 2009. It is important to note that the Company has maintained financial operations without issuance of any long-term debt. 3 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY- TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2010 and 2009 Fiscal Year 2009 Total net assets of $16,300,466 decreased $352,055, or 2.1%, for the year ended June 30, 2009. The decrease in net assets is primarily due to a decrease in capital assets, net, which decreased $589,377, or 3.9%. Unrestricted net assets increased $237,322 in the current period primarily due to the increase in nonoperating revenues over the prior year. Current assets increased $237,152 primarily due to an increase in the amount due from the Commonwealth of Virginia for $369,160. The amount due from the Commonwealth of Virginia is for reimbursement of its share of funds paid for four (4) trolley buses purchased by the Company in the year ended June 2009. This increase was partially offset by a decrease in supplies and materials of $44,049, or 10.5%. This decrease is primarily due to the decrease in the cost of fuel as of June 30, 2009 compared to June 30, 2008. The current liabilities decreased $170, or 0.02%, compared to the balance as of June 30, 2008. It is impartant to note that the Company has maintained financial operations without issuance of any long-term debt. Changes in Net Assets Condensed financial information from the Statements of Revenues, Expenses, and Changes in Net Assets for the years ended June 30, 2010, 2009, and 2008 is provided below, followed by additional breakdown and analysis of the changes in the various categories: Condensed Statements of Changes in Net Assets Fiscal year Fiscal year 2010 2009 increase increase 2010 2009 2008 (decrease ) (decrease) Total operating revenues $ 1,904,502 1,950,232 1,938,194 (45,730) 12,038 Total operating expenses (9,474,181) (9,549,462) (9,200,659) (75,281) 348,803 Total net nonoperating revenues 5,579,445 6,131,967 5,816,876 (552,522) 315,091 Capital contributions 2,348,098 1,115,208 769,852 1,232,890 345,356 Change in net assets 357,864 (352,055) (675,737) 709,919 323,682 Ending total net assets 16,658,330 16,300,466 16,652,521 357,864 (352,055) 4 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2010 and 2009 Additional discussion on each component of the Statement of Revenues, Expenses and Changes in Net Assets is provided in the following paragraphs: Revenues Fiscal year Fiscal year 2010 2009 increase increase 2010 2009 2008 (decrease) (decrease ) Operating revenues: $ Passenger fares 1,622,105 1,696,222 1,657,545 (74,117) 38,677 Smart Way fares 200,616 188,433 150,366 12,183 38,067 STAR. fares 73,233 65,277 59,792 7,956 5,485 Other primary fares 8,548 300 70,491 8,248 (70,191 ) Total operating revenues 1,904,502 1,950,232 1,938,194 (45,730) 12,038 Nonoperating revenues (expenses): Noncapital grants 5,252,579 5,780,738 5,387,820 (528,159) 392,918 Advertising 104,459 120,880 176,118 (16,421) (55,238) Rental income 142,250 147,188 156,183 (4,938) (8,995) Interest income 7,337 13,598 28,971 (6,261) (15,373) Parking income 58,245 58,454 64,381 (209) (5,927) Gain (loss) on disposal of capital assets, net 3,992 4,950 (3,992) (958) Miscellaneous 14,575 7,117 (1,547) 7,458 8,664 Total net nonoperating revenues 5,579,445 6,131,967 5,816,876 (552,522) 315,091 Capital contributions 2,348,098 1,115,208 769,852 1,232,890 345,356 Total revenues $ 9,832,045 9,197,407 8,524,922 634,638 672,485 Fiscal Year 2010 Operating revenues decreased $45,730, or 2.3%. Passenger fares decreased $74,117 or 4.4% compared to the previous period primarily due to a decrease in passenger rides on the fixed route service. Passenger rides on fixed routes of2,381,371 decreased 94,206, or 3.9%, compared to the period ended June 2009. In fiscal year 2006, the Company started a commuter service (The Smart Way) between Roanoke and Blacksburg. The Smart Way service operating revenue increased $12,183, or 6.5%, compared to the previous period although its ridership decreased 4,693, or 7.3%. The increase in far~s is primarily due to the increased fare on the Smartway to $4.00 per trip from $3.00 per trip effective January 2,2010. The Company's total passenger rides for fiscal year 2010 was 2,440,846. Other primary fares increased $8,248 due to an increased number of governmental shuttles provided for the City of Roanoke compared to the prior year. Miscellaneous revenue increased $7,458 primarily due to an increase in warranty claim payments of $4,069. 5 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2010 and 2009 Net nonoperating revenues decreased $552,522, or 9.0%, compared to the previous year due primarily to a decrease in non capital grants of $528,974 for the fiscal year ended June 2010. This is primarily due ta a decrease in the Commonwealth of Virginia and the City of Roanoke funding compared to the prior year. The Commonwealth of Virginia funding decreased $318,307 or 22.9%. The City of Roanoke funding decreased $274,370 or 19.7% primarily due to reductions in the Company's budget for fiscal year 2010. The decreases were partially offset by an increase in FTA funding of $63,703 primarily due to FTA ARRA Operating Assistance to offset the Commonwealth of Virginia's reduction in funding. Capital contributions increased $1,232,890, or 110%, compared to the previous year, due to the Company's larger purchases of capital assets in fiscal year 20 I 0 compared to fiscal year 2009. The capital assets purchased in fiscal year 2010 include one (1) para-transit bus, and four (4) 40' coach buses. Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions increased for the year ended June 30,2010 over June 30,2009 as a result of the increase ill capital asset purchases. Fiscal Year 2009 Operating revenues increased $12,038, or 1%. Passenger fares increased $38,677 compared to the previous period primarily due to an increase in Monthly and Weekly Pass sales of $64,778 or 13%. This increase was partially offset by a decrease in cash and single ride tickets fares of $26,101, or 2.3%. Passenger rides on fixed routes of2,475,577 increased 102,131, or 4.3%, compared to the period ended June 2008. In fiscal year 2006, the Company started a commuter service (The Smart Way) between Roanoke and Blacksburg. The Smart Way service operating revenue increased $38,067, or 25.3%, compared to the previous period and its ridership increased 11,257, or 21.3%. The Company's totalpassenger rides for fiscal year 2009 was 2,539,745. Net nonoperating revenues increased $315,091, or 5.4%, compared to the previous year due primarily to an increase in non capital grants of $392,918 for the fiscal year ended June 2009. This is primarily due to increases in the FT A, the Commonwealth of Virginia, and the City of Roanoke funding the Company received during the current period. The FTA funding increased $96,968, or 3.6%. The Commonwealth of Virginia funding increased $95,849, or 7.3%. The City of Roanoke funding increased $71,252, or 5.4%, compared to the previous period. These increases are based on available funding and prior year expenses and performance. The funding from the localities of the City of Salem and the Town of Vinton increased $86,500, or 71.2% due to an increase in Specialized Transit Arranged Rides (S:T.A.R.) compared to the previous period. This increase was offset by decreases in other revenue .of $77,827. The decreases were primarily due to a decrease in advertising revenue of $55,238 and investment revenue af$15,373. Capital contributions increased $345,356, or 44.8%, compared to the previous year, due to the Company's larger purchases of capital assets in fiscal year 2009 compared to fiscal year 2008. The capital assets purchased in fiscal year 2009 include four (4) trolley buses. 6 (Continued) r~ I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit ofthe City of Roanoke, Virginia) Management's Discussion and Analysis June 30, 2010 and 2009 Capital contributions fluctuate based on the capital asset needs of the Company. Accordingly, capital contributions increased for the year ended June 30, 2009 over June 30, 2008 as a result of the increase in capital asset purchases. Operating expenses: Transportation $ Vehicle maintenance Nonvehicle maintenance Administration Depreciation Total operating expenses $ Expenses Fiscal year Fiscal year 2010 2009 increase increase 2010 2009 2008 (decrease) (decrease ) 4,227,017 4,333,509 4,191,716 (106,492) 141,793 844,047 866,111 813,841 (22;064) 52,270 317,202 290,335 269,750 26,867 20,585 2,183,248 2,269,176 2,138,708 (85,928) 130,468 1,902,667 1,790,331 1,786,644 112,336 3,681' 9,474,181 9,549,462 9,200,659 (75,281) 348,803 Fiscal Year 2010 Operating expenses totaling $9,474,181 decreased $75,281 compared to fiscal year 2009. Departmental expenses decreased $187,617, or 2.4%, due to budget reductions in fiscal year 2010~ The decrease was offset by an increase in depreciation expense of$112,336 compared to the prior year. Fiscal Year 2009 Operations expenses totaling $9,549,462 increased $348,803 compared to fiscal year 2008. Operating expenses increased as salaries increased due to contractual wage increases and increases in overtime to replace employees on leave under the Federal Family Medical Leave Act. Looking Ahead to 2011 The Greater Roanoke Transit Company Board of Directors has adopted the Campany's budget for fiscal year 2011. This budget includes wage increases for employees covered by the union contract of approximately 2.9%, an increase in the security services provided at the Campbell Court Transfer Center of $34,200, the added position of an inventory clerk for $28,000, and approximately $110,000 increase for fringe benefits due to increased health insurance costs. The budget also includes an increase in fare for youth ages 11-18 from no charge to $0.75 per trip. Request for Information This financial report is designed to provide interested parties with a general overview of the Company's finances. Should you have any questions about this report or need additional information, please contact Stephanie Giles, Director of Finance, 1108 Campbell Ave., S.E., P. O. Box 13247, Roanoke, Virginia, 24032. 7 I I I .. KPMG LLP Suite 1710 10 S. Jefferson Street Roanoke, VA 24011-1331 I Independent Auditors' Report I The Board of Directors Greater Roanoke Transit Company: I We have audited the accompanying financial statements of Greater Roanoke Transit Company - Transit Operations (the Company), a blended component unit of the City of Roanoke, Virginia, as of and for the years ended June 30, 2010 and 2009, as listed in the accompanying table of contents. These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits in accordance with auditing standards generally accepted in the United States .of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal control over financial reporting as. a' basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test'basis, evidence supparting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. In our opinion, the [mancial statements referred to above present fairly, in all material respects, the financial position of Greater Roanoke Transit Company - Transit Operations as of June 30, 2010 and 2009, and the changes in its financial position and its cash flows for the years then ended in conformity with U.S. generally accepted accounting principles. . In accordance with Government Auditing Standards, we have also issued a report dated October 27,2010 on our consideration of the Company's internal control over financial reporting and on our tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements and other matters. The purpose of that report is to describe the scope of our testing of internal control over financial reporting and compliance and the results of that testing, and not to provide an opinion on the internal control over financial reporting or on compliance. That report is an integral part of an audit performed in accordance with Government Auditing Standards and should be considered in assessing the results of our audit. The Management's Discussion and Analysis included on pages 1 through 8 is not a required part of the financial statements, but is supplementary information required by U.S. generally accepted accounting principles. We have applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information. However, we did not audit this information and express no opinion on it. I I I I I I I I I I I I KPMG- LL"P October 27, 2010 I 8 KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative, a Swiss entity. I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Net Assets June 30, 2010 and 2009 Assets 2010 2009 Current assets: Cash and cash equivalents, including cash equivalents of $114,077 and $405,844 in 2010 and 2009, respectively (note 2) Due from: Federal Transit Administration Commonwealth of Virginia Local governments Accounts receivable Supplies and materials (note 4) Other assets Total current assets Capital assets (notes 3 and 5): Land Buildings, structures and improvements Buses Shop and garage equipment Office equipment and furnishings Accumulated depreciation Capital assets, net Total assets $ 339,252 587,203 1,001,993 802,921 . 231,631 526,340 25,948 90,210 55,412 40,933 404,078 375,027 31,583 133,628 2,089,897 2,556,262 603,302 603,302 10,553,898 10,057,981 15,281,620 13,268,973 2,143,907 2,006,833 686,788 667,775 (14,037,037) (12,134,370) . 15,232,478 14,470,494 17,322,375 17,026,756 Liabilities Current liabilities: Trade accounts payable Accrued salaries and benefits Other liabilities (note 7) Total current liabilities Commitments and contingencies (notes 6 and 8) Net Assets 288,619 293,190 82,236 664,045 353,650 302,590 70,050 726,290 Invested in capital assets Unrestricted 15,232,478 1,425,852 16,658,330 14,470,494 1,829,972 16,300,466 Total net assets $ See accompanying notes to financial statements. 9 I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Revenues, Expenses and Changes in Net Assets Years ended June 30,2010 and 2009 2010 2009 Operating revenues: Charges for passenger fares $ 1,904,502 1,950,232 Operating expenses: Salaries and wages 2,945,244 2,937,996 Fringe benefits (note 6) 1,437,393 1,368,122 Services 440,570 422,538 Utilities 273,815 249,807 Insurance 374,528 391,191 Purchased services and other expenses (note 8) 808,148 886,680 Materials and supplies 1,291,816 1,502,797 Depreciation 1,902,667 1,790,331 Total operating expenses 9,474,181 9,549,462 Operating loss (7,569,679) (7,599,230) Nonoperating revenues (expenses): Noncapital grants or assistance: Federal Transit Administration 2,848,622 2,772,898 Commonwealth of Virginia 1,090,780 1,405,040 City of Roanoke 1,112,953 1,387,323 City of Salem 114,511 125,729 Town of Vinton 81,360 82,224 New River Valley Metropolitan Planning Organization 36,961 44,655 Unified Human Transportation Services 13,354 Carilion Foundation 46,909 23,476 Downtown Roanoke, Inc. 20,946 10,434 O. Winston Link Transportation Museum (note 7) (29,358) Commonwealth Coach and Trolley Museum (note 7) (62,478) (46,429) Roanoke Chapter National Railway Historical Society (8,627) (37,966) Total noncapital grants or assistance 5,252,579 5,780,738 Local share and other revenue (expense): Advertising 104,459 120,880 Rental income (note 8) 142,250 147,188 Parking income 58,245 58,454 Interest income 7,337 13,598 Gain on disposal of capital assets 3,992 Other 14,575 7,117 Total local share and other net revenue 326,866 351,229 Total net nonoperating revenues 5,579,445 6,131,967 Loss before capital contributions (1,990,234) (1,467,263) Capital contributions (note 3) 2,348,098 1,115,208 Change in net assets 357,864 (352,055) Total net assets at beginning of year 16,300,466 16,652,521 Total net assets at end of the year $ 16,658,330 16,300,466 See accompanying notes to financial statements. 10 I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Statements of Cash Flows Years ended June 30, 2010 and 2009 Cash flows from operating activities and local share and other revenue (excluding interest): ' Cash received from customers Cash payments to suppliers for goods and services Cash payments to employees for services Local share and other revenue received Net cash used in operating activities Cash flows from noncapital financing activity: Operating grants received Cash flows from capital and related financing activities: Acquisition of capital assets Proceeds from sale of capital assets Capital contributions Net cash used in capital and related financing activities Cash flows from investing activity: Interest income received Net increase (decrease) in cash and cash equivalents Cash and cash equivalents at beginning of year Cash and cash equivalents at end of year Reconciliation of operating loss to net cash used in operating activities: Operating loss Adjustments to reconcile operating loss to net cash used in operating activities: Local share and other net revenue (excluding interest) Depreciation Gain on disposal of capital assets Changes in assets and liabilities: (Increase) decrease in accounts receivable (Increase) decrease in supplies and materials Decrease in other assets (Decrease) increase in trade accounts payable (Decrease) increase in accrued salaries and benefits Increase in other liabilities Net cash used in operating activities See accompanying notes to financial statements. 11 2010 2009 $ 1,904,502 1,950,232 (3,168,728) (3,324,314) (4,392,037) (4,259,147) 305,050 344,704 (5,351,213) (5,288,525) 5,702,314 5,625,551 (2,664,651 ) (1,200,954) 3,992 2,058,262 865,977 (606,389) (330,985) 7,337 13,598 (247,951) 19,639 587,203 567,564 $ 339,252 587,203 $ (7,569,679) (7,599,230) 319,529 337,631 1,902,667 1,790,331 (3,992) (14,479) 11,065 (29,051 ) 44,049 102,045 1,669 (65,031) 40,269 (9,400) 46,971 12,186 42,712 $ (5,351,213) (5,288,525) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit ofthe City of Roanoke, Virginia) Notes to Financial Statements June 30, 2010 and 2009 (1) Summary of Significant Accounting Policies (a) Organization and Purpose The Greater Raanoke Transit Company (the Company) is a private, nonprofit, public service organization wholly owned by the City of Roanoke, Virginia (the City). The Company pravides a comprehensive range of transportation services for the residents of the greater Roanoke area, including bus service along fixed routes, special services for the disabled, and shuttle buses. Similar to other public transportation systems, government subsidies are required to fund operations. The Company is the recipient of operating and capital grants from federal, state, and local agencies, including the Federal Transit Administration (the FTA), the Virginia Department of Rail and Public Transportation, and the City. Company policy decisions are made by the Board of Directors, which is comprised of two (2) City council members, two (2) city employees, and three (3) citizens of the community at large. The Company contracts with First Group America Company (dba First Transit, Inc.) to provide senior management professionals. The remainder of the staff are employees of Southwestern Virginia Transit Management Company, Inc. whose contract expires in September 2011. The Company is reported as a blended component unit of the primary governmental reporting entity of the City. The Company's financial position and results of operations are recorded in an enterprise fund, a proprietary fund type, of the City. (b) Basis of Accounting The accompanying financial statements reflect the transit operations of the Company and are accounted for on the economic resources measurement focus and use the accrual basis of accounting, which is in accordance with U.S. generally accepted accounting principles (GAAP) and conform with the requirements of the FTA's National Transit Database, as amended. In accordance with Governmental Accounting Standards Board (GASB) Statement No. 20, Accounting and Financial Reporting for Proprietary Funds and Other Governmental Entities That Use Proprietary Fund Accounting, the Company applies all applicable GASB pronouncements and all Financial Accounting Standards Board (F ASB) Statements and Interpretations, Accounting Principles Board (APB) Opinions, and Accounting Research Bulletins (ARB) issued after November 30, 1989, unless they conflict with or contradict GASB pronouncements. (c) Cash and Cash Equivalents Cash and cash equivalents are considered to be cash on hand and short-term investments with original maturities of three months or less from the date of acquisition. Cash equivalents are stated at cost, which approximates market value, and consist of money market mutual funds and a pooled repurchase agreement with an original maturity of three months .or less collateralized by U.S. Government securities. At June 30, 2010, the Company's cash and cash equivalents on hand and in banks had a carrying value of $339,252 and an actual bank balance of $240,193. 12 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Compon'ent Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2010 and 2009 (d) Capital Assets Capital assets are stated at cost less accumulated depreciation computed by the straight-line method over the estimated lives of the respective assets as follows: Buildings, structure and improvements Buses Shop and garage equipment Office equipment and furnishings 3 to 40 years 7 to12 years 3 to 5 years 2 to 10 years (e) Revenue Recognition Passenger fares and advertising are recorded as revenue at the time of sale. Rental and parking income are recorded on the accrual basis. (f) Accounts Receivable Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company does not record an allowance for existing accounts receivable based on historical experience. Account balances are charged off after all means of collection have been exhausted and the potential for recovery is considered remote. (g) Compensated Absences Company employees are granted vacation leave in varying amounts. In the event of termination, an employee is reimbursed for accumulated vacation in full. Accumulated vacation is recorded as an expense and liability as the benefits accrue to employees. Employees are not granted sick leave, but certain employees receive compensation for sick days. Sick leave is recorded as an expense as the employee utilizes it. In accordance with GAAP, the liability calculations include an accrual at the current rate of pay and ancillary salary-related payments (i.e., the employer's share of social security and Medicare taxes) associated with its ultimate liquidation. (h) Operating Revenues and Expenses Operating revenues consist of charges for passenger fares. Operating expenses include costs of services provided, including personnel costs, purchased services, utilities, materials and supplies, insurance and depreciation. All other revenues and expenses, with the exception of capital contributions, are classified as nonoperating revenues and expenses. ' (i) Deferred Compensation Plan Company employees participate in the Southwestern Virginia Transit Management Company, Inc. Retirement Plan (the Plan), which is a deferred compensation plan and trust covering all eligible employees of the Company. Under the terms of the Plan agreement, all full-time employees are required to participate in the Plan upon completion of their probationary employment period, which is 90 days from date of hire for all employees. Southwest Virginia Transit Management Company, 13 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Notes to Financial Statements June 30, 2010 and 2009 Inc. is the trustee of the Plan and the Plan is administered by the Reliance Trust Company. Participants contribute to the Plan through voluntary payroll deductions. Participants may elect to defer up to 100% of their pretax compensation not to exceed the IRS limitations on net contributions. Participants are required to contribute a minimum .of 3% of annual compensation. The Company can make contributions at its discretion. The Plan qualifies as a government plan under Section 457 of the Internal Revenue Code. This qualification exempts the Plan from ERISA and DOL regulations. Charges to operations under the Plan are based on 3% of union and salary participants' eligible payroll. The Company increased its contribution percentage from 2.5% to 3.0% of eligible payroll for union participants, effective July 1,2004. (j) Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. (k) New Accounting Pronouncements During the fiscal year ended June 30, 2010, the Company adopted GASB Statement No. 51, Accounting and Financial Reporting for Intangible Assets. GASB Statement No. 51 provides guidance on how to identify, account for, and report intangible assets. The adoption .of GASB Statement No. 51 by the Company in fiscal year 2010 had no material impact on the Company's financial statements or disclosures for the year ended June 30, 2010. During the fiscal year ended June 30, 2009, the Company adopted GASB Statement No. 49, Accounting and Financial Reporting for Pollution Remediation Obligations. GASB Statement No. 49 establishes accounting and [mancial reporting standards for pollution (including contamination) remediation .obligations, which are obligations to address the current or potential detrimental effects of existing pollution by participating in pollution remediation activities such as site assessments and cleanups. The Standard excludes pollution prevention or control obligations with respect to current operations, and future pollution remediation activities that are required upon retirement of an asset, such as landfill closure and post-closure care and nuclear power plant decommissioning. The adoption of GASB Statement No. 49 by the Company as of June 30, 2009 had no material impact on the Company's [mancial statements or disclosures for the year ended June 30, 2010. (2) Deposits and Investments The Company may invest in the following approved investment vehicles: . Direct obligations of the federal government backed by the full faith and credit of the United States; . Obligations of the Commonwealth of Virginia, including stocks, bonds and other evidences .of indebtedness of the Commonwealth of Virginia, and those unconditionally guaranteed as to the payment of principal and interest by the Commonwealth of Virginia; 14 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit ofthe City of Roanoke, Virginia) Notes to Financial Statements June 30, 2010 and 2009 . Obligations of Virginia counties, cities, etc. (subject to certain restrictions); . Obligations of the International Bank, Asian Development Bank and African Development Bank; . Domestic bankers' acceptances from institutions with a rating ofB/C or better in the Keefe, Bruyette & Woods, Inc. ratings; . Commercial paper with a maturity of two-hundred seventy (270) days or less with a Moody's rating of prime 1 and Standard & Poor's rating of A-I, with the issuing corporation having a net worth .of at least fifty million dollars; the net income of the issuing corporation, or its guarantor, has averaged three million dollars per year of the previous five years; and all existing senior bonded indebtedness of the issuer, or its guarantor, is rated "A" or better by Moody's Investor Services, Inc., and Standard & Poor's, Inc. . Corporate notes with a rating of at least Aa by Moody's Investors Service, Inc. and a rating of at least AA by Standard and Poor's, Inc. and a maturity of no more than five (5) years; . Money market funds; . Demand and savings deposits; and . Time deposits, certificates of deposit and repurchase agreements. All cash and cash equivalents are held by [mancial institutions in the name of the Company. At June 30, 2010, all cash and cash equivalents were fully collateralized pursuant to agreements with all participating financial institutions to pledge assets on a pooled basis to secure public deposits according ta the Virginia Security for Public Deposits Act Regulations of the Code of Virginia. Capital Grant Funds (a) Capital Expenditures Capital aSset purchases have been funded primarily under FTA capital grants to the Company. Additional matching requirements were met by the Commonwealth of Virginia, City of Roanoke and the New River Valley Metropolitan Planning Organization. Capital grant funds received (cash basis) and capital grant funds outstanding at June 30, 2010 are as follows: Capital Cumulative grant funds capital received grant funds 2010 received 1,067,082 16,323,242 1,043,550 3,233,051 166,982 56,750 19,780,025 (3) FTA Commonwealth of Virginia City of Roanoke New River Valley MPO $ $ 56,750 2,167,382 15 Outstanding capital grant. amount 3,986,520 430,183 4,416,703 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit ofthe City of Roanoke, Virginia) Notes to Financial Statements June 30, 2010 and 2009 (b) Operations The Company receives operating assistance from the FTA, Commonwealth of Virginia, City of Roanoke, City of Salem, Town of Vinton, New River Valley Metropolitan Planning Organization, and Unified Human Transportation Services. During fiscal years 2010 and 2009, the Company also received operating assistance from the Carilion Foundation and Downtown Roanoke, Inc. for its Star Line trolley bus service. (4) Supplies and Materials As ofJune 30, 2010 and 2009, supplies and materials consisted of: 2010 2009 Parts $ 373,546 354;723 Diesel fuel 19,077 14,974 Lubricating oil 11,455 5,330 $ 404,078 375,027 Supplies and materials are valued on the weighted average cost basis. (5) Capital Assets The following is a summary of the changes in capital assets, net for the years ended June 30, 2010 and 2009: Balances June 30, 2009 Balances June 30, 2010 Increases Decreases Capital assets not being depreciated: Land $ 603,302 603,302 Other capital assets being depreciated: Building, structures and improvements Buses Shop and garage equipment Office equipment and furnishings Accumulated depreciation 10,057,981 495,917 10,553,898 13,268,973 2,012,647 15,281,620 2,006,833 137,074 2,143,907 667,775 19,013 686,788 (12,134,370) (1,902,667) (14,037,037) 13,867,192 761,984 14,629,176 $ 14,470,494 761,984 15,232,478 Subtotal Capital assets, net 16 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit ofthe City of Roanoke, Virginia) Notes to Financial Statements June 30, 20 I 0 and 2009 Balances June 30, 2008 Balances June 30, 2009 Decreases Increases Capital assets not being depreciated: Land Other capital assets being depreciated: Building, structures and improvements Buses Shop and garage equipment Office equipment and furnishings Accumulated depreciation $ 603,302 603,302 9,964,815 93,166 10,057,981 12,314,827 954,146 13,268,973 1,916,513 112,259 (21,939) 2,006,833 626,392 41,383 667,775 (10,365,978) (1,790,331) 21,939 (12,134,370) 14,456,569 (589,377) 13,867,192 $ 15,059,871 (589,377) 14,470,494 Subtotal Capital assets, net (6) Deferred Compensation Plan Th~ Company has a deferred compensation plan (see note I(i)) covering all hourly and salaried employees. The Company made contributions to the deferred compensation plan in the amount of $97,13 8 in fiscal year 2010 and $95,322 in fiscal year 2009. Other Liabilities Included in. other liabilities at June 30, 2010 and 2009 is deferred revenue of $68,034 and $60,537, respectively. Commitments and Contingent Liabilities Under the provisions of a management contract with First Group America Company (dba First Transit, Inc.), which expired February 28, 2007, the Company paid a monthly fee of $21,445 for management services. Upon expiration of the contract, the Company exercised an option to renew the contract for three additional years. In the third option year of the contract, monthly fees increased to $23,950 per month effective March 1, 2009 from $23,084 per month effective March 1, 2008. On January 20, 2010, the Company entered into an agreement with First Group of America Company effective March 1, 2010 and expiring June 30, 2015. Under this contract, monthly fees decreased to $21,867 per month effective March 1, 2010 from $23,950 per month effective March 1, 2009. Total fees paid for the years ended June 30, 2010 and 2009 were $279,067 and $280,472, respectively. (7) (8) Certain assets acquired with FT A grants must be kept in service for a specified time period as a requirement of the grants. If these assets are removed from service, the Company must reimburse FT A for up to 80% of their fair market value on the date of disposition. Capital assets, net, approximating $14.6 million at June 30, 2010 are subject to these grant requirements. 17 (Continued) I I I I I I I I I I I I I I I I I I I GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit ofthe City of Roanoke, Virginia) Notes to Financial Statements June 30, 2010 and 2009 The Company has agreements with the City of Salem and Town of Vinton to provide bus service to each of these areas which may be terminated upon written notice by either party of twelve months and six months, respectively. The localities reimburse the Company for 75% of the net operating costs based upon passenger counts and service miles. The Company is the lessor of space in the Intermodal Transportation Center in downtown Roanoke. Rental income for the years ended June 30,2010 and 2009 totaled $142,250 and $147,188, respectively. Future minimum rental receipts under leases with original terms in excess of one year are as follows: Years ending June 30: 2011 2012 2013 $ 109,166 65,761 15,987 190,914 $ The Company is the lessee in an agreement with a tire manufacturer for the rental .of bus tires. The agreement became effective November 1, 2007, expires on November 1, 2010 and specifies a base rate per tire mile, which is adjusted following the first two years. Rental expense for the years ended June 30, 2010 and 2009 approximated $49,000 and $42,000, respectively. The Company is exposed to various risks of loss such as theft of, damage to, and destruction of assets, injuries to employees, and natural disasters. The Company carries commercial insurance for their risks. There have been no significant reductions in insurance coverage from coverage in the prior year, and settled claims have not exceeded the amount of insurance coverage in any of the past three fiscal years. Grants are subject to audit to determine compliance with the grant requirements. As a result of the audit performed over federal expenditures for the fiscal year ended June 30, 2008 and completed in March 2009, it was determined that the Company failed to comply with certain federal procurement requirements in connection with the purchase of certain office equipment and furnishings resulting in known questioned costs of $178,641 reimbursed by the FTA under two federal grant agreements and $27,616 reimbursed by the Virginia Department of Rail and Public Transportation (DRPT) under the state matching portion of the grant agreements. Total expenditures under the grant agreements were approximately $223,137. First Transit, Inc. has agreed to reimburse the Company for any amounts that may be required to be reimbursed to the cognizant agencies. The FTA requested reimbursement .of $178,641 which was paid by First Transit, Inc. in June 2010, and DRPT has not requested any reimbursement from the Company as of the report date of the fmancial statements. The Company is unaware of any pending litigation or other contingencies that would have a material adverse effect on the financial condition or liquidity of the Company. 18 I .,., I KPMG LLP Suite 1710 10 S. Jefferson Street Roanoke, VA 24011-1331 I I Report on Internal Control Over Financial Reporting and on Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance with Government Auditing Standards I I The Board of Directors Greater Roanoke Transit Company: I We have audited the [mancial statements of Greater Roanoke Transit Company - Transit Operations (the Company), a blended component unit of the City of Roanoke, as of and for the year ended June 30, 2010, and have issued our report thereon dated October27, 2010. We conducted our audit in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards, issued by the Comptroller General of the United States. I I Internal Control Over Financial Reporting In planning and performing our audit, we considered the Company's internal control over financial reporting as a basis for designing our auditing procedures for the purpose of expressing an opinion on the financial statements, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control over financial reporting. A deficiency' in internal control over financial reporting exists when the design or operation of a control does not allow management or employees, in the normal course of performing their assigned functions, to prevent, or detect and correct misstatements on a timely basis. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the entity's financial statements will not be prevented, or detected and corrected on a timely basis. I I I I I Our consideration .of internal control over financial reporting was for the limited purpose described in the first paragraph of this section and would not necessarily identify all deficiencies in internal control over financial reporting that might be deficiencies, significant deficiencies, or material weaknesses. We did not identify any deficiencies in internal control over [mancial reporting that we consider to be material weaknesses, as defined above. I' I Compliance and Other Matters As part of obtaining reasonable assurance about whether the Company's financial statements are free of material misstatement, we performed tests of its compliance with certain provisions of laws, regulations, contracts, and grant agreements, noncompliance with which could have a direct and material effect on the determination of financial statement amounts. However, providing an opinion on compliance with those provisions was not an objective of our audit, and accordingly, we do not express such an opinion. The results of our tests disclosed no instances of noncompliance or other matters that are required to be reported under Government Auditing Standards. I I I 19 KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative, a Swiss entity. I mu I I We noted certain matters that we reported to management of the Company in a separate letter dated October 27, 2010. I This report is intended solely for the information and use of the Board of Directors, management, and federal awarding agencies and pass-through entities and is not intended to be and should not be used by anyone other than these specified parties. I KPMG- LCP I I October 27, 2010 I I I I I I I I I I I I 20 I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I BU GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) , Management Letter Year ended June 30, 2010 I ~ I I KPMG LLP Suite 1710 10 S. Jefferson Street Roanoke, VA 24011-1331 I I October 27,2010 I The Board of Directors Greater Roanoke Transit Company - Transit Operations I I Dear Members: I I We have audited the financial statements of Greater Roanoke Transit Company - Transit Operations (the Company), a blended component unit of the City of Roanoke, Virginia (the City), as of and for the year ended June 30, 2010, and have issued our report thereon dated October 27, 2010. In planning and performing our audit of the financial statements of the Company, in accordance with auditing standards g~nerally accepted in the United States of America and the standards applicable to financial audits contained in Government Auditing Standards; issued by the Comptroller General of the United States, we considered the Company's internal control over [mancial reporting (internal control) as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements, but not far the purpose of expressing an opinion on the effectiveness of the Company's internal control. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control. During our audit, we noted certain matters involving internal control and other operational matters that are presented for your consideration. These comments and recommendations, all of which have been discussed with the appropriate members of management, are intended to improve internal control or result in other operating efficiencies and are summarized as follows: I I I I Procurement for Employee Health Insurance During our Single Audit procedures in accordance with OMB Circular A-I33 Compliance Supplement for the City of Roanoke, Virginia, we noted certain findings related to expenditures by the Company for health insurance premiums. The Company uses an insurance broker to act as an agent on behalf of management to actively seek out quotes from different insurance providers and negotiate the best price for the Company. For the health insurance policy period from July 1, 2009 through June 30, 2010, the broker sent out a request for proposal (RFP) soliciting bids from insurance companies in accordance with procurement requirements on behalf of the Company. However, upon review of the procurement file, we noted that the broker did not follow all of the requirements ofFTA Circular C 4220.IE, which specify that an RFP must be publicly advertised and include a clause requiring verification from prospective vendors regarding suspension and debarment assurance requirements. Specifically, the RFP did not contain the necessary clause regarding suspension and debarment, and there was no public announcement of the Company's RFP for the annual health insurance contracts. In addition, FTA Circular C 4220.1E specifies that when a contract is awarded to a vendor that has an aggregate value of $500,000 or more, an entity should specify the amount of federal funds that will be used to finance the purchase in an announcement of the contract award for goods and services. Such amount should be expressed as a percentage of the total costs of the planned acquisition. No such announcement was made by the broker or management of the Company to the selected health insurance provider. I I I I I KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative, a Swiss entity. I I mu I The Board of Directors Greater Roanoke Transit Company - Transit Operations October 27,2010 Page 2 I I The Company currently has procurement policies in place that are in accordance with federal, state and local procurement requirements for purchases of goods and services, including health insurance premiums, and the Company followed the appropriate procurement requirements for procurements made during the year ended June 30, 2010 with the exception of the findings noted above. We recommend the Company implement a policy whereby a public announcement is made either via publication on the Company's web site or in a newspaper advertisement for potential awards of health insurance contracts with total expenditures expecting to exceed $50,000. We also recommend that the RFP include a clause regarding the verification of suspension and debarment which should be obtained and included in the procurement files prior to awarding the annual health insurance contract. In addition, since the annual health insurance premiums are expected to be greater than $500,000, the Company should implement a policy to ensure the vendor awarded the health insurance contract is notified of the total amount of the award and the percentage expected to be reimbursed with federal funds. I I I I I Management's Response The Company utilizes the services of a broker far health insurance coverage for the employees .of Southwestern Virginia Transit Management Company. The contract between Greater Roanoke Transit Company and the Broker provides for the Broker to include a clause regarding the verification .of suspension and debarment, which will be obtained and included in the procurement files prior to awarding the annual health insurance contract. I The Company ensures that it will place public notice on its website for potential awards of health insurance contracts and that the vendor awarded the health insurance contract will be notified of the total amount .of the award and the percentage expected to be reimbursed with federal funds. I ***** I I Our audit procedures are designed primarily to enable us to form an opinion on the financial statements, and therefore may not bring to light all weaknesses in policies or procedures that may exist. We aim, however, to use our knowledge of the Company's organization gained during our work to make comments and suggestions that we hope will be useful to you. We would be pleased to discuss these comments and recommendations with you at any time. I The Company's written response to our comments and recommendations has not been subjected to the auditing procedures applied in the audit of the financial statements and, accordingly, we express no opinion on it. I This communication is intended solely for the information and use of management, the Board of Directors of the Company, the City, and others within the organization, and is not intended to be and should not be used by anyone other than these specified parties. I Very truly yours, I KPMG- LL"P I I I I I I I I I I I I I I I I I I I I I I 1 I 'I 1 1 1 I' 1 1 1 I I I -I '. " 1 .,. GREATER ROANOKE TRANSIT COMPANY - TRANSIT OPERATIONS (A Component Unit of the City of Roanoke, Virginia) Communication to the Board of Directors Year ended June 30, 2010 I I I I I I I I I I I I I I I I I I I ~ KPMG LLP Suite 1710 10 S, Jefferson Street Roanoke, VA 24011-1331 October 27,2010 The Board of Directors Greater Roanoke Transit Company - Transit Operations Dear Members: We have audited the fmancial statements of Greater Roanoke Transit Company - Transit Operations (the Company), a blended component unit of the City of Roanoke, Virginia (the City), as of and for the year ended June 30, 2010, and have issued our report thereon dated October 27, 2010. Under our professional standards, we are providing you with the accompanying information related to the conduct of our audit. Our Responsibility Under Professional Standards We are responsible for forming an opinion about whether the financial statements, that have been prepared by management with the oversight of the Board of Directors, are presented fairly, in all material respects, in conformity with U.S. generally accepted accounting principles. We have a responsibility to perforIn our audit of the financial statements in accordance with auditing standards generally accepted in the United States of America and the standards applicable to financial audits contained in, Government Auditing Standards, issued by the Comptroller General of the United States. In carrying out this responsibility, we planned and performed the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether ca~sed by error or fraud. Because of the nature of audit evidence and the characteristics of fraud, we are to obtain reasonable, not absolute, assurance that material misstatements are detected. We have no responsibility to plan and perform the audit to obtain reasonable assurance that misstatements, whether caused by error or fraud, that are not material to the financial statements are detected. Our audit does not relieve management or the Board of Directors of their responsibilities. In addition, in planning and performing our audit of the fmancial statements, we considered internal control over financial reporting (internal control) as a basis for designing our auditing procedures for the purpose of expressing our opinion on the financial statements but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control. Accordingly, we do not express an opinion on the effectiveness of the Company's internal control. We also have a responsibility to communicate significant matters related to the financial statement audit that, are, in our professional judgment, relevant to the responsibilities of the Board of Directors in overseeing the financial reporting process. Weare not required to design procedures for the purpose of identifying other matters to communicate to you. Other Information in Documents Containing Audited Financial Statements Our responsibility for other information in documents containing the Company's financial statements and our auditors' report thereon does not extend beyond the fmancial information identified in our auditors' KPMG LLP is a Delaware limited liability partnership, the U.S. member firm of KPMG International Cooperative, a Swiss entity. I I I I I I I I I I I I I I I I I I I no The Board of Directors Greater Roanoke Transit Company - Transit Operations October 27,2010 Page 2 report, and we have no obligation to perform any procedures to corroborate other information contained in any such document, for example, Management's Discussion and Analysis. We have, however, applied certain limited procedures, which consisted principally of inquiries of management regarding the methods of measurement and presentation of the required supplementary information as of June 30, 2010 and for the year then ended. However, we did not audit the information and express no opinion on it. Significant Accounting Policies, Unusual Transactions, and Accounting Practices Significant Accounting Policies The significant accounting policies used by the Company are described in note 1 to the fmancial statements. As described in note 1, in order to comply with the requirements of U.S. generally accepted accounting principles, the Company adopted GASB Statement No. 51, Accounting and Financial Reporting for Intangible Assets, in fiscal year 2010. There were no other changes in accounting policies: used by the Company or their application during fiscal year 2010. Unusual Transactions We noted no transactions entered into by the Company during fiscal year 2010 that were both significant and unusual, and of which, under professional standards, we are required to inform you, or transactions for which there is a lack of authoritative guidance or consensus. Qualitative Aspects of Accounting Practices We have discussed with the Board of Directors and management our judgments about the quality, not just the acceptability, of the Company's accounting principles as applied in its financial reporting. The discussions generally included such matters as the consistency of the Company's accounting policies and their application, and the understandability and completeness of the Company's financial statements, which include related disclosures. Management Judgments and Accounting Estimates The preparation of the fmancial statements requires management of the Company to make a number of estimates and assumptions relating to the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the fmancial statements and the reported amounts of revenues and expenses during the reporting period. Uncorrected and Corrected Misstatements In connection with our audit of the Company's financial statements, we have not identified any significant 'financial statement misstatements that have not been corrected in the Company's books and records as of and for the year ended June 30,2010 and have communicated that finding to management. In addition, we proposed no audit adjustments to the financial statements that could, in our judgment, either individually or in the aggregate, have a significant effect on the Company's financial reporting process. I I I I I I I I I I I I I I I I I I I no The Board of Directors Greater Roanoke Transit Company - Transit Operations October 27,2010 Page 3 Disagreements with Management There were no disagreements with management on financial accounting and reporting matters that, if not satisfactorily resolved, would have caused a modification of our auditors' report on the Company's financial statements. Management's Consultation with Other Accountants To the best of our knowledge, management has not consulted with or obtained opinions, either written or oral, from other independent accountants during the year ended June 30, 2010. Significant Issues Discussed, or Subject to Correspondence, with Management Major Issues Discussed with Management Prior to Retention We generally'discuss a variety of matters, including the application of accounting principles and auditing standards, with the Board of Directors and management each year prior to our retention by the Board of Directors as the Company's auditors. However, these discussions occurred in the normal course of our professional relationship and our responses were not a condition to our retention. Material Written Communications Attached to this report, please fmd copies of the following material written communications between management and us: 1) Engagement letter; and 2) Management representation letter We have also issued our management letter, which has been separately addressed to the Board of Directors, regarding internal control related matters noted during our June 30, 2010 audit. Significant Difficulties Encountered During the Audit We encountered no difficulties in dealing with management in performing and completing our audit. Independence We hereby confirm that as of October 27, 2010, we are independent accountants with respect to the Company under all relevant professional and regulatory standards. * * * * * * * This. letter to the Board of Directors is intended solely for the use of the Board of Directors and management of the Company and the City and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, KPM<:s- LLf> I I I I I I I I I I I I I I I I I I I - KPMG LLP . Suite 1710 10 S. Jefferson Street Roanoke, VA'24011~i331 Telephone 540 982 0505 Fax 540 983 8877 Internet www.us.kpmg.com June 10,2010 Board of Directors Greater Roanoke Transit Company P.O. Box 13247 Roanoke, VA 24032 Attention: Mr. Christopher P. Morrill, Vice President of Operations " This letter (the Engagement Letter) confrrms our understanding of our engagement to provide professional services to the Greater Roanoke Transit Company - Transit Operations (the Company), a blended component unit of the City of Roanoke, Virginia (the City).. . Objectives and Limitations of Services Audit Services We will issue a written report upon our audit of Company's financial statements as set forth m, Appendix 1. We have the responsibility to conduct and will conduct the audit of the fmancial statements in accordance with auditing standards generally accepted in the 'United States of America and the standards for fmandal audits contained in Government Auditing Standards, issued by the Comptroller General of the United States, with the objective of expressing an opinion as to whether the presentation of the financial statements, that have been prepared by management with the oversight of those charged with governance, conforms with U.S. generally accepted accounting principles. In conducting the audit, we will perform tests of the accounting records and such other procedures, as . we consider necessary in the circumstances, to provide a reasonable basis for our opinion on the financial statements. We also will assess the accounting principles used and significant estimates made by management, and evaluate the overall financial statement presentation. Our audit of the financial statements is planned and performed to obtain reasonable, but not absolute, assurance about whether the fmancial statements are free of material misstatement, whether caused by error or fraud. Absolute assurance is not attainable because of the nature of audit evidence and the characteristics of fraud. Therefore, there is a risk that material errors, fraud (including fraud that may be an illegal act), and other illegal acts may exist and not be detected by an audit of financial statements performed in accordance with the auditing standards generally accepted in the United States of America. Also, an audit is not designed to. detect matters that are immaterial to the financial statements, and because the determination of abuse is subjective, Gover,nment Auditing Standards does not expect auditors to provide reasonable assurance of detecting abuse. Our report will be addressed to the Board of Directors of the Company. We cannot provide assurance that an unqualified opinion will be rendered. Circumstances may arise in which it is necessary for us to modify our report or withdraw from the engagement. While our report may be sent to the Company electronically for your convenience, only the hard copy report is to be relied upon as our work product. KPMG LLP, a U,S, limited liability partnership, is the U.S. member firm of KPMG International, a Swiss cooperative. I I I I I I I I I 1 I I I I I 1 I I I ~ Board of Directors Greater Roanoke Transit Company June 10,2010 Page 2 - / Internal Control over Financial Reporting and Compliance and Other Matters In planning and performing our audit of the financial statements, we will consider t\1e Company's internal control over fmancial reporting as a basis for designing our audit procedures for the purpose of expressing an opinion on the fmancial ~tatements and not to provide an opinion on the effectiveness of the Company's internal control over financial reporting. In accordance with Government Auditing Standards, we are required to communicate that the limited purpose of our consideration of internal control may not meet the needs of some users who require additional information about internal control. We can provide other services to provide you with additional information on internal control which we would be happy to-discuss with you at your convenience. As part of obtaining reasonable assurance about whether the fmancial statements are free of material misstatement, we will perform tests of the Company's compliance with certain provisions of laws, regulations, contracts and grant agreements, violations of which could have a direct and material effect on the fmancial statements. However, our objective is not to provide an, opinion on compliance with such provisions. In accordance with Government Auditing Standards, we will prepare a written report, Report on Internal Control Over Financial Reporting and Compliance and Other Matters Based on an Audit of Financial Statements Performed in Accordance With Government Auditing Standards (GAGAS report), on our consideration of internal control over financial reporting and tests of compliance made as part of our audit of the financial statements. While the objective of our audit of the financial statements is not to report on the Company's internal control over fmancial reporting and we are riot obligated to 'search for significant deficiencies or material weaknesses as part of our audit of the fmancial statements, this report will include any significant deficiencies and material weaknesses to the extent they come to our attention. A significant deficiency is a deficiency, or a combination of deficiencies, in internal control that is less severe than a material weakness, yet important enough. to merit attention by those charged with governance. A material weakness is a deficiency, or combination of deficiencies, in internal control, such that there is a reasonable possibility that a material misstatement of the financial statements will not be prevented or detected on a timely basis.s This report will also include illegal acts and fraud, unless clearly inconsequential, and material violations of abuse and provisions of contracts and grant agreements. It will indicate that it is intended solely for the information and use of the Board of Directors and management of th~ Company and federal awarding agencies and pass-through entities and that it is not intended to be and should not be used by anyone other than these specified parties. In accordance with Government Auditing Standards, we will also issue a management letter to communicate violations of provisions of contracts or grant agreements or abuse that have an effect on the fmancial statements that is less than material but more than inconsequential that come to our attention. J . In accordance with Government Auditing Standards, we are also required in certain circumstances to report fraud or illegal acts directly to parties outside the auditee. Offering Documents Should the Company wish to include or incorporate by reference these financial statements and our audit report thereon into an offering of exempt securities, prior to our consenting to include or I I I I I I I I 1 1 I 1 I I I I I I 1 D9 Board of Directors Greater Roanoke Transit Company June 10,2010 Page 3 incorporate by reference our report on such financial statements, we would consider our consent to the inClusion of our report and the terms thereof at that time. We will be required to perform procedures as required by the standards of the American Institute of Certified Public Acco.untants, including, but not limited to, reading other information incorporated by reference in the offering document and performing subsequent event procedures. Our reading of the other information jncluded or incorporated by reference in the offering document will consider whether such information, or the manner of its presentation, is materially inconsistent with information, or the manner ofits presentation, appearing in the financial statements. However, we will not perform procedures to corroborate such other information (including forward-looking statements). The specific terms of our future services with respect to future offering documents will be determined at the time the services are to be performed. Should the Company wish to include or iricorporate by reference these financial statements and our audit report(s) thereon into an offering of exempt securities without obtaining our consent to include or r incorporate by reference our report(s) on such financial statements, and we are not otherwise associated with the offering document, then the Company agrees to include the following language in the offering document: "KPMG LLP, our independent auditor, has not been engaged to perform and has not performed, since the date of its report included herein, any procedures on the financial statements addressed in that report. KPMG LLP also has not performed any procedures relating to this official statement." Our Responsibility to Communicate with the Board of Directors We will reportto the Board of Directors, in writing, the following matters: Corrected misstatements arising from the, audit that could, in our judgment, either individually or , in aggregate, have a significant effect on the Company's 'financial reporting process. In this context, corrected misstatements are proposed corrections of the fmancial statements that were recorded by management and, in our judgment, may not have been detected except through the auditing procedures performed. Uncorrected misstatements aggregated during the current engagement and pertaining to the latest period presented that were determined by management to be immaterial, .both individually and in aggregate. Any disagreements with management or other significant difficulties encountered in performance . \ of our audIt. Other matters required to be communicated by auditing standards generally accepted in the United States of America. We will also read minutes, if any, of Board of Directors meetings for consistency with our understanding of the communications made to the Board of Directors and determine that the Board of Directors have received copies of all material written communications between ourselves and management. We will also determjDe that the Board of Directors has been informed of i) the initial selection of, or the reasons for any change in, significant accounting policies or their application during the period under audit, ii) the methods used by management to account for significant unusual transactions, and iii) the effect of significant accounting policies in controversial or emerging areas for which there is a lack of authoritative guidance or consensus. . . . . I I 1 I I 1 I I 1 1 I 1 I I I 'I I I 1 me Board of Directors , Greater Roanoke Transit Company June 10,2010 Page 4 If, in performance of our audit procedure~,_ circumstances arise which make it necessary to modify our report or withdraw from the engagement, we will communicate to the audit committee our ~easons for modification or withdrawal. Management Responsibilities The management of the Company is responsible for the fair presentation, in accordance with U.S. generally accepted accounting principles, of the financial statements and all representations contained therein. Management also is responsible for identifying and ensuring that the Company complies with laws, regUlations, contracts, and grant agreements applicable to its activities, and for informing us of any known material violations or such laws and regulations and provisions of contracts and grant agreements. Management also is responsible for preventing and detecting fraud, including the design and implementation of programs and controls to prevent and detect fraud, for adopting sound accounting policies, and for establishing and maintaining effective internal controls and procedures for financial reporting to maintain the reliability of the financial statements and to provide reasonable. assurance against the possibility of misstatements that are material to the financial statements. Management is also responsible for informing us, of which it has, knowledge, of. all significant deficiencies and material weaknesses, in the design or operation of such controls. The audit of the, financial statements does not. relieve management or those charged with governance of their responsibilities. Management of the Company also agrees that all records, documentation, and information we request in connection with our audit will be made available to us, that all material information will be disclosed to us, and that we will have the full cooperation of the Company's personnel. As required by the auditing standards generally accepted in the United States of America, we will make specific inquiries of management ,about the representations embodied in the fmancial statements and the effectiveness of internal control, and obtain a representation letter from management about these matters. The responses to our inquiries, the written representations, and the results of auditotests, among other things, comprise the evidential matter we will rely upon in forming an opinion on the financial statements. In accordance with Government Auditing Standards, as part of our planning of the audit we will evaluate whether the Company has taken appropriate corrective action to address findings and recommendations from previous engagements that could have a material effect on the financial statements. To assist us, management agrees to identify previous audits, attestation engagements, or other studies that relate to the objectives of the audit, including whether related recommendations have been implemented, prior to June 30. Management is responsible for adjusting the financial statements to correct material misstatements and for affmning to us in the representation letter that the effects of"any uncorrected misstatements aggregated by us during the current engagement and pertaining to the latest period presented are immaterial, both individually and in the aggregate, to the financial statements being reported upon. ,Because of the importance of management's representations to the effective performance of our services, the Company will release KPMG LLP (KPMG) and its personnel from any claims, liabilities, costs and expenses relating to our services under this letter attributable to any misrepresentations in the representation letter referred to above. Management is also responsible for providing us with written responses in accordan~e with Government Auditing Standards to the findings included in the GAGAS report within seven days of I I I I I I 1 I 1 I I I ,I I I I I I 1 1 18 Board of Directors Greater Roanoke Transit Company June 10,2010 Page 5 being provided with draft findings. If such information is not provided on a timely basis prior to release of the report, the GAGAS report will indicate the status of management's responses. Management is responsible for the distribution of the reports issued by KPMG. Dispute Resolution KPMG and the Company (1) acknowledge that it is in their best interests to resolve any dispute, claim or controversy arising out of or relating to this Engagement Letter ("a Dispute"), including any Dispute involving any person or entity for whose benefit the services in question are or were provided, in accordance with the dispute resolution procedures set forth below, and (2) agree to use their best efforts so to resolve any such Dispute. Such efforts shall include mandatory submission of it Dispute to non- binding mediation as provided below. Should such Dispute not be resolved within 90 day!! after the issuance by one of the parties of a written request for mediation, either party may seek other legal recourse. Notwithstanding the agreement to use such procedures, either party may seek injunctive relief to enforce its rights with respect to the use or protection of (i) its confidential or proprietary information or material or (ii) its names, trademarks, service marks or logos, but solely in the courts of the City of Roanoke, Virginia or in the United States District Court for the Western District of Virginia, Roanoke Division. Tp.e parties consent to the personal jurisdiction thereof and to sole venue therein for such purposes. Either party may initiate mediation of a Dispute by providing a written request for mediation to the other party. Mediation shall take place at a location in the City of Roanoke, Virginia to be designated by the parties using the Mediation Procedures of the International Institute for Conflict Prevention and Resolution (llCPR). However, the "panel of neutrals" will be selected from those located in the Commonwealth of Virginia. If insufficient neutrals are available from the If CPR, s~ch neutrals may be selected from a Virginia based mediation service. Either party may seek to enforce any written agreement reached by the parties during mediation in either the courts of the City of Roanoke, Virginia , or the United States District Court for the Western District of Virginia, Roanoke Division. Damages that are inconsistent with any applicable agreement between the parties, that are punitive in nature, or that are not measured by the prevailing party's actUal damages.shall be unavailable. Other Matters This letter shall serve as the Company's authorization for the use of e-mail and other electronic methods to transmit and receive. information, including confidential information, between KPMG and the Company and between KPMG and outside specialists or other entities engaged by either KPMG or the Company. The Company acknowledges that e-mail travels over the public Internet, which is not a secure means of communication and, thus, confidentiality of the transmitted information could be compromised through no fault ofKPMG. KPMG will employ commercially reasonable efforts and take appropriate precautions to protect the privacy and confidentiality of transmitted information. Further, for purposes of the services described in this letter only, the Company hereby grants to KPMG a limited,. revocable, non-exclusive, non-transferable, paid up and royalty-free license, without right of sublicense, to use all names, logos, trademarks and service marks of the Company solely for presentations or reports to the Company or for internal KPMG presentations and intranet sites. I I 1 I I I 1 I I 1 I 1 I' I I I 1 1 1 GO Board of Directors Greater Roanoke Transit Company June 10,2010 Page 6 KPMG is a limited liability partnership comprising both certified public accountants and certain principals who are not licensed as certified public accountants. Such principals may participate in the engagements to provide the services described in this letter. KPMG member firms located outside the United States and other third-party service providers operating under our supervision may also participate in providing the services described in this letter.!! The work papers for this engagement are the property of KPMG. Pursuant to Government Auditing StCmdard~, we are required to make certain work papers available in a full and timely manner to regulatory agencies upon request for their reviews of audit quality and for use by their auditors. In addition, we may be requested to make certain work papers available to regulators pursuant to authority given to it by law or regulation. Access to the requested work papers will be provided under supervision of KPMG personnel. Furthermore, upon request, we may provide photocopies of selected work papers to regulatory agencies. These. regulatory agencies may intend, or decide, to distribute the photocopies or information contained thereip to others, including other government agencies. In the event KPMG is requested pursuant to subpoena or other legal process to produce its documents relating to this engagement for the Company in judicial or adlIlinistrativeproceedings to whichJ(PMG is not a party, the Company shall reimburse KPMG at standard billing rates for its professional time and expenses, including reasonable attorney's fees, incurred in responding to such requests. Other Government Auditing Standards Matters As required by Government Auditing Standards, we have attached a copy ofKPMG's most recent peer review report. We will also assist management in drafting the fmancial statements and notes. In accordance with Government Auditing Standards, we are required to confmn that management reviewed, approved, and accepts full responsibility for the fmancial statements and notes. . Fees for Services Appendix I to this letter lists our fees for professional services to be performed per this letter and the contract terms established on June 10, 2010. In addition, fees for any special audit-related projects, such as research and/or consultation on special business or financial issues, will be billed separately from the audit fees for professional services set forth in Appendix I and may be subjectto written arrangements supplemental to those in this letter. ******* Our engagement herein is for the provision of annual audit services for the fmancial statements and for the periods described in Appendix I, and it is understood that such service~ are provided as a single engagement. Pursuant to our arrangement as reflected in this letter and the contract established on June 10,2010, we will provide the services set forth in Appendix I as a single engagement for each of the Company's subsequent fiscal years during the duration of the contract established on June 10, 2010 until either Management or we terminate this agreement, or mutually agree to the modification of its terms. The fees for each subsequent year during the duration of the contract will be based on the contract terms established on June 10,2010. I I 1 I I I 1 I 1 1 1 I I I I 1 1 I I MB Board of Directors Greater Roanoke Transit Company June 10,2010 Page 7 \ It is our understanding that the Municipal Auditor will forward a copy of this letter to the members of the Board of Directors. We shall be pleased to discuss this letter with you at any time. For your convenience in confirming these arrangements, we enclose a copy of this letter. Please sign and return it to us. Very truly yours, KPMG LLP ~. f<..~~ R. Timothy Conner Partner cc: Mr. Carl Palmer General Manager Greater Roanoke Transit Company . Mr. Leon Alder Assistant General Manager GreaterRoanoke Transit Company Ms. Stephanie Giles Director of Finance Greater Roanoke Transit Company Ms. Ann H. Shawver Treasurer Greater Roanoke Transit Company jtr. Drew Harm~n Municipal Auditor City of Roanoke I I 1 I I I I I 1 I I I I I I 1 I I 1 ~ C- Board of Directors Greater Roanoke Transit Company June 10,2010 Page 8 ACCEPTED: KE TRANSIT COMPANY {!.;+y" Ma.fl~er Title fp/11/IO I I Date "" I I I I I I I I I I I I I I I I I I I ~ Appendix I Fees for Services Based upon the contract terms established on June 10, 2010, our fees for services we will perform are as follows: Audit of the financial statements of the Greater Roanoke Transit Company - (Transit Operations) as of.and for the years ended June 30, 2010 and 2009 $ 18.800 The above fees for services will be billed in accordance with the contract terms established on June 10, 2010 and are based on the level of experience of the individuals who will perform the services. Circumstances encountered during the performance of these services that warrant additional time or expense could cause us to be unable to deliver them within the terms previously established. We will en~eavorto notify you of any such circumstances as they ar~ assessed. Where KPMG is reimbursed for expenses, it is KPMG's policy to bill clients the amount incurred at the time the good or service is purchased. If KPMG subsequently receives a volume rebate or other incentive payment from a vendor relating to such expenses, KPMG does not credit such payment to the client. Instead, KPMG applies such payments to reduce its overhead costs, which costs are taken into account in determining KPMG's standard billing rates and certain transaction charges which may be charged to clients. 1 ''-. / ~. ROANOKE OFFICE OF THE CITY MANAGER Noel C. Taylor Municipal Building 215 Church Avenue, SW, Room 364 Roanoke, Virginia 24011 540.853.2333 www.roanokegov.com January 3, 2011 ' Honorable Mayor and Members of City Council Subject: Feasibility Study Amtrak Connector Bus Service - Roanoke Valley-Lynchburg Corridor As referenced in a previous e-mail, the Commonwealth of Virginia Department of Rail and Public Transportation (DRPT) recently' released the feasibility study of providing bus service that would link Roanoke to the Amtrak passenger rail station in Lynchburg. During the 2010 Session of the Virginia General Assembly, DRPT was directed to provide the Commonwealth Transportation Board with an assessment of the ridership and funding required to support the bus service. Greater Roanoke Transit Company (GRTC) staff reviewed the study and developed the summary information outlined below. . Summary of DRPT StudY FindinQs · The bus service between Roanoke and Lynchburg is projected to generate an additional 3,600 passengers per year for the current rail service. · If the service is provided by a "public transit agency," the annual cost to provide the service from Roanoke is projected to be approximately $152,000. This estimate is based on the miles, hours, and associated operating costs to provide the service. · If the service is ,extended to Blacksburg, the annual cost to provide the service is projected to be approximately $275,000, with additional ridership of approximately 800 passengers per year. · The projected annualized capital cost for the acquisition of buses to provide the service is approximately $130,000. . · The majority of the operating and capital costs to provide the service could be funded via federal and state transit grant programs administered by DRPT. Grant funds require a local match of 35% of operating expenses, net of fare revenue. Grant funding could also be used to fund a portion of the capital cost. Page 2. · DRPT has the ability to amend its current agreement with Amtrak to allow Amtrak to contract with a third-party bus operator to provide the service. The cost of this option is projected to be approximately $329,000, inclusive of operating and capital costs for service originating from Roanoke and $569,000 for service from Blacksburg. · The passenger revenue for the bus service originating from Roanoke is estimated to be $11,000 annually, based on $3.00 per trip. . Total revenue is estimated to be $14,600 for service originating in Blacksburg,based on $4.50 per trip. · GRTC Staff Comments Over the past few months, GRTC staff have been developing cost estimates for providing the service in a~ticipation of applying for a DRPT grant. · GRTC staff currently project an annual cost of approximately $168,000 to provide the service from Roanoke and approximately $313,000 to provide the service from Blacksburg. · GRTC staff currently project a capital cost $1,050,000 for two motor coach buses. · Based on earlier discussions with DRPT, GRTC staff had based the required grant local match requirement at 15%, not the 35% as indicated by DRPT in the study. · The projected capital cost in the report is presented as an annualized capital cost with depreciation. It is not clear what assumptions were made on the cost of the initial capital investment. . · Planned Next Steps GRTC staff will schedule a meeting with DRPT as soon as possible to address the following: · Determine whether DRPT favors a public transportation agency, "GRTC," or a private third party carrier to provide the service. · If the public transportation agency is the preferred provider, determine which option, service form Roanoke or Blacksburg, is most plausible and most likely to be funded by DRPT. · Given the preferred option, determine which is the most cost effective method for acquisition of the additional motor coaches, leasing or purchasing. -..-.-....--.-.--..,.... '~--~-._----..,._---_._--_._--_._..,.,_..' " ", '-'" ---._"' Page 3 · Reconcile the differences between GRTC and DRPT operating and capital cost estimates. · -Refine the passenger revenue estimate. · Confirm the local match requirement for operating and capital cost assistance. · Finalize the service design plan for implementation during the summer of 2011 and submit an application for DRPT grant funding. I trust the information above is sufficient in providing you with summary information from the study and our planned next steps. Sincerely, Cl-tP ~ Christopher P. Morrill City Manager c: William M. Hackworth, City Attorney Stephanie M. Moon, City Clerk Ann H. Shawver, Director of Finance Carl L. Palmer, General Manager, Greater Roanoke Transit Company The Honorable John S. Edwards, Member, Virginia State Senate The Honorable Onzlee Ware, Member, Virginia House of Delegates The Honorable William H. Cleveland, Member, Virginia House of Delegates "-, .' .~ I ~ Greater Roanoke Transit Company Board of Directors Meeting December 10, 2010 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: "Bus to Rail Smart Way Connector" Information Item As a follow up to the November 15, 2010 Management Update, enclosed for your information are the following items: Hard copy of power point presentation: Amtrak Passenaer Rail Bus Connector Service. Greater Roanoke Transit Company's Proposed Service Design and Cost Plan. "Bus to Rail Smart Way Connector" Detail description of the Amtrak Passenaer Rail Bus Connector Service, Greater Roanoke Transit Company's Proposed Service Desian and Cost Plan, "Bus to Rail Smart Way Connector" ,-, ::j -.:; As a part of the ongoing effort to solicit local funding support for the Connector, th~power point and detail description were presented and distributed, respectively, at a meeWng with the Vinton Town Council on Tuesday evening, December 7,2010. Plans are afooEto present and distribute the same in meetings with the following prospective funding partne~ither as an introduction to the proposed plan or as an update: ~ ::0 ::;;:: 1.) The City of Salem (Update) 2.) The City of Bedford (Update) 1.-':" ISI (j'"l nJ 3.) Roanoke County (Update) 4.) New River Valley Smart Way Partners (Update and Student Survey Results) 5.) Bedford County 6.) The City of Lynchburg Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com , " - - -. I David A. Bowers, President, and Members of the Board of Directors December 9, 2010 Page 2 7.) Hollins University 8.) Roanoke College 9.) Historic Norfolk & Southern Passenger Rail Station, the O. Winston Link Museum (Possible terminus for the Connector) 10.) The Hotel Roanoke (Possible terminus parking) If there are any questions or more information is needed, please let me know. Have a great fun filled holiday. ~lted' Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor Enclosures (2) ~ 0) -- u rd __ Cl::: > v L.. 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L.rt M N ~ c o ....., c.. o o ............ m 00 (j) ... lO ~ ~ ""'-" m 00 (j) ... lO L.rt N ~ c o ....., c.. o o ............ lO f'-,. m ... ,..... m ~ ""'-" lO f'-,. m ... ,..... ~ N ~ c o ....., c.. o o lO N f'-,. ... 00 L.rt N ~ ............ lO N f'-,. ... 00 ~ ~ ""'-" > c o ....., c.. o o E -ci ::J Q) V') ..!: Q)~~ -5c.n >Q)ro .n~t; ""C~Q) Q)'Q) C U ~ Q) ::J ~ Q) ""C~.n Q) Q) Q) ~ > Q) en ro .n~..!: =V')> __ V') Q) ~ro..!: 0...., V') .., ra Q) C ::J U ::J C C o C 0 E ro Q) ... ro 4- .., Q) 0 ro V')-E Q) ro -- r:C5t; r-..,Q) ..... . . . . . ~ Amtrak Passenger Rail Bus Connector Service Greater Roanoke Transit Company's Proposed Service Design and Cost Plan "Bus to Rail Smart Way Connector' Passenger rail service coming to the Roanoke area has been the topic of discussion among the citizenry and community leaders for several years. The Virginia Department of Rail and Public Transportation (DRPT) has indicated that such service coming to the Roanoke area is a virtual certainty; when is most uncertain. As a means to enhance passenger rail service coming to Roanoke, these discussions have given rise to the prospect of developing and operating a bus connector service as an interim step. With words of encouragement from DRPT, including the possibility of funding up to 85% of the operating and capital costs for the connector service, as well as growing community support, and guidance from the Greater Roanoke Transit Company (GRTC) Board of Directors, the GRTC staff is forging ahead with two primary tasks: 1) Complete a draft service design and cost plan for connecting the Roanoke Valley and the New River Valley to the Amtrak passenger rail station in Lynchburg; 2) Introduce the draft plan to prospective local funding partners. The draft plan features four (4) options that will facilitate the desired connection. Each option is a standalone service, the "Bus to Rail Smart Way Connector', an extension of GRTC's Smart Way commuter service. The options are: 1) Option I is service from Roanoke to the Amtrak station in Lynchburg with an annual gross operating cost of $168,290; the service hours are from 6:00 a.m. to 10:00 p.m. weekdays; 8:20 a.m. to 9:00 p.m. on Saturday; to 10:00 p.m. on Sunday; 2) Option II is service from Virginia Tech University in Blacksburg to the Amtrak station in Lynchburg with intermediate stops at two Smart Way park and ride sites, and in Roanoke. The gross annual operating cost is $313,218; the service hours are from 5:00 a.m. to 11:00 p.m. weekdays; 7:15 a.m. to 10:00 p.m. on Saturday; to 11:00 p.m. on Sunday; 3) Option III is a commuter service from Roanoke to the Amtrak station in Lynchburg with an intermediate stop in Bedford. The gross annual operating cost is $209,171; the service hours are from 6:00 a.m. to 10:15 p.m. weekdays; 8:20 a.m. to 9:15 p.m. on Saturday; to 10:15 p.m. on Sunday; 4) Option IV is a commuter service from Virginia Tech University in Blacksburg to the Amtrak station in Lynchburg with intermediate stops at the two Smart Way park and ride Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com e . . sites, and in Roanoke and Bedford. The gross annual operating cost is $324,840; the service hours are from 5:00 a.m. to 11:15 p.m. weekdays; 7:15 a.m. to 10:15 p.m. on Saturday; to 11: 15 p.m. on Sunday. Each option assumes the current Smart Way fare of $4.00 per one way trip; pending GRTC Board input and that of local funding partners, the fare may be adjusted to reflect travel distance. The primary service corridors for all four (4) options will be North/South Interstate 81 and Interstate (Spur) 581; EastlWest US Route 460 The annual revenue, based on ridership estimates, which are yet to be established, and the current Smart Way fare, will be applied to the annual gross operating cost for the net annual operating cost on which the DRPT grant application and the corresponding 15% local match will be based. In order to not create an undue burden on the current Smart Way service and its five (5) bus fleet requirements, including one spare, each of the four (4) Options will require two (2) new additional buses dedicated to the Bus to Rail service. This would require a 20% DRPT capital grant local match in the amount of $210,000. Based on annual gross operating cost estimates and the capital cost of two (2) buses, the conservative gross estimate range for each option's local match requirement for the operating assistance grant (15%) and the capital assistance grant (20%) combined is: Option I: $235,244 ($25,244) Option II: $256,983 ($46,983) Option III: $241,376 ($31,376) Option IV: $258,726 ($48,726) These amounts will be reduced by the sum total of annual passenger fare revenue estimates, once they have been established. Attached is a more detailed description of each option's service design and cost. . /l Q%l Carl L. Palmer, General Manager Greater Roanoke Transit Company 12/01/10 c: o al 01 1- ;:..., \, \: / J ~ ( (' \, r . . z c( ..J O::o.C) 0....0:: ....(1)::) ~om z(.):r:w ZC(.)..J Ozz::) (.)c(~c >zow c(C)....:r: :>- (.) ::>(I)W(l) ....W~C) O::Coz c(wz- :E(.)c(.... 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OPTION I: ROANOKE TO l YNCHBURG COST PROPOSAL ANNUAL REVENUE: Based on 359 operating days PERSONNEL COSTS: BUS OPERATORf2,513 HRS X $10.90 PER HR) $ 27,392 BUS OPERATOR EXTRA BOARD (492 HRS X $15.57 PER HRl $ 3,830 MECHANIC (416 HRS X $27 PER HR FOR 52 SUNDAYS): $ 11,232 SUPERVISOR (416 HRS X $25.50 PER HR FOR 52 SUNDAYS) $ 10,608 TRAINING OF PT BUS OPERATOR ($37.50 X 160 HRS) $ 6,000 SUBTOTAL ;,.' .'~;,' ... :. $ 59,062 FRINGE BENEFITS (33% X TOTAL WAGES/SALAR.IES) $ 17,510 OVERTIME (165.5 HRS X $23.38 PER HR-BUS d~.ERATOR) $ 3,870 OVERTIME (165.5 HRS X $23.87 PER HR-MECHANICT ... $ 3.951 ."J .'. TOTAL PERSONNEL COSTS : .... .: $ 84,393 :':" :.' .: 'i. MATERIALS & SUPPLIES: .<::>. ". .EL (14,360 GALLONS X$3 PER GALLON) " $ 43,080 L ($ .0045 PER MILE X 7~;980MILES) . . , :$ 356 OTHER LUBRICANTS ($ i:Q0:39 PER.::~U".E X 78,980 MILES) $ 308 TIRES ($ .0845 PER MILEX?&,980 MILES) $ 6,674 PARTS FOR REVENUE VEHICLE ($ ,OQ91 PER MILE X 78,980) $ 719 TICKETS & TRANSFERS ' ;';<:.'! .. '; .... $ 1,500 :,.;,.;:. '. INSURANCE FOR VEHICLE$ (TWO'NEW MCFCPACHES) $ 15,960 PRINTING EXPENSE-SCHEOUL.ES &'MAPS $ 2,500 UTILITIES (ELECTRIC & WATER) $ 12,300 DRUG & ALCOHOL TESTING $ 500 TOTAL MATERIALS & SUPPLIES ;. $ 83,897 T .' TOTAL GROSS OPERATING COST II :Ii 168,290 REVENUE (AMOUNT TO BE DETERMINED BASED ON RIDERSHIP) TOTAL NET OPERATING COST II IlOCAL MATCH (15% OF TOTAL NET OPERATING COST) I II CAPITAL COST: MCI COACH BUS (TWO AT $525,000 ESTIMATED COST EACH) $1,050,000 CAL MATCH (20% OF; PURCHASE PRICE) $ 2:1;0,000 . . . OPTION I: ROANOKE TO LYNCHBURG COMMENTARY ON COSTS Personnel Costs Bus Operator: One (1) part-time bus operator will be needed at cost of $27,392 ($10.90 per hour) for 2,513 hours annually. Bus Operator Extra Board: Four (4) hours allocated daily for coverage at $15.57 per hour for 492 hours annually or total amount of $3,830. Purpose of extra board is to have substitute bus operators available in case the assigne,d bus operator is not able to perform (e.g., illness or sick) his or her duties. . Mechanic: Overtime work hours of 416 hours bas~d;;()r{;52weeks times 8 hours for Sundays. Current mechanics will be assigned on \a"rotating;$chedule for Sundays to service and clean buses. Total amount of $11,232. ^<. " ,,' Transportation Road Supervisor: Overtime work hours of 416 hbl;l.rsJor the five (5) current supervisors and scheduling them on a rotating basis every five:~updays. Projected overtime hourly rate of. $25.50 per hour for 416 hours annually(p2 Sundays time 8 hours). Total amount of $10;eO~~, Training of Part-Time Bus OperatO,r: .160hburs of training for one part-time bus operator at $37.50 per hour totaling anadditional$q,QOO one-time cost. Fringe Benefits: Total amount is $17,51Q'. Overtime Costs: Overtime for one bus operator and one mechanic needed based on record ofAIVI"tRA\tSNortheastRegionaISouthb()und train from DC being late arriving at Lynchb,l;Irg.for ()ne;y;~~r of 16~:5 hours. Total amount being $3,870 for bus operator and $3,95:1fpr mechanic. Materials and Supplies <'. , Fuel: The annuad:lJ.t3lcost isi"~~sed on 14,360 gallons at $3 per gallon. \:'<W{~ Oil: The cost for calculatiQg>oil based on $ .0045 per mile times 78,980 miles. Other Lubricants: The cost for calculating other lubricants based on $ .0039 per mile times 78,980 miles. Tires: The cost for calculating tires based on $ .0845 per mile times 78,980 miles. Parts for Revenue Vehicles: The cost for calculating parts based on $ .0091 per mile times 78,980 miles. Drug & Alcohol Testing: Per federal regulations cost is based on performing five (5) drug and alcohol tests (pre-employment, random, reasonable suspicion or post- accident) annually at the cost of $100 per test. . . . 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"'-0 .ga:I-C CDa:O~ '3<(0G) " CD C) 13 a: en ::::). ~ct:~ E; ;; .- <( 0 cio..z~ ::1>W>u enwo..Jco e OPTION II: VIRGINIA TECH TO LYNCHBURG VIA ROANOKE COST PROPOSAL ANNUAL REVENUE: Based on 359 operating days PERSONNEL COSTS: BUS OPERATOR (TWO NEW FULL-TIME @$12,15 HR) $ 50,544 BUS OPERATOR EXTRA BOARD (1436 HRS X $15.57 PER HR) $ 22,359 MECHANIC ONE NEW FULL TIME (Q2 15.87 HR) $ 33,010 SUPERVISOR (ONE NEW FULL TIME @ 15.60 HR) $ 32,448 SUBTOTAL $ 138,361 FRINGE BENEFITS (33% X TOTAL WAGES/SALARIES) $ 45,659 OVERTIME (165.5 .HRS X $23.38 PER HR-BUSQPERATOR) $ 3,870 OVERTIME 1165.5 HRS X $23.87 PER HR-MECHANIC) $ 3,951 TOTAL PERSONNEL COSTS " , $ 191,841 MATERIALS & SUPPLIES: '.'" FUEL (25,587 GALLONS X $3 PER GALLON) $ 76,761 .. ($ .0045 PER MILE X 140,728 MILES) $ 634 HER LUBRICANTS ($ .Op39 pER MILE X 140,728 MILES) $ 549 TIRES ($ .0845 PER MILf:;X140,728 MILES) $ 11,892 PARTS FOR REVENUE VEHICLE ($ :0091 PER MILE X 140,728) $ 1,281 TICKETS & TRANSFERS ... " " $ 1,500 INSURANCE FOR VEHICLES (TWO N.EW MCI COACHES) $ 15,960 UTILITIES (ELECTRIC & WATER)' . ~ '. ' , $ 12,300 DRUG & ALCOHOL TESTING $ 500 TOTAL MATERIALS & SUPPLIES $ 121,377 ' TOTAL GROSS OPERATING COST lL!: 313,218 REVENUE (AMOUNT TO BE DETE.RMINED BASED ON RIDERSHIP) TOTAL NET OPERATING COST LOCAL MATCH (15% OF TOTAL NET OPERATING COST) CAPITAL COST: MCI COACH BUS (TWO AT $525,000 ESTIMATED COST EACH) $1,050,000 LOCAL MATCH (20% OF PURCHASE PRICE) 1$ 210,000 I . . OPTION II: VIRGINIA TECH TO LYNCHBURG VIA ROANOKE COMMENTARY ON COSTS Personnel Costs Bus Operator: Two (2) new full-time bus operators will be needed at cost of $25,272 ($12.15 per hour) each annually in order to provide the additional morning and evening routes seven (7) days per week. Total amount of $50,544. Bus Operator Extra Board: Four (4) hours allocated daily for coverage at $15.57 per hour for 1,436 hours annually or total amount of $22,359. Purpose of extra board is to have substitute bus operators available in case the assigf:)ed bus operator is not able to perform (e.g., illness or sick) his or her duties. Mechanic: One (1) full-time new mechanic will be n~eded at cost of $33,010 ($15.87 per hour) annually. Hours of service extended Mondays thrOl"gh Saturdays and additional hours for Sundays. Transportation Road Supervisor: One (1) new full-time supervisor will be needed at cost of $32,448 ($15.60) due to work hours having to begin at 3: 15 a;mAor Mondays through Fridays and 5:00 a.m. fqrSaturdays and Sundays.' Fringe Benefits: Total salaries and wages, for four (4) additional new employees is $138,361 times 33% for fringe benefits or$4p,659. . Overtime Costs: Overtime for one bus operator amt one mechanic needed based on record of AMTRAK Northeast Regional SQuthbound train from DC being late arriving at Lynchburg for one year of 165.5 hours. Total amount being $3,870 for bus operator and $3,951 for mechanic. . Materials ,and Supplies Fuel: The annual cost is based on 25,587 gallons at $3 per gallon. . , . Oil: The cost for calculating6il. based on $ .0045 per mile times 140,728 miles. Other Lubricants:, ,The cosHor calculating other lubricants based on $ .0039 per mile times 140,728 miles. Tires: The cost for calculating tires based on $ .0845 per mile times 140,728 miles. Parts for Revenue Vehicles: The cost for calculating parts based on $ .0091 per mile times 140,728 miles. Capital Costs . Two (2) new Mel Coach DL4500 buses will be needed in order to have sufficient number of buses to provide the service. Projected purchase price for each bus will be $525,000 each or total of $1,050,000. The local match needed will be 20% of the purchase price or $210,000. --r--'- j c: o +:; a. o ;:...., I ,- } ( / " e . o 0:: zO <cLL 0::....10 Oo.W ......m O(l)<C wOS; ZOC)W ZOO::....I OZ~~ 0<C0:I0 >-Z:J:W <CC)O:J: ;:-ZO ...f3>-(I) O::O....lC) <CWO~ :i0...... 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OPTION III: ROANOKE TO LYNCHBURG VIA BEDFORD COST PROPOSAL ANNUAL REVENUE: Based on 359 operating days PERSONNEL COSTS: BUS OPERATOR (ONE NEW FULL-TIME X $12.15 PER HR) $ 25,272 BUS OPERATOR EXTRA BOARD (1,795 HRS X $15.57 PERHR) $ 27,948 MECHANIC (416 HRS X $27 PER HR FOR 52 SUNDAYS) $ 11,232 SUPERVISOR (416 HRS X $25.50 PER HR FOR 52 SUNDAYS) $ 10,608 TRAINING OF PT BUS OPERATOR ($37.50 X 160 HRS) $ 6,000 SUBTOTAL $ 75,060 FRINGE BENEFITS (33% X TOTAL WAGES/SALARIES) $ 24,770 OVERTIME (165.5 HRS X $23.38 PER HR-BUSOPERATOR) '$ 3,870 OVERTIME (165.5 HRS X $23.87 PER HR-MECHANIC) $ 3,951 TOTAL PERSONNEL COSTS . '. $ 113,651 . MATERIALS & SUPPLIES: ,. " 6UEL (17,624 GALLONS X $3 PER GALLON) $ 52,872 IL ($ .0045 PER MILE X 96,930 MILES) $ 437 OTHER LUBRICANTS ($;0039 PER-MILE X 96,930 MILES) $ 378 TIRES ($ .0845 PER MILE X 96,930 MILES) $ 8,191 PARTS FOR REVENUE VEHICLE ($,.0091 PER MILE X 96,930) $ 882 TICKETS & TRANSFERS , $ 1,500 '., ,. INSURANCE FOR VEHICLES (TWO NEW MCI COACHES) $ 15,960 PRINTING EXPENSE-SCHEDULES "& MAPS $ 2,500 UTILITIES (ELECTRIC & WATER) $ 12,300 DRUG & ALCOHOL TESTING $ 500 TOTAL MATERIALS & SUPPLIES $ 95,520 TOTAL GROSS OPERATING COST $ 209,171 REVENUE (AMOUNT TO BE DETERMINED BASED ON RIDERSHIP) TOTAL NET OPERATING COST I I LOCAL MATCH (15% OF TOTAL NET OPERATING COST) CAPITAL COST: MCI COACH BUS (TWO AT $525,000 ESTIMATED COST EACH) OCAL MATCH (20% OF PURCHASE PRICE) . OPTION III: ROANOKE TO L VNCHBURG VIA BEDFORD COMMENTARY ON COSTS Personnel Costs Bus Operator: One (1) new full-time bus operator will be needed at cost of $25,272 ($12.15 per hour) annually. The evening commuter bus will layover in Lynchburg after returning all passengers from Roanoke and Lynchburg to Bedford. In miles, a layover of one hour and six minutes will be less in cost than having the bus return to Roanoke and then return to Lynchburg.. Bus Operator Extra Board: Five (5) hours allocated d~ily for coverage at $15.57 per hour for 1,795 hours annually or total amount of $27,948:. Purpose of extra board is to have substitute bus operators available in case the assigned bus operator is not able to perform (e.g., illness or sick) his or her duties. ' Overtime Costs: Overtime for one bus operator and one mechaniq needed based on record of AMTRAK Northeast'Regional Southbound train from DC being'h3te arriving at Lynchburg for one year of 165.5 hours. Total amount being $3,870 for bus operator and $3,,951 for mechanic. . Materials and Supplies Fuel: The annual fuel cost is based on '.17,624 gallons at $3 per gallon. Oil: The cost for calculating oil.based on $ .0045 per mile times 96,930 miles. Other Lu.briC:ants:, The cost for calculating other lubricants based on $ .0039 per mile times 96,930 miles'. Tires: The cost for calculating tires based on $ .0845 per mile times 96,930 miles. Parts for Revenue Vehicles: . 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OPTION IV: VIRGINIA TECH TO LYNCHBURG VIA ROANOKE AND BEDFORD COST PROPOSAL ANNUAL REVENUE: Based on 359 operating days PERSONNEL COSTS: BUS OPERATOR (TWO NEW FULL-TIME @$12,15 HR), $ 50,544 BUS OPERATOR EXTRA BOARD (1436 HRS X $15.57 PER HR) $ 22,359 MECHANIC (ONE NEW FULL TIME @ 15.87 HR) $ 33,010 SUPERVISOR (ONE NEW FULL TIME @ 15.60 HR) $ 32,448 SUBTOTAL $ 138,361 FRINGE BENEFITS (33% X TOTAL WAGES/SALARIES) $ 45,659 OVERTIME (165.5 HRS X $23.38 PER HR-BUS OPERATOR) $ 3,870 OVERTIME (165.5 HRS X $23.87 PER HR-MECHANIC) $ 3,951 TOTAL PERSONNEL COSTS ., $ 191,841 , ", MATERIALS & SUPPLIES: " FUEL (28,851 GALLONS X $3 PER GALLON) " $ 86,553 OIL ($ .0045 PER MILE X 158,678 MILES) $ 714 .ER LUBRICANTS ($ .0039 PER MILE X 158,678 MILES) $ 619 ES ($ .0845 PER MILE X '158,618 MILES) " $ 13,409 PARTS FOR REVENUE VEHICLE ($ .0091 PER MILE X 158,678) $ 1,444 TICKETS & TRANSFERS '~'., . $ 1,500 INSURANCE FOR VEHICLES (TWO NEW MCI COACHES) $ 15,960 UTILITIES (ELECTRIC & WATER) .,' $ 12,300 DRUG & ALCOHOL TESTING , $ 500 TOTAL MATERIALS & SUPPLIES $ 132,999 TOTAL GROSS OPERATING COST $ 324,840 REVENUE (AMOUNT TO BE DETERMINED BASED ON RIDERSHIP) TOTAL NET OPERATING COST ~LOCAL MATCH (15% OF TOTAL NET OPERATING COST) II II CAP IT AL COST: MCI COACH BUS (TWO AT $525,000 ESTIMATED COST EACH) $ 1,050,000 LOCAL MATCH (20% OF PURCHASE PRICE) 1$ 210,000 I . . OPTION IV: VIRGINIA TECH TO LYNCHBURG VIA ROANOKE AND BEDFORD COMMENTARY ON COSTS Personnel Costs Bus Operator: Two (2) new full-time bus operators will be needed at cost of $25,272 ($12.15 per hour) each annually in order to provide the additional morning and evening routes seven (7) days per week. Total amount of $50,544. Bus Operator Extra Board: Four (4) hours allocated daily for coverage at $15.57 per hour for 1,436 hours annually or total amount of $22,359. Purpose of extra board is to have substitute bus operators available in case the assigned bus operator is not able to perform (e.g., illness or sick) his or her duties. .. Mechanic: One (1) full-time new mechanic will b~ needed at cost of $33,010 ($15.87 per hour) annually. Hours of service extended Mondays through Saturdays and additional hours for Sundays. Transportation Road Supervisor: One (1) new full-time supervisofwill be needed at cost of $32,448 ($15.60) due to work hours having to begin at 3:15 a:m..for Mondays through Fridays and 5:00 a.m. for Saturdays and Sundays. Fringe Benefits: Total salaries and.wagesamount of additional new employees is . $138,361 times 33% for fringe benefits or $45,659. Overtime Costs: Overtime for. one bus. operator and one mechanic needed based on record of AMTRAK Northeast Regional Southbound train .from DC being late arriving at Lynchburg for one year of 165.5 hours. Total amount being $3,870 for bus operator and $3,951 for mechanic. Materials and Sopplies Fuel: The.:annual fuel cost is based on 28,851 gallons at $3 per gallon. Oil: The cosU()r,calculating,oil, based on $ .0045 per mile times 158,678 miles. Other LubricantS::>The costfqr calculating other lubricants based on $ .0039 per mile times 158,678 miles~ Tires: The cost for calculating tires based on $ .0845 per mile times 158,678 miles. Parts for Revenue Vehicles: The cost for calculating parts based on $ .0091 per mile times 158,678 miles. Capital Costs . Two (2) new MCI Coach DL4500 buses will be needed in order to have sufficient number of buses to provide the service. Projected purchase price for each bus will be $525,000 each or total of $1,050,000. The local match needed will be 20% of the purchase price or $210,000. ...., ,- GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 18, 2011 9:00 a.m. GRTC Administrative Office 1108 Campbell Avenue, S. E. Agenda 1. Call to Order., 2. Roll Call. 3. Approval of Minutes: Regular meeting held on Monday, November 15, 2010. 4. Reports of Officers: a. General Manager: 1. Management Update: . Roanoke to Lynchburg Amtrak Connection . Bus Stop Shelters . Bus Stop Route Identification and Schedule . "Pass Through" Grantee Projects . Free Fare Day . Healthy Communities and Transportation 2. Financial Reports for the month of November 2010. 3. Approval of Revised Fare for Private School Students. 4. Approval of Authorization to File Federal and State Operating and Capital Assistance Grants. 5. Approval of Donation to Commonwealth Coach and Trolley Museum. 6. Appointment of two members of the Board and two officers of the Company to serve as the Fiscal Year 2011-2012 Budget Review Committee to review the proposed budget. ' 5. Secretary: a. Recommendation to establish the Annual Meeting of the GRTC Stockholders to be held on Monday, June 20,2011, at 1 :45 p.m., in the City Council Chamber. L:\CLERK\DATA\CKSM1\GRTC.11\January 1B, 2011 Agenda.doc , ' 6. Other Business. a. Briefing from the General Manager on GRTe operations. 7. Adjournment. L:\CLERK\DATA\CKSM1\GRTC.11\January 18, 2011 Agenda.doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 13, 2011 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Tuesdav, January 18, 2011, at 9:00 a.m.. in the GRTC Administrative Office. 1108 Campbell Avenue. S. E., Roanoke, Virginia. At the GRTC Board meeting held on Monday, October 18,2010, the Board concurred in the staffs recommendation to schedule a formal meeting and orientation workshop ofthe Board on Tuesday, January 18 from 9:00 a.m. - 12:00 noon. Sincerely, ~~o~.~ Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.11\January 18 Meeting Notice.doc 4CLI ~ Greater Roanoke Transit Company Management Update January 18, 2011 Roanoke to Lvnchbura Amtrak Bus Connection Please see the attached January 3, 2011 letter to the Roanoke City Council from the City Manager updating Council on the results of the bus connector service feasibility study, titled Assessment of the Anticipated Ridership and Fundina for Amtrak Connector Bus Service in the Roanoke Vallev-Lvnchbura Corridor, published December 28,2010 (Attached). During its 2010 session, the Virginia General Assembly directed the Commonwealth's Department of Rail and Public Transportation (DRPT) to provide the Commonwealth Transportation Board (CTB) with an assessment of the ridership and funding required to support a bus service pilot project called (by DRPT) "Amtrak Connector" that would link Roanoke to the Amtrak passenger rail station in Lynchburg. This assessment included the prospect of extending the pilot to Blacksburg. The total estimated cost to implement the Bus to Rail service (GRTC's title), inclusive of capital leasing for two buses, is $342,130; the estimated revenue is $17,600, leaving a net cost of $324,530 on which a grant application would be based. This service will provide intercity connections to Blacksburg Transit, GRTC's Campbell Court Valley Metro/Greyhound bus terminus and Lynchburg's Amtrak passenger rail and Greyhound bus terminus, which is also served by the Greater Lynchburg Transit Company that has a bus stop within a block of the terminus. Service will operate from Roanoke to Lynchburg seven days a week; service from Blacksburg to Lynchburg via Roanoke will operate only on weekends, Friday through Sunday. GRTC staff recommends submitting a grant application to DRPT by February 9, 2011 in the amount of $210,945 to support 65% of the net annual cost of the service. A 35% local match in the amount of $113,585 will be a prerequisite for the grant application process. . GRTC's General Manager will continue efforts to garner the support of local funding partners to participate in covering the required local match. Finally, pending the outcome of the connector's first year of service, GRTC recommends filing a grant application with DRPT for additional funds to support connecting Blacksburg with the Amtrak station in Lynchburg via Roanoke seven (7) days a week. Bus Stop Shelter Installation Developments A Change Order was completed in January 2011 for Woodard-West-Parks, Ltd. for the Contractor to perform additional tasks: Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.valleymetro.com 1) Contractor to provide to GRTC on an as requested basis site plans and/or drawings sealed by a Virginia Licensed Engineer and/or Architect; 2) Submit required documents to the appropriate officials of the locality where the bus shelter is to be located; 3) Obtain building permits allowing Contractor to proceed with the proper installation and construction of bus shelters. The additional cost for these added tasks will be $845 for each bus stop location. GRTC staff has the additional funds available in previously approved grants. This Change Order for the Contractor will expedite the installation and construction of bus shelters. Bus Stop Route Identification and Schedule In order to minimize initial cost and to test the utility of containers and stanchions for identification and schedule information, GRTC staff will only install them at bus stops where shelters are currently located. The projected cost is approximately $200 to $225 per location for eighteen (18) bus stop shelters, which includes the student designed shelters at Patrick Henry and William Fleming High Schools-a total project cost between $3,600 and $4,050. GRTC has funds available in its local capital reserve fund to support this project. Through on site observations and rider surveys, the effectiveness of these enhancements will be evaluated. "Pass Throuah" Grantee Proiects GRTC Board of Directors expressed interest in receiving on a regular basis an update on the fiscal and operational status of projects funded by federal and state grants under the "pass through" auspices of GRTC. In fiscal year 2007 GRTC became the recipient for pass through grants issued by Virginia's Department of Rail and Public Transportation (DRPT) specifically to manage earmark grants for three transportation related nonprofit entities in the City. The entities are: 1) The Commonwealth Coach and Trolley Museum (CCTM; 2) Roanoke Chapter, National Railway Historical Society (NRHS); and 3) Western Virginia Foundation for the Arts and Sciences 0NVFAS) which owns the O. Winston Link Museum for which the grant funds will be used. These earmark grants are referred to as Section 5309 Project Agreements or Grant Funds and GRTC was designated by the DRPT to oversee, administer, and pass such funds through to the three transportation related nonprofit entities. This process is a common way for the Federal Transit Administration (FT A) and the DRPT to provide funding to small transportation related nonprofit entities who are not designated recipients, but whose projects merit grant awards. With the support of Congressman Bob Goodlatte the following "pass through" grant funds were approved for the above three entities: Grantee: Commonwealth Coach and Trollev Museum 1) Project Description: to rehabilitate and restore up to twelve (12) historic buses and transportation related vehicles, model years 1934 through 1990. 2) Number of grants: two (2) 3) Year(s) of grant certification: 2007; 2009 4) Total grant amount federal with state match: $59,487 (2007); $201,163 (2009) 5) Combined available balance: $113,278 Grantee: Roanoke Chapter, National Railwav Historical Societv 1) Project Description: to restore the Virginian Railway Passenger Station to public use, including a museum in which the public can learn about the role the Virginian Railwayplayed in the development of Roanoke and the state's railroad industry. 2) Number of grants: two (2) 3) Year(s) of grant certification: 2007; 2010 4) Total grant amount federal with state match: $59,487 (2007); $138,463 (2010) 5) Combined available balance: $104,566 Grantee: Western VirQinia Foundation for the Arts and Sciences, the O. Winston Link Museum 1) Project Description: To improve the N&W passenger station, a Virginia Historic Landmark, as means to improve showcasing the O. Winston Link's railway photo collections and equipment. 2) Number of grants: three (3); a fourth one pending 3) Year(s) of grant certification: 2008; 2009; 2010 4) Total grant amount federal with state match: $118,974 (2008); $125,400 (2009); $135,850 (2010) 5) Combined available balance: $225,485 In the updates to follow, project status and activity reports will be provided Free Fare Dav Results The "Free Fare Day" implemented on November 26, 2010, the Friday following Thanksgiving, proved to be successful. On the Friday following Thanksgiving in 2008 and 2009, the ridership was approximately 7,000 for each the Fridays. For 2010, the ridership was 8,500, a 21% increase. Healthv Communities and Transportation For your general information, the American Public Health Association (APHA) is offering free of charge a four (4) webinar series on how transportation systems impact health in diverse communities across the nation. This was brought to my attention by Board Member, Karen Michalski-Karney. The first segment of the series, Community Health and Transportation Planning, will be offered on, January 18, the day of the GRTC Board meeting, between 2 p.m. and 3 p.m.; the remaining three will be offered on February 15th, March 15th, and April 5th. All webinar sessions will be held at the Roanoke Valley-Alleghany Regional Commission. Please see the attached notice for further details. Res~~,~U~Y~~bfu1'd, ;ifYj' . J~" . / . "/:,/ / ----....... ,/ ,'- P7 Carl L. Palmer General Manager C: Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor Attachments (3) ~. ROANOKE OFFICE OF THE CITY MANAGER Noel C. Taylor Municipal Building 215 Church Avenue. SW, Room 364 Roanoke. Virginia 24011 540.853.2333 www.roanokegov.com January 3, 2011 Honorable Mayor and Members of City Council Subject: Feasibility Study Amtrak Connector Bus Service - Roanoke Valley-Lynchburg Corridor As referenced in a previous e-mail, the Commonwealth of Virginia Department of Rail and Public Transportation (DRPT) recently released the feasibility study of providing bus service that would link Roanoke to the Amtrak passenger rail station in Lynchburg. During the 2010 Session of the Virginia General Assembly, DRPT was directed to provide the Commonwealth Transportation Board with an assessment of the ridership and funding required to support the bus service. Greater Roanoke Transit Company (GRTC) staff reviewed the study and developed the summary information outlined below. · Summary of DRPT Study Findinas · The bus service between Roanoke and Lynchburg is projected to generate an additional 3,600 passengers per year for the current rail service. · If the service is provided by a "public transit agency, n the annual cost to provide the service from Roanoke is projected to be approximately $152,000. This estimate is based on the miles, hours, and associated operating costs to provide the service. · If the service is extended to Blacksburg, the annual cost to provide the service is projected to be approximately $275,000, with additional ridership of approximately 800 passengers per year. · The projected annualized capital cost for the acquisition of buses to provide the service is approximately $130,000. · The majority of the operating and capital costs to provide the service could be funded via federal and state transit grant programs administered by DRPT. Grant funds require a local match of 35% of operating expenses, net of fare revenue. Grant funding could also be used to fund a portion of the capital cost. Page 2 · DRPT has the ability to amend its current agreement with Amtrak to allow Amtrak to contract with a third-party bus operator to provide the service. The cost of this option is projected to be approximately $329,000, inclusive of operating and capital costs for service originating from Roanoke and $569,000 for service from Blacksburg. · The passenger revenue for the bus service originating from Roanoke is estimated to be $11,000 annually, based on $3.00 per trip. Total revenue is estimated to be $14,600 for service originating in Blacksburg, based on $4.50 per trip. · GRTC Staff Comments Over the past few months, GRTC staff have been developing cost estimates for providing the service in anticipation of applying for a DRPT grant. · GRTC staff currently project an annual cost of approximately $168,000 to provide the service from Roanoke and approximately $313,000 to provide the service from Blacksburg. · GRTC staff currently project a capital cost $1,050,000 for two motor coach buses. · Based on earlier discussions with DRPT, GRTC staff had based the required grant local match requirement at 15%, not the 35% as indicated by DRPT in the study. · The projected capital cost in the report is presented as an annualized capital cost with depreciation. It is not clear what assumptions were made on the cost of the initial capital investment. · Planned Next Steps GRTC staff will schedule a meeting with DRPT as soon as possible to address the following: · Determine whether DRPT favors a public transportation agency, "GRTC," or a private third party carrier to provide the service. · If the public transportation agency is the preferred provider, determine which option, service form Roanoke or Blacksburg, is most plausible and most likely to be funded by DRPT. · Given the preferred option, determine which is the most cost effective method for acquisition of the additional motor coaches, leasing or purchasing. .-.-----. - .-----.-,-.._-~. . --'-~-_._---~ -. -_.. . Page 3 · Reconcile the differences between GRTC and DRPT operating and capital cost estimates. · Refine the passenger revenue estimate. · Confirm the local match requirement for operating and capital cost assistance. · Finalize the service design plan for implementation during the summer of 2011 and submit an application for DRPT grant funding. I trust the information above is sufficient in providing you with summary information from the study and our planned next steps. Sincerely, ~p~ Christopher P. Morrill City Manager c: William M. Hackworth, City Attorney Stephanie M. Moon, City Clerk Ann H. Shawver, Director of Finance Carl L. Palmer, General Manager, Greater Roanoke Transit Company The Honorable John s. Edwards, Member, Virginia State Senate The Honorable Onzlee Ware, Member, Virginia House of Delegates The Honorable William H. Cleveland, Member. Virginia House of Delegates ~'V-~'Ib.''" At' '.". Fit:;", ,.;.'V .. ~ '-:", ~. '\;~l' .~ :~\.- ';:~~.: ,~, ~. ." . ,~,;/" 7' .ri ,~;~,{~~" ,~;1' .t~~.~;.~..i' -,~,- COMMONWEALTH of VIRGINIA Thelma D. Drake Dir.:Clor DEPARTMENT OF RAIL AND PUBLIC TRANSPORTATION (,(Ill EAST M/\IN STREET. SllIlE c IO:! RICHMONIJ, VA 2321'1.2411> (lIo.n 7X641.JO FAX (/(04) 125-3752 VI/WINIA RELA Y CENTER 1-l\i\{j.R2K-1120 (I'DD) December 28, 2010 The Honorable Sean T. Connaughton Chairman, Commonwealth Transportation Board Office of the Secretary of Transportation Patrick Henry Building, 3rd Floor 1111 East Broad Street Richmond, Virginia 23219 Dear Secretary Connaughton: The Virginia General Assembly directed the Department of Rail and Public Transportation (DRPT) during its 2010 Session to provide the Commonwealth Transportation Board (CTB) with an assessment of the anticipated ridership and funding required to support daily bus connector service from the Roanoke Valley to Lynchburg as part of the on-going three year passenger rail demonstration project. The enclosed report provides the information requested by the General Assembly and further examines an extension of the pilot project to Blacksburg in response to feedback received from stakeholders during the study process. I will be happy to discuss the report and answer any questions at the Commonwealth Transportation Board's next meeting. Sincerely, /J,,I -://tu~ jt~ Thelma Drake Director Cc: Members of the Commonwealth Transportation Board The SJI/(Jrte.rt Di.rttlJlre l3etu:een Tu'o Poillt.r U'l{![('. d,.P!.l!iJ:~iJlit7..~O'l/ Assessment of the Anticipated Ridership and Funding for Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor December 28, 2010 --DR"- Assessment of the Anticipated Ridership and Funding for Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor Table of Contents I. EXECUTIVE SUMMARy.............................................. ......... .................... ........... 3 II. INTRODUCTION............................................. ..................................................... 4 III. BACKGROUND AND PREVIOUS STUDIES....................................................... 4 IV. APPROACH......................................................................................................... 5 V. ANALYSIS OF POTENTIAL AMTRAK CONNECTOR SERVICE ....................... 6 Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor 2 .-DRIZJ. I. EXECUTIVE SUMMARY During its 2010 Session, the Virginia General Assembly directed the Commonwealth's Department of Rail and Public Transportation (DRPT) to provide the Commonwealth Transportation Board (CTB) with an assessment of the ridership and funding required to support a bus service pilot project (called "Amtrak Connector") that would link Roanoke with the existing Amtrak Virginia rail service in Lynchburg. This report includes the results of the assessment, as well as an assessment of extending the pilot project further southwest to Blacksburg. Consideration of extending the service to Blacksburg was largely based upon stakeholder input. Amtrak Connector bus service between Roanoke and Lynchburg is projected to generate an additional 3,600 passengers per year on the Amtrak Virginia rail service. The estimated direct operating cost of the Connector service, if provided by a public transit agency, is approximately $150,000 per year. The majority of the operating costs could be funded through federal and state transit grant programs administered by DRPT and passenger revenues, however, a public transit agency receiving grant funds would be required to provide a local match (approximately 35 percent of operating expenses net of fare revenues). A further extension of the Connector service to Blacksburg would raise operating costs substantially (over 40 percent) due largely to the increase in distance, while generating only modest additional ridership of approximately 800 passengers per year due to the trip length and schedule. Overall ridership on the Connector service could potentially be improved if train arrival/departure times in Lynchburg could be modified, but this could have other ridership impacts and operational impacts for service in Virginia and the Northeast Corridor. The Amtrak COnnector service wOuld alsO require caPital funding support fOr a puolic transit agency to purchase or lease buses for the service. The estimated annualized capital costs are approximately $130,000, including depreciation. Similar to the operating costs, DRPT administers federal and state transit grant programs to assist with capital costs. These capital programs also require a local match from publiC transit agencies. In addition to having a local public transit agency provide the Amtrak Connector service, DRPT also has the ability to amend its current Cigreement with Amtrak to allow Amtrak to contract with a private third-party bus operator. Amtrak estimates that the total cost (capital and operating expenses) of using a private third-party bus operator would be approximately $330,000, which is 18 percent higher than the public transit agency option. With bus passenger revenues estimated at $11,000, the state would have to fund the remaining $319,000 of expenses because federal funds can not be used for a private third-party bus operator. This is compared to approximately $36,000 of state funds under the public transit agency option. Regardless of the delivery method, the Commonwealth Transportation Board is responsible for funding allocation decisions related to this type of service. Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor 3 . .IM,.. II. INTRODUCTION As part of its 2010 Budget Bill, the Virginia General Assembly issued the following requirement to the Department of Rail and Public Transportation (DRPT): Item 448.E. Not later than December 31, 2010, the Director shall provide the Commonwealth Transportation Board an assessment of the anticipated ridership and funding required to support a pilot project of daily bus connector service from the Roanoke Valley to the Kemper Street Station in Lynchburg as part of the on-going three year passenger rail demonstration project. Any support of this transit connector service shall be terminated if the Route 29 rail corridor project is not continued at the conclusion of the three year demonstration period. This report provides the information requested by the General Assembly and further examines an extension of the pilot project to Blacksburg in response to feedback received from stakeholders ~uring the study process. III. BACKGROUND AND PREVIOUS STUDIES Three separate studies of transit service between Roanoke and Lynchburg have been conducted since 2007; · TransDominion Express (TDX) Status Update Study: The Virginia Transportation Research Council completed this study for DRPT in January 2007. It estimated both business and non-business rail passenger ridership along the proposed TDX routes between Bristol, Richmond, and Washington, DC. · Amtrak Ridership Analysis: Amtrak conducted a study of estimated rail ridership along the Lynchburg-Washington, DC corridor (with continuing service through the Northeast Corridor). As part of this analysis, Amtrak looked at bus connector service from Bristol to Lynchburg, with intermediate stops in Marion, Wytheville, and Roanoke. · RV ARC Staff Report: The Roanoke Valley-Alleghany Regional Commission (RVARC) provided preliminary information in January 2010 concerning the viability of a bus connector service from the Roanoke Valley to Kemper Street Station in Lynchburg. The study was a "synthesis" of previous information (including the 2007 TDX status update) rather than a completely new analysis. This report builds and expands on these previous study efforts. Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg COfTidor 4 .IJRIZI. IV. APPROACH Throughout this report, the proposed transit service is referred to as "Amtrak Connector" bus service: The Amtrak Connector would provide dedicated bus service to passengers arriving at and departing from the Kemper Street Amtrak Station in Lynchburg. These passengers will be long-distance travelers (e.g., to/from Washington, DC. and other locations as far north as Boston) who typically do not make this type of trip daily. The travel market b~ing served by the potential Amtrak Connector is separate and distinct from the potential commuter market that exists in the same corridor. The essential analytical methodology for determining the feasibility of this service is presented in Figure 1 below: Figure 1: Analytical Process The analysis is driven by the forecast of potential demand or ridership. This estimate is then used to determine an appropriate service plan (Le., the amount of service, including scheduling, miles and hours of service, and number of vehicles), as well as to estimate the amount of passenger revenue that will be generated. An estimated annual operating cost is then derived from the service plan. When combined with the passenger revenues, this provides an estimate of the "net" cost of providing the service. The final step is then to determine potential sources of funding to support this net cost. Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor 5 .EJRIZF. v. ANALYSIS OF POTENTIAL AMTRAK CONNECTOR SERVICE The DRPT-initiated Amtrak Virginia service extending to Lynchburg, which began in October 2009, has proven to be very successful. Annual ridership in the twelve months from October 1,2009, to Septer:nber 30,2010, was over 126,000, which was more than double the target ridership of 51,000. As a result, the service also greatly exceeded its passenger revenue forecasts - over $6.3 million in revenue was generated, compared to a target of $2.6 million. DRPT's longer-term goals for this service include multiple daily rail departures from Lynchburg, as well as expanding rail service beyond Lynchburg to Roanoke and potentially as far south as Bristol. A possible first step in initiating any of these rail expansions is to build the transit market with dedicated bus connector (sometimes called "bus bridge") service to Lynchburg from Roanoke and areas further south and west. This section analyzes the potential for that service to be successful. Amtrak Connector - Ridershio and Revenue Using models developed for the Northeast Corridor (NEC), long distance trains, California corridors, and other markets, Amtrak has prepared forecasts for a variety of service initiatives nationwide, including Acela Express and NEC Regional trains, service improvements in state-supported corridors, and proposals for new local/state-supported corridor services (including for Virginia). Amtrak management uses the forecast results are used by Amtrak management to evaluate nearly all new initiatives/options that have ridership and ticket revenue implications. Figure 2 below presents the ridership and revenue estimates for Amtrak Connector service at Lynchburg. The 2011 baseline is presented first, which is consistent with Amtrak's internal estimates for the projected annual ridership and fare revenue associated with the Amtrak Virginia service to Lynchburg. Note that this baseline projects a modest growth in ridership over the FY10 figures of approximately 3 percent to almost 130,000, but a more substantial increase in revenue of 27 percent (to $8.0 million) due to pricing changes. Then Figure 2 presents two options for Amtrak Connector service that are further described below. · In Option 1, the bus service connects Roanoke and Lynchburg. This bus bridge service draws an additional 3,600 annual passengers to the rail service and generates $199,000 in rail and bus passenger revenue. However, only $11,000 of that revenue is attributable to the bus service, which is priced in this analysis at $3.00 per trip. The vast majority of the revenue generated comes from the train tickets. The bus trip portion was priced relatively low to encourage ridership on the new bus service, similar to a promotional offer from a private business. The overall increase in ridership for Amtrak Virginia service to Lynchburg when the Amtrak Connector bus is introduced is approximately 2.8 percent, with a revenue increase of approximately 2.5 percent. Amtrak Connector Bus Service in the Roanoke VaJ/ey~Lynchburg Corridor 6 .BRfZ1. · In Option 2, the Connector service is extended beyond Roanoke to Blacksburg. The additional ridership generated by this extension is relatively low - only 800 passengers annually and $38,000 in additional revenue. In this case, the bus fare was increased to $4.50 per trip for Blacksburg to Lynchburg passengers. Although these ridership figures are similar to bus connector forecasts performed for Amtrak services in other states (e.g., connecting to Carolinian and Piedmont trains in North Carolina), the attractiveness of this connector service is diminished by two factors. First, these are relatively long bus trips - approximately an hour from Lynchburg to Roanoke and another 45 minutes or more from Roanoke to Blacksburg. This may deter some potential users from seeing the bus connector as a viable travel option. The second factor is the timing of the service. No assumption has been made regarding an alteration of the existing train schedule, which means weekday buses would depart from Roanoke to Lynchburg in the morning at approximately 6:00am and arrive in Roanoke in the evening from Lynchburg at 10:00pm (see service plan section below for more information). The timing for Blacksburg is even later in the evening and earlier in the morning. Based on forecasting experience, the bus service will attract riders but overall the service is at the "outside edge" of acceptability for most travelers. Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor 7 .1JR1Zf. Cl) :::J C CP > CP 0::: "0 C co Co .c ~ CP "0 02 ... .s (J CP c: c o o .x: ~ - E <C ('II e :::J 0) Li: 0 0 0 0 u 0 0 0 8 0 0 0 ;;; l:Illll m ....- 0 C :s C Gl 01 \0 \0 ~ III Gl- \0 m 0 III .- QI 1Il:E ....- N- ... """ III m m 0 Q. c III 0 0 0 0 0 II: 0 0 0 8 oll .. Gl 0 0 0 :s ..; -.r- as ,..: e.o j c m .... -.r .... :s 0 Gl N V>- N N .c j:: > 00- as '\II. ~ Gl II:: 11'> V>- .. III ~ 0 0 0 0 0 N 0 0 0 0 i c: III m -.r .... m 0 U -.r' -.r- as -.r- ~- +:: m m m c- "0 .... .-i .-i 0 ii: 0 0 g 0 81 8 IS 8 l:Illll 0- 0 0 ~ C Gl lI'\ .... N Gl_ UI .- lI'\ N 00 N UI:E ....- ....- ... ;;; III m m Q. :s III QI 0 0 \0 0 8 """ :5 0 0 :5 0 Gl o . c: j :s 01- _ m 0 m III c: .... <Jl. 0 Gl 01 .... .-i en .!!S. ,~ > .... <Jl. N .... I- Gl 00- as '\II. .... 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E <:( Amtrak Connector - Service Plan For Option 1 (Roanoke only), the bus would leave Roanoke on weekday mornings at 6:00am and arrive in Lynchburg at approximately 7:10am. This provides sufficient time to unload the bus and load passengers onto the train; as well as a few minutes of "padding" in the schedule to accommodate potential traffic delays. In the evenings, the bus would depart Kemper Street Station at 8:46pm (10 minutes after the scheduled train arrival) and arrive in Roanoke at 9:56pm. The bus timing on the weekends is similar, but shifted, because the trains depart Lynchburg at 9:59am and arrive back in the evening at 9:30pm on Saturdays and 1 0:20pm on Sundays. For the Option 2 extension to Blacksburg, essentially the same arrival and departure times in Roanoke and Lynchburg are maintained. The weekday morning service would depart Blacksburg at 4:55am, and the evening service would return to Blacksburg at 11 :05pm. Amtrak Connector - Bus Service Costs This report contains two separate approaches and cost estimates for providing the Amtrak Connector service. Amtrak provided the first cost estimate, while DRPT developed the second cost estimate. Although Amtrak generally does not provide such connector bus services directly, they have relationships with many private and charter bus services and often request "quotes" for similar services. Thus, in addition to estimating the incremental costs, Amtrak also provided an independent price quote from a third-party bus operator, who was not specifically named. This motor bus service, which is all-inclusive of operating and capital costs, was estimated to cost $329,200 for Option 1 (extending to Roanoke) and $568,700 for Option 2 (extending to Blacksburg). This approach would require DRPT and Amtrak to amend their existing agreement to allow Amtrak to contract with a private third-party bus operator. DRPT also developed cost estimates for the two bus service options under the assumption that a public transit agency would supply the service. The operating costs are driven primarily by estimates of the miles and hours of service required to provide the service and the associated costs for labor, fuel and materials, while the capital costs include necessary additional vehicles to provide the Connector service. Figure 3 provides a summary of the results: Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor 9 .IM". Figure 3: Cost Estimates for Public Transit Agency to Provide Amtrak Connector Service /Option 1 : " " ~Option2': , (Roanoke) , (BlaekSburg) Key Cost Drivers Annual Hours 1,858 3,140 Annual Miles 80,300 143,080 Bus Operator Labor $27,913 $45,811 Other Personnel Direct Labor 28,340 71,958 Fringe Benefits 18,563 38,864 Fuel 43,800 78,044 Other Materials and Supplies 24,491 30,894 Vehicle Insurance 9,000 9,000 Annual Operating Cost $152,106 $274,571 Bus Capital Cost (Annualized) $79,318 $79,318 Depreciation 50,833 50,833 Total Annualized Capital Cost $130,152 $130,152 Total Cost $282,258 $404,722 Based on DRPT's assessment of the operating situation, it appears that providing COnnector service frOm ROanOke to LynchBurg CQula Be unaeriaken in a relatively "lean" fashion that requires relatively little additional labor from supervisors and mechanics. The extension to Blacksburg, however, would require significant additional operating costs. In both options, the primary bus operations could be handled with one additional new bus. The bus capital cost in Figure 3 is shown on an annualized basis, rather than showing the entire upfront cost of the bus. This is done so that a total annual cost for both operations and capital can be estimated, similar to what Amtrak has provided. The capital cost estimate has been increased by 20 percent to account for the costs of providing a "spare" bus. In practice, this could involve the purchase of a second bus which could then be primarily utilized by the transit agency for other services, or it could involve the transit agency utilizing one of its existing fleet vehicles as the spare and receiving compensation. Note also that this cost includes a line item for depreciation. For a public transit agency, there is an assumption that this would be equivalent to funding the future bus replacement, in order to ensure that the service is maintained in a state of good repair, as desired by DRPT for all of the Commonwealth's transit and rail services. Amtrak Connector Bus SeNice in the Roanoke Valley-Lynchburg Corridor 10 --DR"- Amtrak Connector - Net Costs Figure 4 below summarizes the annual net cost requirements for each of the two service provider options and for each routing option. Figure 4: Net Costs for Amtrak Connector Service Afutrclk Third-P~rtY: Provisio~ .... -.,"f -.. . ?:f',. c," ," ',' ~ubUc:rr~lisi~':AgencyProvisiol1 Option 1 Option 2 Option 1 Option 2 (Roanoke) (Blacksburg) (Roanoke) (Blacksburg) Amtrak Connector Revenue $11,000 $14,600 $11,000 $14,600 Amtrak Connector Expenses $329,200 $568,700 $282,258 $404,722 Net Revenue I (Subsidy) ($318,200) ($554,100) ($271,258) ($390,122) Clearly, the extension to Blacksburg imposes significant additional costs, while generating relatively little additional ridership or revenue. As noted above, this is due to both the additional length of travel required on the bus, as well as the unattractive timing (early morningllate evening) required for travelers. Amtrak Connector Bus Service in the Roanoke Valley-Lynchburg Corridor 11 .-9RIZf. APHA Invites You to a Webinar Series on: What Healthy Communities Need from their Transportation Networks Public health and transportation professionals have the opportunity to participate in a new, free, four-part webinar series in 2011 that covers how transportation systems impact health in diverse communities across the nation. Join us for this series that explores the intersections between health and transportation, highlights inribvative state aM lotal programs tliat leverage opportunities in transportation that oenefit health, ana explains what the future may hold for the federal surface transportation authorization. The first session will explore unique State and local programs that thoroughly consider health and equity in planning. Webinar 1: Community Health and Transportation Planning Tuesday, January 18, 2011 from 2-3 pm EST The session will have introductory remarks by APHA Executive Director Georges C. Benjamin, MD, and presentations by leading national experts: · Andrew L. Dannenberg, National Center for Environmental Health at the Centers for Disease Control and Prevention (CDC) · Leslie A. Meehan, Nashville Area Metropolitan Planning Organization (MPO) · Jean Armbruster, Los Angeles County Department of Public Health Webinar 2: The Health Benefits from Active Transportation February 15, 2011 from 2-3 pm EST Learn how active transportation improves health across various populations and learn of programs that promote and implement active transportation in their communities. Presentations by: · Jeffrey Miller, Alliance for Biking & Walking · Amanda Woodall, Active Transportation Alliance · David Godfrey, City of Kirkland, Washington Webinar 3: Health Impact Assessments (HIAs) in Transportation March 15. 2011 from 2-3 pm EST The health impact assessment (HIA) is gaining huge momentum as a tool to address the social and environmental determinants of health, particularly on transportation-related projects and policies. Presentations by: · Jonathan Heller, Human Impact Partners · Megan Wier, San Francisco Department of Public Health · Heidi Guenin, Upstream Public Health Webinar 4: Preventing Roadway Fatalities and Injuries April 5, 2011 from 2-3 pm EDT Understand the public health professional's role in the area of roadway safety and learn of innovative programs to prevent roadway fatalities and injuries, in particular for vulnerable populations. Presentations by: · Sandra Viera, Prevention Institute · Russell H. Henk, Texas Transportation Institute, Teens in the Driver Seat Program · Buz Barbour, Hillsborough County Senior Zone Program These free webinars will be held at the Roanoke Valley-Alleghany Regional Commission located at 313 Luck Avenue, Roanoke, VA. Please contact Cristina Finch at cfinch@rvarc,ora to reserve your seat. !/ CL 1- ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia January 18, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of November 2010 The fOlloWing financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial results for November 2010. Operating income for November of FY 11 is $27,524 or 3% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $51,508 or 6.5%. This increase was offset by decreases in advertising income and non- transportation revenues of $23,983 or 16.4%. The operating expense for GRTC of $3,210,702 in November 2010 includes expenses for its sub- recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $59,318. GRTC's expenses in the amount of $3,151,384 represent an increase of $141,550 or 4.7% compared to November 2009. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $2,207,848 through November 2010 include subsidies for its sub-recipients in the amount of $59,318. GRTC's subsidies of $2,148,530 have decreased $3,880 or .1% compared to November 2009. Operatin@ Income Operating income for November of FY 11 is $27,524 or 3% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $51,508 or 6.5%. This increase was offset by decreases in advertising income and non- transportation revenues of $23,983 or 16.4%. Commentaries on significant variances are shown below. Operatil}g Revenues including bus fares and sales of passes increased $51,508 or 6.5% compared to November 2009. This increase is largely driven by two factors: --.~-~'-_.---_.,._"-_.__._-.~-----_.,---_.-.--,--,----~------------'---~. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Financials January 18, 2011 Page 2 · The increase in the Smartway fare of $1 per trip effective January 1, 2010.; and · Student fares in the amount of $10,393. AdvertislD~ Revenue for advertising on GRTC buses have decreased $7,616 or 16.3% compared to November 2009. Purchases for advertising on the buses have declined due to current economic conditions. Non-Tral)~portation Revenues including rental income, investment income, and parking revenue decreased $16,367 or 16.5%. The decreases are primarily due decreases in parking revenue for $3,746 and investment revenue of $2,065. OperatillG Expenses GRTC's expenses in the amount of $$3,151,384 represent an increase of $141,550 or 4.7% compared to November 2009. Expense variances are discussed in the following sections. Frim~e Benefits have increased $73,634 or 13.5% compared to November 2009. This increase is primarily due to an increase in health insurance coverage for $75,617. Material~ and Supplies have increased $89,097 or 18% compared to the prior year primarily due to an increase in fuel costs of $85,182. Subsiditl~ GRTC's subsidies of $2,148,530 have decreased $3,880 or .7% compared to November 2009. No action by the Board is needed on this matter. 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'" ~tii €rE ~ t;ie~~ g g crd 8 Eo- a3.2 ::c ~ ",.!!l 8 -g ;.e- o 0"'~c::"'-1G I- 0 0'1:._ e 1l 0; e:::: o ~r> 0.<;:: ::l 0 0 , ~ 'C L.. ~:= en f;..~.rJ jf.l.~::E5.s,f::Ea o C! o V'> N N 00 ,..: ~ I"- \0 -c 00 M ..t M 00 0\ o q M o o N o I"- o N '" ~ '" c:: o c. >< Ul <a ~ ~ \0 00 o '<I" 'c{!."$.';fl. ~ \ONI"- ("'--o-"Ct' 0 0000 ci '<I"M'<I" '<I" s o o 00 00 - V'> ~ 000 0 000 0 000 0 - V'> V'> Vl.nQO 00 8'~f~ 00 V) N l:' l,f') "':_"'(',1 ..,.; ~ M M 00 ~ ~ r/. ~ '*' '\0 V) 0\ 00 N -0\ V"'l .nNoO N ~ V'> ;~~I ~ - N I"- 0\ 0\ V'> '<I" 000 N" OOV)f",I VI V'> V'> 0 N M M v:. 00 o ci ~ \0 V'> -c I"- 00 ..; V'> N ci ~88 ~ r--:No\ 00 0\-("01") 'V v 0 f"t") 00 -: 'V.. N r-'" -00- <=> \Ov- N N ~ 0\ '<I" 0; ~ ~~'ife ?F. NNV'> 0\ \00\1"- 0 N..tO -c :::.N s ~ - I"- 0\' o :!.- MOO '<1"00 00<'10\ I"- V'> _ OOMO\ ..eOV'> - - 00 N MOO M \0 r-OO r- vi vi 00 vi 00 00 MOOO\ 0\ O\OOV M r-: 0; ('1')"' 'V 00'" ...,. -O\N M ~ - N 'V '" .3 1) Z '" ~ Cl)23C :.a E c:: E! -;;; E! E! 0 ~ ~Oe! a OlVV s gE'il 0 ...l en",- E- ~ o o o o o ~ V'> 0\ -c I"- 00 o I"- ; ~ M '<I" 0; '<I" '" '<I" M 00 r-: I"- 0\ M ~ ~ '" '" ~ o 8 o o .s - v Z '. \. . GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 19, 2011 Carl L. Palmer General Manager Valley Metro Roanoke, Virginia Dear Mr. Palmer: I am attaching a copy of a resolution approving and adopting a revised daily one way student fare for Roanoke City Public School students, private school students, and all other students attending properly licensed schools within the Greater Roanoke Transit Company, d.b.a. Valley Metro (GRTC or Valley Metro) service area, grades 6 through 12, with a valid school issued student bus ride card, to take effect on February 8,2011; and authorizing the GRTC General Manager and/or Vice President of Operations to take appropriate action to implement, administer, and enforce such daily one way student fare. The above referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Tuesday, January 18, 2011. Sincerely, Jonathan E. raft Assistant Secretary JEC Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC K:IGRTCIGRTC 11\January 1 B, 2011 Correspondence.doc "Of, ~ ' :.., I p.. . LI. ~. ~. BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY. A RESOLUTION APPROVING AND ADOPTING A REVISED DAILY ONE WAY STUDENT FARE FOR ROANOKE CITY PUBLIC SCHOOL STUDENTS, PRIVATE SCHOOL STUDENTS, AND ALL OTHER STUDENTS ATTENDING PROPERLY LICENSED SCHOOLS WITHIN THE GREATER ROANOKE TRANSIT COMPANY, DBA VALLEY METRO (GRTC OR VALLEY METRO) SERVICE AREA, GRADES 6 THROUGH 12, WITH A VALID SCHOOL ISSUED STUDENT ID BUS RIDE CARD, TO TAKE EFFECT O'"N1=EBRUARY 8, 2011; AND AUTHORIZING THE GRTC GENERAL MANAGER AND/OR VICE PRESIDENT OF OPERATIONS TO TAKE APPROPRIATE ACTION TO IMPLEMENT, ADMINISTER, AND ENFORCE SUCH . DAILY ONE WAY STUDENT FARE. . WHEREAS, on June 21, 2010, the GRTC Board of Directors approved and adopted a revised daily one way fare of $0.75 for Roanoke City Public School students, grades 6 through 12, with a valid Valley Metro issued Student 10, effective July 1, 2010, which replaced the prior free daily one way student fare; , WHEREAS, the Council of the City of Roanoke. approved and established the revised daily one way student fare mentioned above by Resolution No. 38853-062110; WHEREAS, subsequent to the approval of the revised daily one way fare for Roanoke City Public School students, the Board was advised of private schools' interest in the opportunity to provide its students with the same daily one way student fare; WHEREAS, at the GRTC Board's October 18, 2010, meeting, the GRTC General ,Manager recommended that the above mentioned revised daily one way student fare apply to other students, all as more fully set forth in his October 18, 2010, report to the Board, and the Board concurred in such recommendation; WHEREAS, GRTC properly advertised the above revised daily one way student fare as recommended by the GRTC General Manager, held one public hearing, on 1 " ' December 1, 2010, in the City of Roanoke, on such revised daily one way student fare,. ' and received public comments on such fare; and WHEREAS, the GRTC Board has considered the recommendation of GRTC staff and the public comments on the above revised daily one way student fare and finds that it is appropriate to approve and adopt such revised daily one way student fare, to take effect February 8,2011. THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company as follows: 1 . The Board of Directors hereby approves and adopts a revised daily one way student fare of $0.75 for Roanoke City Public School students, private school students, and all other students attending properly licensed schools within GRTC's service area, grades 6 through 12, with a valid school issued Student 10 bus ride card. 2. That such revised daily one way student fare shall be effective February 8, 2011, and shall replace the prior daily one way student fare as of such date. 3. The GRTC General Manager and/or Vice President of Operations is hereby authorized to take appropriate action to implement, administer, and enforce the above revised daily one way student fare, subject to any needed approval by the Council of the City of Roanoke. Such action includes, but is not limited to, impl~mentation of such rules and/or procedures as set forth in the General Manager's Report dated January 18, 2011, to this Board. .\ ATTEST: Date: I/le/II . , '~~I~~': 1b"'''TH,,"N ~ cA~Fr ;As~fn!"r56utT1l~Y 2 r'_ _ ',) ;{t{ :3 ~ Greater Roanoke Transit Company Board of Directors Meeting January 18, 2011 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Approval of Revision of GRTC Daily One Way Student Fare Backoround At its June 21, 2010 meeting, the Greater Roanoke Transit Company (GRTC) Board of Directors approved a $0.75 student fare per one way trip for Roanoke City Public School (RCPS) students, grades 6 through 12, replacing the free fare policy instituted in June 2007. The $0.75 student fare requiring an accompanying student identification card went into effect July 1, 2010. The fare is half the established GRTC base fare of $1.50 per one way trip. There is no monthly or weekly pass for the $0.75 student fare. At its September 20, 2010 and October 18, 2010 meetings, the Board was advised of Roanoke Catholic School's (RCS) and other private schools' interest in the opportunity to avail themselves of the same fare and that their participation would have a neutral impact on GRTC's fare box revenues. In addition to Roanoke City Public School (RCPS) students grades 6 through 12, the GRTC Board authorized staff to charge private school students and all other students in grades 6 through 12 attending properly licensed schools within Valley Metro's service area, $0.75, half of Valley Metro's $1.50 full fare, for a single one way trip, provided that participating schools, like RCPS, issue such school's own student identification bus ride cards, at the school's expense. The bus ride cards will entitle the student to board a Valley Metro bus for the $0.75 fare. The bus ride card will be subject to GRTC's approval. Like the RCPS, there will not be a monthly or weekly pass for the $0.75 student fare. On November 5, 2010, GRTC properly advertised a public hearing for the proposed revision to the daily one way student fare described above and conducted said hearing at 6:30 p.m. on Wednesday December 1, 2010 in the second floor conference room of the Roanoke Valley-Allegheny Regional Commission. Between the time the hearing notice was published and the date of the hearing, there were no comments submitted to GRTC. Pat Patterson and Mike McEvoy, Roanoke Catholic School Principal and Board Member, respectively, were the only public attendees. They both expressed their support for the proposed revised student fare for Catholic and other private school students. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com ,,",' - -. .. \ . David A. Bowers, President, and Members of the Board of Directors January 18, 2011 Page 2 Recommendation Recommend that in addition to Roanoke City Public School (RCPS) students grades 6 through 12, charge private school students and all other students in grades 6 through 12 attending properly licensed schools within Valley Metro's service area, $0.75, half of Valley Metro's $1.50 full fare, for a single one way trip, provided that ,participating schools, like RCPS, issue such school's own student identification bus ride cards, at the school's expense. The bus ride cards will entitle the student to board a Valley Metro bus for the $0.75 fare. The bus ride card will be subject to GRTC's approval. Like the RCPS, there will not be a monthly or weekly pass for the $0.75 student fare. Further, authorize the General Manager and/or Vice President of Operations to take appropriate action to implement, administer, and enforce the revised student fare noted above, subject to any needed approval by the Council of the City of Roanoke. Given Roanoke City Council approval at its regularly scheduled meeting on Monday February 7, 2011, recommend implementing the revised fare effective Tuesday, February 8, 2011. Resp~.~ ully S t1nitted, a~ Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor ...~' > GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 19, 2011 Carl L. Palmer General Manager Valley Metro Roano.ke, Virginia Dear Mr. Palmer: I am attaching a copy of a resolution authorizing' the filing of applications and the acceptance and execution of appropriate agreements for operating and capital financial assistance for fiscal year 2011-2012 with the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation upon certain terms and conditions. The above referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Tuesday, January 18, 2011. Sincerely, (~ Jonathan E. Craft " Assistant Secretary JEC Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC . . K:\GRTC\GRTC 11\January 18, 2011 Correspondence,doc ;JJr;. " ~ )"" . / 'I. ~. '1. BOARD OF DIRECTORS OF GREATER ROANOKE TRANSIT COMPANY A RESOLUTION AUTHORIZING THE FILI~G OF APPLICATIONS AND THE ACCEPTANCE AND EXECUTION OF APPROPRIATE AGREEMENTS FOR OPERATING AND CAPITAL FINANCIAL ASSISTANCE FOR FISCAL YEAR 2011-2012 WITH THE FEDERAL TRANSIT ADMINISTRATION AND- THE COMMONWEALTH OF VIRGINIA DEPARTMENT OF RAIL AND PUBLIC TRANSPORTATION UPON CERTAIN TERMS AND CONDITIONS. BE IT RESOLVED by the Board of Directors of the Greater Roanoke Transit Company that the Company's General Manager and Vice President of Operations are each authorized to execute, as may be needed, in a form approved by General Counsel, appropriate ,applications requesting the maximum operating and capital financial assistance from the Federal Transit Administration and the Commonwealth of Virginia Department of Rail and Public Transportation for the fiscal year 2011-2012 and further to accept and execute the necessary operating grant agreements and capital grant agreements, in a form approved by General Counsel, all as more particularly set forth in the report of the General Manager to this Board dated January 18, 2011. The Company's Secretary is also authorized to attest any such documents. Date Adopted: I/J f /" Jr,N~I4,.J E. &.NTj J4sn114NT Yd€.rJt"'V . ' :' :/.1:.J I , , ~ . 'C', ' I I 4Q4 ~ Greater Roanoke Transit Company Board of Directors Meeting January 18, 2011 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Authorization to File for Federal Transit Administration Operating and Capital Financial Assistance, and Commonwealth of Virginia Operating and Capital Financial Assistance for fiscal year 2011-2012. Background Financial assistance has been provided to Greater Roanoke Transit Company (GRTC) by the Federal Transit Administration (FT A) and the Commonwealth of Virginia's Department of Rail and Public Transportation (DRPT) during previous fiscal years for certain operating and capital expenses. Under FTA regulations, GRTC is eligible for federal operating funds, which cannot exceed 50% of its proposed operating deficit. For fiscal year 2011-2012, GRTC will apply for the maximum amount allowed in federal operating and capital financial assistance. Currently, the total amount of operating assistance GRTC will receive from FTA for fiscal 2010-2011 is approximately $2,748,850.00 and approximately $1,127,550.00 in operating assistance from DRPT. GRTC intends to file fiscal 2011-2012 grant applications for similar amounts. The deadline for filing is February 9, 2011. Recommendation Authorize the General Manager to file applications requesting the maximum operating and capital financial assistance from the Federal Transit Administration and Virginia's Department of Rail and Public Transportation for fiscal year 2011-2012, and to accept and execute the necessary grant agreements in a form approved by GRTC's General Counsel. c, Vice President of Operations. GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.valleymetro.com (.. GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 19, 2011 Carl L. Palmer General Manager Valley Metro Roanoke, Virginia Dear Mr. Palmer: I am attaching _a copy of a resolution approving and authorizing a donation to the Commonwealth Coach and Trolley Museum of one set of used surplus four point mobile vehicle maintenance lifts from the Greater Roanoke Transit Company, d.b.a. Valley Metro (GRTC), subject to certain terms and conditions; and authorizing the GRTC General Manager and/or Vice-President of Operations to take appropriate action to accomplish such donation. The above referenced measure was adopted by the Board of Directors of the Greater Roanoke Transit Company at a regular meeting which was held on Tuesday, January 18, 2011. Jonathan E. Craf Assistant Secretary JEC Enclosure pc: Christopher P. Morrill, Vice-President of Operations, GRTC William M. Hackworth, General Counsel, GRTC . Ann H. Shawver, Treasurer, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC K:IGRTCIGRTC 11\January 18, 2011 Correspondence,doc ), I,' .1.1 , ,1'.1:' . ,~'- .' .~. . lI. 0...5 · BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY. .l A RESOLUTION APPROVING AND AUTHORIZING A DONATION TO THE COMMONWEALTH COACH AND TROLLEY MUSEUM OF ONE SET OF USED SURPLUS FOUR POINT MOBILE VEHICLE MAINTENANCE LIFTS FROM THE GREATER ROANOKE TRANSIT COMPANY, DBA VALLEY METRO (GRTC),. SUBJECT TO CERTAIN TERMS AND CONDITIONS; AND AUTHORIZING THE GRTC GENERAL MANAGER AND/OR VICE PRESIDENT OF OPERATIONS TO TAKE APPROPRIATE ACTION TO ACCOMPLISH SUCH DONATION. WHEREAS, Commonwealth Coach and Trolley Museum (CCTM) has requested GRTC to donate to CCTM one set of used surplus four point mobile vehicle maintenance lifts, subject to certain terms and conditions; WHEREAS, the GRTC General Manager in his report dated January 18, 2011, to this Boa rd has advised the Board of CCTM's above mentioned donation request and that for the reasons set forth in such report, the GRTC General Manager recommends that the Board make such 'a donation to CCTM; WHEREAS, the GRTC General Manager has further advised the Board that such a donation is permitted by the GRTC Surplus Tangible Personal Property Disposal Policy that became effective September 1, 2010, under Section 5 (C), which provides for disposal of surplus tangible personal property in some other way than is outlined in , ' the Policy jf it is done by separate action of the GRTG Board, as the GRTC Board may deem appropriate; and WHEREAS, the GRTC Board of Directors has considered the recommendation of GRTG staff and finds that it is appropriate to approve such requested donation to GCTM. 1 .' ... {. ',' I THEREFORE, BE IT RESOLVED by the Board of Directors of the Greater. Roanoke Transit Company as follows: 1. . The Board of Directors hereby approves and authorizes a donation to the CCTM of one set of used surplus four point mobile vehicle maintenance lifts, with such items being donated "AS IS" without any warranty of any type or -nature and upon such other terms and conditions as the GRTC General Manager and/or Vice President of Operations may deem appropriate. 2. The GRTC General Manager and/or Vice President of Operations is hereby authorized to take appropriate action to accomplish such donation. Date: l/tg/I' . ATTEST: ~~..~ - r~ \..' . g. .--nie. -., .........., ,~: 'Bra,y - J;NM7HAN t. tiP~ 1hs:NlfNT YMET"~ y ,"j' .1 J'. 2 ,! '--/ D- b ;~ Greater Roanoke Transit Company Board of Directors Meeting January 18, 2011 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Donation of one set of used surplus four point mobile vehicle maintenance lifts to the Commonwealth Coach and Trolley Museum Backqround At its August 16, 2010 meeting, the Greater Roanoke Transit Company Board of Directors approved GREATER ROANOKE TRANSIT COMPANY (GRTC) SURPLUS TANGIBLE PERSONAL PROPERTY DISPOSA L POLICY-EFFECTIVE DATE: September 1.2010. The policy requires that all Greater Roanoke Transit Company (GRTC) surplus tangible personal property determined to have reached its useful life be disposed of either by Sealed Bid Auction or Open Public Auction, in accordance with Federal Transit Administration (FTA) and Virginia Department of Rail and Public Transportation (VDRPT) regulations, and industry standards. All such personal property must be disposed of either by a sealed bid auction or open public auction, "except that the GRTC Board by a separate action may dispose of such property in another manner as the Board deems appropriate." On behalf of the Commonwealth Coach and Trolley Museum (CCTM) Beverly 1. Fitzpatrick, its President, has petitioned GRTC to donate one of GRTC's five (5) sets of four point mobile vehicle maintenance lifts that have reached the end of their useful service life. Each set is approximately 11 years of age. In accordance with industry standards the lifts have reached the end of their useful service life. Each set has an appraised value less than $5,000 (using the comparability method). Consequently, they are not subject to FT ANDRPT disposal reimbursement regulations. CCTM has been an approved Internal Revenue Service 501 (c) (3) charitable organization since 2000. CCTM was established in 1999 to educate the public about the values and efficiencies of mass transit and collect and restore historical motor coaches and trolleys. CCTM personnel who maintain the fleet are not paid; CCTM only asks for donations for fuel and maintenance assistance. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.valleymetro.com .. .. - . .'/ David A. Bowers, President, and Members of the Board of Directors January 18, 2011 Page 2 GRTC General Counsel advised that if the GRTC Board of Directors approves the donation, it should be done on the condition that the one (1) set of four lifts are received with full notice of being an "AS IS " no warranty donation and that CCTM be required to agree to this along with such other terms as the General Manager and/or Vice President of Operations deems appropriate, including removing the donated lifts from GRTC's property. Recommendation In accordance with the exception provided for in GRTC's Surplus Tangible Personal Property Disposal Policy, GRTC staff recommends the GRTC Board of Directors approve the donation of one (1) set of used surplus four point mobile vehicle maintenance lifts that are approximately 11 years of age and have an appraised value of less than $5,000 and that such donation be made "AS IS " with no warranty and subject to such other terms and conditions as the GRTC General Manager and/or Vice President of Operations may deem appropriate . Further, authorize the General Manager and/or Vice President of Operations to take appropriate action to accomplish such donation. Respestfully S mitted, d{/ , ~ ~' - /1- / /- Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 19, 2011 John Bingham, Board Member Consuella Caudill, Board Member Sherman Stovall, Assistant Vice-President of Operations Ann H. Shawver, Treasurer Ladies and Gentlemen: At a regular meeting of the Board of Directors of the Greater Roanoke Transit Company which was held on Tuesday, January 18, 2011, you were appointed as members of the fiscal year 2011-12 Budget Review Committee. Sincerely, Jonathan E. Craf Assistant Secretary JEC pc: Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 Gary E. Tegenkamp, Assistant General Counsel, GRTC K:IGRTCIGRTC 11\January 18, 2011 Correspondence.doc ~ ().. . /' ./ GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS January 13, 2011 David A. Bowers, President David B. Trinkle, Vice-President John Bingham Consuella Caudill Nicole Hall Mark Jamison Dear President Bowers and Members of the Board: Paragraph I, Article II of the By-Laws of the Greater Roanoke Transit Company provide that the Annual Meeting of the Stockholders will be held during the month of June each year at a day, time and place to be from time to time fixed by the Board of Directors. With your concurrence, it is respectfully recommend that the Annual Stockholders' Meeting be held on Monday, June 20, 2011, at 1 :45 p.m., in the City Council Chamber. Sincerely, ~~.~ Stephanie M. Moon . Secretary DAB:sm pc: Christopher P. Morrill, Vice President of Operations, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Stephanie M. Moon, Secretary, GRTC Drew Harmon, Municipal Auditor Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DA T A \CKSM 1 \GRTC.II\Scheduling Stockholders' Meeting.doc .. - GREATER ROANOKE TRANSIT COMPANY Board of Directors Meeting 9 a.m., January 18, 2011 Board Orientation Update: Departmental Status Reports Presentation Outline Offices of the General and Assistant General Managers . Pending bargaining unit negotiations · Mission statement and operating policy--issues to consider: o Focus of planning initiatives o Future target markets o Maintain status quo o GRTC's role in planned developments (commercial and residential) o GRTC's role in traffic mitigation and carbon reduction o Larger service population and less operating assistance . City's Budget for Outcomes process . Other Issues: o Capacity and safe operations; o Staff morale and prior incentives; o Focus of mission Finance: Grants and Capital Projects · Grant application process: timeline and required information · Funding for operating assistance . Funding for current capital projects . Current capital projects Purchasing Agent Maintaining company contracts . Micro-purchases · Facilitating and preparing specifications · Facilitating bidding procedures . Reconciling monthly inventory · Assisting in disposal of surplus property Administration · Develop & monitor company policies · Conduct new employee pre-employment background checks and orientation · Manage and coordinate company's benefits program · Manage workers compensation program . Manage drug & alcohol testing · Coordinate DOT physicals for all CDL holders ..~ _. . . Coordinate STAR applications and customer service . Maintain web sites Maintenance . Number of vehicles maintained . Vehicle maintenance plan · Maintenance employee number, average years employed, and qualifications . Shop safety program Transportation . Hiring and training drivers . In-service driver safety/customer service training . Driver evaluations . Radio communications with drivers . Accident response and investigation Tour of GRTC Facilities ~ Lt TRANSPORTATION DEPARTMENT OPERATIONS OVERVIEW JANUARY 2011 HIRING PROCEDURES NEW EMPLOYEE TRAINING IN-SERVICE EVALUATION REMEDIATION RADIO COMMUNICATIONS EMERGENCY RESPONSE INVESTIGATION PROCEDURES r+' .i HIRING PROCEDURES The Director and Assistant Director of the Transportation Department are responsible for screening, interviewing and hiring operators for the Company. The process is accomplished through the following steps: 1..0pen positions are advertized; however, applications may be submitted at any time. 2.Applications are screened for a valid driver's license and good DMV record. Individuals are not required to have a CDL or previous experience but these additional qualifications are helpful. 3.lnterviews are scheduled and conducted. 4.Applicants are notified of decisions to hire. S. Those accepting the position must pass a drug screening test, pass a DOT/CDL physical, obtain a CDL learner's permit if needed and clear a criminal background check. NEW EMPLOYEE TRAINING Greater Roanoke Transit Company does in-house driver training using the Transportation Safety Institute's nationally accredited certification program recognized and approved by the National Safety Council. TSI is a division of the United States Department of Transportation. In order for a supervisor to become an instructor they must attend a TSI training-the-trainer certification seminar. All new-hire drivers undergo a four-phase training program: 1. Classroom instruction: 2. Bus orientation and obstacle course maneuvering. 3. Out of Service driving with an instructor. 4. In-service driving with a driver-trainer. This usually takes 3 to 3.5 weeks. Drivers needing to earn a CDL and/or a "P" endorsement are trained and tested in-house. GRTC is a certified third party tester for the DMV. This can extend the training time one additional week. IN-SERVICE In-service training includes Company policy and procedures for best-practices in bus operations, customer service, sensitivity training for customers with disabilities and current concerns. Attendance is mandatory. EVALUATION Knowledge and performance assessments are accomplished through: 1. TSI testing 2. Skill demonstration 3. Observation 4. Further training All evaluations are documented and become part of the driver's file. REMEDIATION An operator may need one-on-one remedial training which may include any or all of the following: . Mentoring · Classroom instruction . Behind the wheel instruction RADIO COMMUNICATIONS The purpose of the radio network is to facilitate timely coordination and control of the many activities that take place throughout the work day. Drivers receive instruction for operating the radio, on-air etiquette, and company policies governing its use., EMERGENCY RESPONSE Drivers are trained in procedures to handle mechanical breakdowns, medical emergencies, auto collisions and incidents. When an emergency occurs the driver is to notify Dispatch. The dispatcher will call for all needed emergency services and maintain radio communication to monitor progress and/or changing circumstances. A supervisor may go to the scene as needed. A Supervisor is required in the case of a collision investigation. Drivers are trained in the use of all safety and emergency equipment and to follow emergency management steps as designed by the Transportation Safety Institute. . . I INVESTIGATION PROCEDURES INCIDENT INVESTIGATION: Drivers are required to radio incidents to dispatch and to get names and contact information from those directly involved and witnesses. An Incident Report will be filed by the driver and the on-duty supervisor. CRASH INVESTIGATION: The Greater Roanoke Transit Company follows the guidelines set forth by the National Safety Council for crash investigation and determinations of responsibility. GRTC is resolved to investigate all crashes accurately, fairly and as efficiently as possible. Drivers are required to report any contact made with another object or person. A preliminary 'crash' or 'incident' determination is the responsibility of the responding supervisor upon completion of an on-site investigation. Whereas no damage has occurred the event will be judged an inc,ident and an Incident Report will be filed. Whereas damage has occurred the event will be judged a collision and a Crash Report will be filed. A collision is ruled either 'Preventable' or 'Non-preventable'. An in depth follow-up investigation is then conducted. 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(D o ~ t::j r.n . o 0 ~ ~=r=~ I ~. ~ r.n ~. = ~~~ ~. ~ 0 (j t::j ~ (D~fII+ ~r-+~ ~. ~ fII+ -<: ~ ... (D ~. 0 ~ 2. = r.n t::j ~()'q ~~ q ~. '-......-<: (j (D ~ ~ r.n r.n r-+ o S (D ~ r.n (D ~ ~. (j (D r-+ ~ ~ ~. t::j ~. t::j ()'q o m -c OJ ..., ,..... 3 m ::J ,..... OJ r-- Vl ,..... OJ ,..... C (I' fi? -c o ..., ,..... .~ 01 :J o ~ tD, ~: DJ1 :JJ "" -. t""I'" ' ; n4 01 31 "'C 01 :J '< 01 r:: ., o ""'f\ " .,1 tDl 01 .1- t""I'" . tDJ ., :1 .-..1 " :1 ;:::Ql ~~ n1 ~i "TII 011 n, .... .~ - -. t""I'" ~ -. J tD. "'1 REVISED GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 21, 2011 1 :00 p.m. EMERGENCY OPERATIONS CENTER CONFERENCE ROOM AGENDA 1. Call to Order. 2. Roll Call. 3. Approval of Minutes: Regular meeting held on Tuesday, January 18, 2011. 4. Reports of Officers: a. General Manager: 1. Management Update: a. Roanoke to Lynchburg Amtrak Bus Connection b. Bus Stop Installation Developments c. "Pass Through" Grantee Projects d. Fuel Purchasing e. Facility Expansion Project. 2 Financial Report for the month of December 2010. 5. Discussion with regard to the appointment of Board members. 6. Other Business. 7. Adjournment. K:\GRTC\GRTC 2011\March 21, 2011 Agenda.doc , ,<I GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS March 16, 2011 David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, March 21,2011, at 1 :00 p.m., in the EOC Conference Room, Room 156, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ~"rn.~ Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 K:\GRTC.11\March 21 Meeting Notice.doc 14., . Lf.o..... / .... ......... ".,' ~~ ~ Greater Roanoke Transit Company Management Update March 21, 2011 Roanoke to Lvnchbura Amtrak Bus Connection On Wednesday, February 9, 2010, the Greater Roanoke Transit Company (GRTC) filed an operating assistance grant application with Virginia's Department of Rail and Public Transportation (DRPT) to cover 65% of the total net cost of the proposed bus connector service. The remaining 35% of the net cost is to be borne locally. The table below illustrates the total annual cost of the Connector service, the cost of each Component, and the resulting local match for each. Full Service Component I Componentll Annual Cost $342,130 $228,290 $113,840 Revenue ($ 17.600) ($ 14,400) ($ 3.200) Net Cost $324,530 $213,890 $110,640 Fed/State ($210.944) ($139.028) ($ 71.916) Local Match $113,586 $ 74,862 $ 38,724 The service design and schedule model calls for the Connector to operate from Roanoke to Lynchburg seven days a week (Component I); from Virginia Tech in Blacksburg Friday through Sunday only (Component II). The service will not operate on the following holidays: New Years Day Memorial Day Independence Day Labor Day Thanksgiving Day Christmas Day Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro;com -/' '''*' ~:. For Component I, the following prospective local match partners have been asked to share in the local match burden: The City of Salem The Town of Vinton Roanoke County The City of Bedford/Bedford County For Component II, Virginia Tech and Radford University have been asked to share in the local match burden. On February 14, 2011, proposals to participate as local funding partners for Component I were sent to each prospective partner. To date, the City of Salem has agreed in principal to commit $5.000 to the project's local match requirement; the City of Bedford and Bedford County have expressed a strong interest in participating to the extent of committing their Welcome Center (215 East Main Street) as a stop for the service, but no specific dollar amount has been committed. On February 14 and 24, 2011, proposals to participate as local funding partners for Component II were extended to Virginia Tech and Radford University, respectively. Virginia Tech is in the process of soliciting support from within the New River Valley area to share in the burden for Component II. No firm commitment has been made by either Virginia Tech or Radford. Also, on February 24, 2011 ,Fred Abbott of Abbott Charter Service was sent an update on the proposed service's progress. Subsequent to receiving the update, Mr. Abbott called to reinforce his interest in operating the service. On March 1, 2011, GRTC received from State Senator John Edwards' office confirmation that the General Assembly approved $150,000 in operating assistance for the bus connector project. According to Senator Edwards' office, Jason Powell of the Senate Finance Committee, indicated that "the money is to be sent to the City of Roanoke", presumably to reduce, if not eliminate the project's total local match requirement However, since receiving the notice, GRTC has learned from DRPT that it's uncertain just how the funds will be applied to the project, raising the serious question as to whether or not the local match requirement would be reduced, let alone eliminated. GRTC expects to receive a response from DRPT pertaining to GRTC's grant application and local match requirement in late April, 2011. In the mean time, GRTC will initiate follow up calls to the prospective local funding partners in an effort to ascertain commitments. Bus Stop Shelter Installation Developments On February 17 and 25, 2011, GRTC staff met with the City of Roanoke Director of Transportation, the Valley View Mall General Manager, and Woodard-West, Ltd., to finalize the location of the bus stop shelter at Valley View Mall and to resolve the issue pertaining to relocating one displaced parking space dedicated to people with disabilities. The shelter location was finalized; the one space dedicated to people with disabilities will be relocated to an existing row of dedicated spaces. GRTC's Assistant General Counsel is preparing a written agreement reflecting the location of the shelter and the relocation of the dedicated parking space for Valley View Mall's General Manager to sign. ....' ~. On March 2 and 10, 2011, the GRTC staff met with GRTC's Assistant General Counsel and Woodard-West, Ltd., GRTC's shelter construction contractor, and City of Roanoke Building Commissioner and Zoning Administrator, to review and approve a model for designing renderings that would be used as an attachment to other documentation for obtaining revocable permits and building permits from the City of Roanoke. Both permits are required to install bus stop shelters at the following locations: · City of Roanoke Housing Authority (6 locations) · Lewis Gale Hospital in Salem · Goodwill in Salem · City Line Shopping Center on Cove Road "Pass Throuah" Grantee Proiects Per requirements of the Federal Transit Administration (FTA), GRTC will schedule visits to project sites of the grantees during the spring of 2011. Subsequent to each visit, progress reports will be filed with the FT A. The grantees are: 1) The Commonwealth Coach and Trolley Museum (CCTM--Project Description: to rehabilitate and restore up to twelve (12) historic buses and transportation related vehicles, model years 1934 through 1990. 2) Roanoke Chapter, National Railway Historical Society (NRHS) -- Project Description: to restore the Virginian Railway Passenger Station to public use, including a museum in which the public can learn about the role the Virginian Railway played in the development of Roanoke and the state's railroad industry. 3) Western Virginia Foundation for the Arts and Sciences (WVFAS) which owns the O. Winston Link Museum for which the grant funds will be used-- Project Description: To improve the N&W passenger station, a Virginia Historic Landmark, as means to improve showcasing the O. Winston Link's railway photo collections and equipment. Fuel Purchasina In the March 10, 2011 "five day letter" to the Board pertaining to the purchase of biodiesel fuel, the Board was advised that the bids submitted in response to the Invitation for Bid would be opened on March 11, 2011; that the bid quotes would be the bidder's "differential" cost per gallon for transporting and delivering GRTC's biodiesel fuel. The lowest differential bid quote received on March 11 th was $0.1150 from James River Solutions. If GRTC were to contract with James River Solutions, their differential price per gallon would be added to GRTC's selected "locked in" price per gallon for biodiesel fuel, which is based on the price per gallon for Heating Oil Futures that published in the New York Mercantile Exchange index. As of March 15, 2011, the 12 month projected average price per gallon for Heating Oil Futures is $3.02. If on March 15th GRTC had locked in this price under a contract with James River, their differential price per gallon of $0.1150 would have been added to GRTC's locked in price per {..,./ ~ .....;. gallon for Heating Oil Futures. Thus, the tota'l price per gallon GRTC would have been paying for its biodiesel fuel would be $3.135; annualized GRTC's total cost for 400,000 gallons of fuel in fiscal 2012 would have been approximately 1.25 million dollars, $275,000 over GRTC's projected actual of $975,000 for fiscal 2011. As pointed out in the five day letter, GRTC will continue to monitor the price per gallon for Heating Oil Futures in hopes of being able to lock in a price per gallon that would be within reasonable proximity of GRTC's fiscal 2011 projected actual cost for fuel. The Board will be advised of staff's final determination i.e. either a locked in price per gallon under contract with James River Solutions or opting to maintain GRTC's current practice of soliciting weekly bid quotes and purchasing fuel on the open market. Facilitv Expansion Proiect On October 29, 2010, GRTC entered into a purchase and sale agreement with the Downtown Car Company, LLC to acquire .68 of an acre for $116,500. The property is located directly across the street from GRTC's current administrative and maintenance facility, bound by Campbell, 11th, Kirk, and 12th Streets. No local funds were required for the purchase; 80% of the funds were provided through a grant from the Federal Transit Administration (FT A); 20% were provided by a grant from the Department of Rail and Public Transportation (DRPT). On March 8, 2011, GRTCclosed on the property and assumed ownership. The property will be . used to house and maintain up to 10 GRTC revenue and service vehicles. With the, remaining grant funds from FT A and DRPT, GRTC will design and build an auxiliary storage ~nd maintenance facility. By the end of the current fiscal year, GRTC plans to engage ~n architect and engineering firm to design the facility and develop the specifications for its cOrlytruction. Carl L. Palmer General Manager C: Vice President of Operations Assistant Vice President of Operations' Treasurer Secretary Legal Counsel Municipal Auditor i; -9'. a..... ,;;, , " ---, r\ ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia March 21, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: ; GRTC Financials for the month of December 2010 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial resuilts for December 2010. Operating ihcome for December of FY 11 is $36,763 or 3% above last year as presented in the accompanyihg financial statement. This increase is primarily due to an increase in operating revenue in the amount of $64,763 ~r 6.8%. This increase was offset by decreases in advertising income and non- transportation revenues of $27,977 or 16.1%. The operating expense for GRTC of $4,037,826 in December 2010 includes expenses for its sub- recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $112,978. GRTC's expenses in the amount of $3,924,848 represent an Increase of $198,521 or 5.3% compared to December 2009. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $2,702,570 through December 2010 include subsidies for its sub-recipients in the amount of $112,978. GRTC's subsidies of $2,589,592 have decreased $44,416 or 1.6% compared to December 2009. OperatinR: InCome Operating ihtome for December of FY 11 is $36,763 or 3% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $64,763 or 6.8%. This increase was offset by decreases in advertising income and non- transportation revenues of $27,977 or 16.1%. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 m Phone: 540.982.0305 m Fax:540.982.2703 · www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Financlals March 21, 2011 Page 2 Commentar'ies on significant variances are shown below. OperatinR Revenues including bus fares and sales of passes increased $64,763 or 6.8% compared to December 2009. This increase is largely driven by two factors: . The increase in the Smartway fare of $1 per trip effective January 1, 2010.; and . Studeiht fares in the amount of $12,289. AdvertisinR_Revenue for advertising on GRTC buses has decreased $9,934 or 17.7% compared to December 2009. Purchases for advertising on the buses have declined due to current economic conditions. Non-Transportation Revenues including rental income, investment income, and parking revenue decreased $15,801 or 13.6%. This decrease is primarily due to a reduction in Campbell Court rental income in the amount of $8,182 and a reduction in Campbell Court parking revenue in the amount of $5,033. GRIt has two (2) fewer tenants in FY 2011 than it had in the previous fiscal year. OperatinR EKDenses GRTC's expenses in the amount of $3,924,848 represent an increase of $198,521 or 5.3% compared to December 2()t)9. Expense variances are discussed in the following sections. FrinRe Benefits have increased $93,598 or 13.7% compared to December 2009. This increase is primarily due to an increase in health insurance coverage for $89,869. Materials and Supplies have increased $121,989 or 20% compared to the prior year primarily due to an increase in fuel costs of $102,220 and an increase in the cost of commercial insurance (including vehicles and building) in the amount of $22,477. Purchased Transportation has decreased $63,390 compared to FY 10 due to use of Job Access & Reverse Commute (JARC) grant funds by the Company's contractor, Unified Human Transportation Services (RAOAR). The JARC grants allow RADAR to apply SO%of JARC rides to the grant while invoicing GRTC the remaining 50% of the rides. Subsidies GRTC's subsidJ;es of $2,589,592 have decreased $44,416 or 1.6 % compared to December 2009. This decrease in p1rimarily due to a decrease in funding by the Department of Rail and Public Transportation for Commohwealth of Virginia funding in the amount of $94,030. This decrease was partially offset by an increase in the City of Roanoke's funding for $31,968 and Federal Transit Administration funding in the amount of $13,079. David A. BO\l'\l'lJ1rs, President and Members of the Board of Directors GRTC Finandals March 21, 2010 Page 3 No action by the Board is needed on this matter. Cc: Vice President of Operations Assistant Vice President Of Operations Treasurer Secteta ry General Counsel Mun1itipal Auditor ed, >- ~ ~ ::s o u >oE-< 0 Z~1::0 ;;:::s "'e <'I. ::S~B;;; 00.;g... U<<Zl'" E-<~"'-S Cii::s~~ ~ E-< f;c3 ~Cii~ gf E-< Z -g._ ~~",-g ~L."'~ 0"='", Z<!:5-s <->c:: o~~o ~ 0 0Il::s ~ e::.5.~ _:>"'<Zl E-<~e.., < .., ..c: ~ Q..... ~~08 OE-< ~ <Zl ~ ~ !3 o <Zl - -E-< >-~ ~O ~o 0;:J :::Rill " _tw..J -0< >OOb ~S5E-< .., ~ is 0..00\ 650 "''''0 ~gN >:0 .., ~ t> 0..00 6S- "''''0 ~gM >:0 ... .., -Sg; "'0 g<'l o ... .., -Ss "'0 g<'l Ci l ] ~ ~ *'** * O\MM 0 ___ 0\ - - ('f') 0\ l.tj oo::t.q- "'l:t 000 0 ;J;:;J ~ 00 0'. - ;; \0 0\ 0 \0", "":"":0 ~ \0.... 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'#. #. #. \0 N 0 ("I') \OO('f") t-- --=::!-I.O N N \0 N o - N' "" V) ~ t-OO t- (""')00 ("I') N r---: 00 r...: Noooo 0\ ~~~: ~ N-v 00 --N ~ ~ t-: t- '<:t' M M ~ 0\00 0\ r-oo t-: ...;..,..;..,..; N \O"('f') N t--oo- t-- N'C-:'<:t' ..,; NO\O 0\ --N v '" .3 '" ~ ~ CI) = ~ ei 1:: e '" aa~ a ~ B ~ ~ o .;g 15 0 ..J <Zl ~ E-< ~ z ~ o o o o o ~ o t-: t- M o <'I ~ ~ <'I t- -.i t- ~ ~ ,-, '" '" :5 Q) 5 o u .E ~ Z . . , GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 12/31/2010 12/31/2009 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 509,711.07 $ 921,325.84 -45% ACCOUNTS RECtWABLE $ 1,074,700.15 $ 2,780,956.21 -61% INVENTORY $ 463,631.38 $ 402,438.59 15% FIXED ASSETS FIXED ASSETS $ 29,349,345.92 $ 29,095,723.46 1% ACCUMULATED DIt:PRECIATION $ (14,987,477.38) $ (13,077,546.21) 15% NET FIXED ASSEfS $ 14,361,868.54 $ 16,018,177.25 -10% PREPAYMENTS $ 78,055.83 $ 64,577.73 21% TOTAL ASSETS $ 16,487,966.97 $ 20,187,475.62 -18% CURRENT LIABILItiES ACCOUNTS PAYABLE $ 290,830.62 $ 2,275,748.66 -87% PAYROLL L1ABILlfllt:S $ 247,263.26 $ 239,828.39 3% OTHER L1ABILlTI~$ $ 305,745.81 $ 154,584.73 98% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,355,149.10 $ 5,571,840.80 -4% DEPRECIATION t:XPENSE $ (950,440.19) $ (943,176.31) 1% RETAINED EARNilNGS $ 11,303,176.79 $ 10,728,620.65 5% CAPITAL CONTRIBUTIONS $ 122,015.00 $ 2,139,652.00 -94% NET INCOME (LOSS) $ (185,778.42) $ 20,371.70 -1012% TOTAL CAPITAL $ 15,644,127.28 $ 17,517,313.84 -11% TOTAL LIABILITIES & CAPITAL $ 16,487,966.97 $ 20,187,475.62 -18% t: ~ ~ . - '.. -- -' Gr~~l~r R$ariciJ<etra.h}3it eompany . 'S:QardG{ Qire.Gto'rs M~~tif)~' March 21;2"011 DavidA... Bowers, President'i,and Members of the.BoarQ'Qf-DjreGtQ~s Greater:R.9~n9k~' Tr~ri$it CoJTip~:i1y R6~ii9k~, .vi.rgihi~' bear President Bowers and Members ofthe SO.em:!: S:dbj~ct:: ,0is~LJ~sion: ..Conflrmatlon of ContinuedServJce ,(1); a9<:iJd fqr Fi,$.cal?Q12 Baekdround IOijhe. J~ri~iary. 1~, 20:11 n:te~.tjhg oft!le GRTG l~~ard of 0'iteeJor.s,. theB9ard President asked e~ch metnt5ertoconfirm theirwillingness.,to continue to serve on,'fhe Boardfg:lr'a64tl]ep pne, year lean. . .', . Recommendation his. te,C;Qh1m.~n'd~d that .discussion on the question be conducted at the~ M~rch 21.. 40'11 Bbardrneeting, in preparc;itionfor'the June 20, 2011Stqck,hQIQ$fS: Annua.l Meetl.lJg, at which ni,ei"nber.s Qf<th~ I?oard aret6 ~e,elected incompTii:mce'withGRTC~s By..Laws. ~d' Cat'1 L. PC3lmer General Mar:lager c. Vice' President of Operations Assista0t Vic~ Preskient of Ope,rations Ti'easu.rer $,ecre,tary. G,elJeral Counsel Municipal Auditor Greater Roanoke TransitCQmp,any .PQ.B(>x';1.~24T.;.RoanQk~,'\lirgjnia~4()~7 · Phone:540,982.,030$ · Fax:~40.98~,.1703' · www.:valleyri1~troicdm GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS MAY 16, 2011 1 :00 P.M. EOC CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order. 2. Roll Call. 3. Approval of Minutes: Regular meeting held on Monday, March 21, 2011. 4. Reports of Officers: a. General Manager: 1. Management Update: \ . Roanoke to Lynchburg Amtrak Bus Connection . Bus Stop Shelter Installation Developments . Triennial Review 2. Financial Reports for the months of January, February and March 2011. 3. Recommendation for approval of GRTC's Fiscal Year 2011-2012 Operating Budget. 5. Unfinished Business: a. Discussion with regard to the appointment of Board members. 6. Other Business: a. Discussion with regard to Fiscal 2012 GRTC Board of Directors Meeting Schedule. 7. Adjournment. L:\CLERK\DATA\CKSM1\GRTC.11\May 16, 2011 Agenda.doc GREATER ROANOKE TRANSIT COMPANY May 12, 2011 David A. Bowers, Mayor David B. Trinkle, Vice-Mayor William D. Bestpitch Rafael E. Ferris Sherman P. Lea An ita J. Price Court G. Rosen Dear Mayor Bowers and Members of City Council: As the representatives of the City of Roanoke, the sole stockholder of the Greater Roanoke Transit Company and pursuant to Paragraph 3, Article II, By-Laws of the Greater Roanoke Transit Company, this is to advise you that the Annual Meeting of the Stockholders' will be held on MondaY,June 20, 2011, at 1 :45 p.m., in the City Council Chamber, Room 450, Noel C. Taylor Municipal Building, 21 5 Church Avenue, S. W., Roanoke, Virginia. Sincerely, s~o~. ~ Secretary, GRTC pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl Palmer, General Manager, Valley Metro, P. O. Box 1 3247, Roanoke, Virginia 24032 Members of the GRTC Board of Directors L:\CLERK\DA T A\CKSM1 \GRTC.11 \Call Letter for Stockholders' Meeting(revised).doc -~ ~ LJ.ti.,. Greater lRoalrnolke lrrcmsmt CompalrnY lM.magemelrnt Update May 16, 2011 Roalrnoke to lVll1lchlblUr(Q Amtrak tSIUS CmmlectmOIrn On April 28, 2011 GRTC received written notice from the Virginia Department of Rail and Public Transportation (DRPT) advising GRTC of its fiscal 2012 operating and capital assistance from federal and state grants that will be recommended to the Commonwealth Transportation Board for approval in June 2011. As of this report, staff is investigating whether m nQt the $150,000 earmark apprDved by the State General Assembly fQr the bus tQ mil CDnnector is included in the funds designated fOIl" the local match under the "Rural Operating Assistance" grant, and j.r so, hQW and when will the $150,000 CDme tQ the city of RoanDke? BIUS Stop Slhe~telr ~lfiIsta~~atiollil Deve~olPmellilts On Aprii 12,2011, GRTC staff met with V\!oQdard-West, ltd, GRTC's shelter installatoDn cQntractDr tc disclUss repDsitiDning O[ eight (8) shelters be-fDre finalizing plans for installing them. Each site fDr these shelters Was reviewed tlO make certain the specific iDcatiQn wDuld ensure passenger safety while waiting fm Valley Metro's buses tD serve them. Site repDsitiDning was recDmmended for each Df the sites; a site pian fm installing each has been resubmitted tQ GRTC's Assistant Geneml Counsel for permit processing. The sites are: 1) MDrning Side (1020-1095 13th Street SlE) 2) Indian Rock Village (2000-2098 Indian Village Lane, SlE) 3) Lewis Gale Hospital (1900 Electric Road, Salem) 4) City line Square Shopping Center (Cove Road at Peters Creek) 5) JamestDwn Apartments (1501-1599 Pike lane Street, SE) 6) Mc Cray Court (993-995 Centre Avenue, NW) 7) Goodwilllnolustries (1499 East Main Street, Salem) 8) Lansdowne Park (2400-2402 Salem Turnpike, NW) Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com & TlI"ielnililia! Review Between June 23 and 24, 2011, GRTC will undergo a Triennial Review conducted by the Federal Transit Administration (FT A). The Review is not an audit. It is a review to assess GRTC's grant management practices and grant implementation processes in accordance with FT A requirements and program objectives. Re7'~ ~~er General Manager C: Vice President of Operations Assistant Vice President o'f Operations Treasurer Secretary Legal Counsel Municipal Auditor .., J..j. ~. .2 . ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia May 16, 2011 David A. Bowers, President and Members of the Board of Directors Dear Presideiht Bowers and Members of the Board: Subject: GRTC Financials for the month of January 2011 The following financial' report provides commentary on Greater Roanoke Transit Company's (GRTC) financial resl!l!lts for January 2011.. Operating income for January of FY 11 is $61,081 or 4.7% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $84,137 or 7.6% compared to January 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $23,056 or 11.6%. GRTC's revenue of $1,357,766 is $13,946 or .6% above the budgeted income of $1,343,820 for seven (7) months of FY2011. The operating expense for GRTC of $4,725,714 in January 2011 includes expenses for its sub-recipients, Commonwea,lth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $129,596. GRTC's expenses in the amount of $4,596,118 represent an increase of $240,614 or 5.5% compared to January 2010. GRTC's expenses of $4,596,118 are $32,992 or .5% above the budgeted expense of $4,563,126 for seven (7) months of FY 2011. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $3,217,921 through January 2011 include subsidies for its sub-recipients in the amount of sn9,596. GRTC's subsidies of $3,088,325 have increased $4,230 or .2% compared to January 2010. GRTC's subsidies of $3,088,325 are $130,981 less than the budgeted subsidies of $3,219,306 for seven (7) months of FY 2011. Greater Roanoke Transit Company PO Box 13247 a Roanoke, Virginia 24032 · Phone: 540.982.0305 B Fax:540.982.2703 · www.valleymetro.com David A. Bow~rs, President and Members of the Board of Directors GRTC Financials May 16, 2011 Page 2 QperatinR Intome Operating income for January of FY 11 is $61,081 or 4.7% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount 'of $84,137 or 7.6% compared to January 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $23,056 or 11.7%. Commentarii'es on significant variances are shown below. QperatinR Revenues including bus fares and sales of passes increased $84,137 or 7.6% compared to January 2010. This increase is largely driven by four factors: . The increase in the Smartway fare of $1 per trip effective January 1, 2010. Smartway fares and pass sales have increased $30,807 compared to January 2010; . Studeiht fares in the amount of $13,913; . An increase in cash fares on GRTC's fixed routes of $19,808; and . The addition of income from Virginia Western Community College for its faculty and students of $38,074. The increases are partially offset by a decrease in GRTC's basic monthly pass sales of $31,277. AdvertisinR_Jtevenue for advertising on GRTC buses has decreased $9,823 or 15.6% compared to January 2010. Purchases for advertising on the buses have declined due to current economic conditions. Non-Transportation Revenues including rental income, investment income, and parking revenue decreased $23,056 or 11.6%. This decrease is primarily due to a reduction in Campbell Court rental income in the amount of $10,117 and a reduction in Campbell Court parking revenue in the amount of $5,513. GRTC has two (2) fewer tenants in FY 2011 than it had in the previous fiscal year. ' QperatinR EXDenses GRTC's expenses in the amount of $4,596,118 represent an increase of $240,614 or 5.5% compared to January 2010. Expense varial1ces are discussed in the following sections. FrinRe Benefits have increased $112,332 or 13.6% compared to January 2010. This increase is primarily due to an increase in health insurance coverage in the amount of $103,539. Materials and Supplies have increased $134,789 or 19.5% compared to the prior year primarily due to an increase lin fuel costs of $116,948 and an increase in parts consumed of $8,254. David A. Bowers, President and Members of the Board of Directors GRTC Financlals May 16, 201'0 Page 3 Purchased Transportation has decreased $55,368 compared to January FY 10 due to use of Job Access & Reverse Com1r'nute (JARC) grant funds by the Company's contractor, Unified Human Transportation Services (RADAR). The JARC grants allow RADAR to apply 50%of JARC rides to the grant while invoicing GRTC the remaining 50% of the rides. Subsidies GRTC's subsidies of $3,088,325 have increased $4,230 or .2% compared to January 2011. This increase is primarily du~ to the following factors: . The subsidy from the Federal Transit Administration (FTA) is $79,001 more than the subsidy in January 2010. This increase is due to an increase in the deficit in the amount of $309,129 compared to January 2010; . The sUbsidy from the City of Roanoke is $38,496 more than the subsidy in January 2010; and . The increases in FTA and City of Roanoke subsidy are partially offset by a decrease in funding by the Department of Rail and Public Transportation (DRPT) for Commonwealth of Virginia funding in th~ amount of $111,010. The State subsidy for FY 2011 is $1,142,453. This is $127,097 or 10% below the anticipated subsidy. No action by the Board is needed on this matter. R:zi~ Carl L. 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V) 0'0 o -.i' 00 o. <"l <'l c-: r-- N V) N ~ ~ 00 00 N '-D V) V) o 0'0 '<I' '" o c:--i V') r-- V') <"l on 0) '0 'r;; .D '" <I:l -;;; '0 f-o ~ on on 6 0) 8 o u .s ';) z .. ~"" ."it,,,,, . ,.. ':5<'.";~. If, 4'),' Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia May 16, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subjett: GRTC Financials for the month of February 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial resullts for February 2011. Operating iincome for February of FY 11 is $66,940 or 4.5% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $89,339 or 7.1% compared to February 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $22,398 or 10%. GRTC's revenue of $1,540,895 is $5,101 or .3% above the budgeted income of $1,535,794 for eight (8) months of FY2011. The operatihg expense for GRTC of $5,387,208 in February 2011 includes expenses for its sub-recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $129,596. GRTC's expenses in the amount of $5,257,612 represent an increase of $247,615 or 5 % compared to February 2010. GRTC's expeif1lses of $5,257,612 are $42,612 or .8% above the budgeted expense of $5,215,001 for eight (8) months of FY 2011. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $3,653,369 through February 2011 include subsidies for its sub-recipients in the amount of $129,596. GRTC's subsidies of $3,523,773 have decreased $20,378 or .6% compared to February 2010. GRTC's subsidies of $3,523,773 are $155,434 less than the budgeted subsidies of $3,679,207 for eight (8) months of FY 2011. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Finandals May 16, 2011 Page 2 Operatin~ Income Operating income for February of FY 11 is $66,940 or 4.5% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $89,339 or 7.1% compared to February 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $22,398 or 10%. Commentaries on significant variances are shown below. Operatin~ R.evenues including bus fares and sales of passes increased $84,137 or 7.6% compared to February 2010. This increase is largely driven by four factors: · The increase in the Smartway fare of $1 'per trip effective January 1, 2010. Smartway fares and pass sales have increased $30,807 compared to February 2010; . Student fares in the amount of $13,913; · An increase in cash fares on GRTC's fixed routes of $19,808; and · The addition of income from Virginia Western Community College for its faculty and students of $38,0'74. The increases are partially offset by a decrease in GRTC's basic monthly pass sales of $31,277. Advertisin~Revenue for advertising on GRTC buses has decreased $9,823 or 15.6% compared to February 2010. Purchases for advertising on the buses have declined due to current economic conditions. Non-Transportation Revenues including rental income, investment income, and parking revenue decreased $23,056 or 11.6%. This decrease is primarily due to a reduction in Campbell Court rental income in the amount of $10,117 and a reduction in Campbell Court parking revenue in the amount of $5,513. GRTt has two (2) fewer tenants in FY 2011 than it had in the previous fiscal year. Operatin~ EXDenses GRTC's expenses in the amount of $5,257,612 represent an increase of $247,615 or 5% compared to February 2010. Expense variances are discussed in the following sections. Frin~e Benefits have increased $133,001 or 13.8% compared to February 2010. This increase is primarily due to an increase in health insurance coverage in the amount of $121,574. Health insurance expenses ~ 1./4,kr Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia May 16, 2011 David A. Bow-ers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of,March 2011 The following financial report provides commentary on Greater Roanoke Transit Company's' (GRTC) financial resullts for March 2011. Operating income for March of FY 11 is $48,714 or 2.8% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount bf $67,987 or 4.7% compared to March 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $19,273 or 7.8%. GRTC's revenue of $1,739,390 is $11,622 or .7% above the budgeted income of $1,727,768 for nine (9) months of FY 2011. The operatif1l,g expense for GRTC of $6,078,781 in March 2011 includes expenses for its sub-recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $134,572. GRTC's expenses in the amount of $5,944,209 represent an increase of $323,280 or 5.8 % compared to March 2010. GRTC's expeh'ses of $5,944,209 are $77,333 or 1.3% above the budgeted expense of $5,866,876 for nine (9) months of FY 2011. Both positive and negative variances are discussed in the expenditure section of this narratiVe. The subsidies for GRTC of $4,118,305 through March 2011 include subsidies for its sub-recipients in the amount of $134,572. GRTC's subsidies of $3,983,733 have decreased $44;111 or 1.1% compared to March 2010. GRTC's subsidies of $3,983,733 are $155,374 less than the budgeted subsidies of $4,139,108 for nine (9) months of FY 2011. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Finandals May 16, 2011 Page 2 QDeratinf! hltome Operating income for March of FY 11 is $48,714 or 2.8% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $67,987 or 4.7% compared to March 2010. This increase was offset by decreases in advertising income and non-transportation revenues of $19,273 or 7.8%. Commentari'es on significant variances are shown below. QDeratinf! Revenues including bus fares and sales of passes increased $67,987 or 4.7% compared to March 2010. This increase is largely driven by four factors: . The increase in the Smartway fare of $1 per trip effective January 1, 2010. Smartway fares and pas5sales have increased $32,673 compared to March 2010; . Studerht fares in the amount of $17,201; . An increase in cash fares on GRTC's fixed routes of $25,655; and . The addition of income from Virginia Western Community College for its faculty and students of $52,659. The increases are partially offset by a decrease in GRTC's basic mont~ly pass sales of $36,301. Advertisinf!_Revenue for advertising on GRTC buses has decreased $5,324 or 6.8% compared to March 2010. Purchases for advertising on the buses have declined due to current economic conditions. Non-TransDortation Revenues including rental income, investment income, and parking revenue decreased $13,948 or 8.3%. This decrease is primarily due to a reduction in Campbell Court rental income in the amount of $9,788 and a reduction in Campbell Court parking revenue in the amount of $6,114. GRTt has two (2) fewer tenants in FY 2011 than it had in the previous fiscal year. QDeratinf! EXDenses GRTC's expenses in the amount of $5,944,209 represent an increase of $323,280 or 5.8% compared to March 2010. Expense variances are discussed in the following sections. Frinf!e Benefits have increased $153,752 or 14.2% compared to March 2010. This increase is primarily due to an increase in health insurance coverage in the amount of $131,086. Health insurance expenses David A. BOIN'ers, President and Members of the Board of Directors GRTC Financials May 16, 2010 Page 3 of $625,408 for the nine (9) months of FY 11 is $74,308 higher than the anticipated budget for health insurance to date. Materials and Supplies have increased $170,041 or 18.4% compared to the prior year primarily due to an increase Iln fuel costs of $170,992. This increase was partially offset by a decrease in parts consumed of $14,977. Purchased tJr.ansportation has decreased $33,819 compared to March FY 10 due to use of Job Access & Reverse Commute (JARC) grant funds by the Company's contractor, Unified Human Transportation Services (RADAR). The JARC grants allow RADAR to apply 50%of JARC rides to the grant while invoicing GRTC the remaining 50% of the rides. Subsidies GRTC's subsidies of $3,983,733 have decreased $44,111 or 1.1% compared to March 2011. This decrease is primarily due to The Department of' Rail and Public Transportation (DRPT) for Commonwealth of Virginia funding has decreased $81,887 or 8.8% compared to March 2010. The State subsidy for ~'( 2011 is $1,142,453. This is $127,097 or 10% below the anticipated subsidy for FY 11. The decrease in the state subsidy was partially offset by an increase in the City of Roanoke subsidy for $53,961. No action by the Board is needed on this matter. ~=\i~ Laura Varden Assistant General Manager For Carl L. 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'" '" g Il.l 8 o .5 '0 Z GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 3/31/2011 3/31/2010 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 614,071.22 $ 686,676.06 -11% ACCOUNTS RECEIVABLE $ 1,335,142.80 $ 1,418,625.65 -6% INVENTORY $ 466,782.95 $ 405,539.38 15% FIXED ASSETS FIXED ASSETS $ 29,469,240.81 $ 29,199,231.79 1% ACCUMULATED DEPRECIATION $ (14,958,095.69) $ (13 ,554,981.39) 10% NET FIXED ASSEfS $ 14,511,145.12 $ 15,644,250.40 -7% PREPAYMENTS $ 71,135.72 $ 69,381.59 3% TOTAL ASSETS $ 16,998,277.81 $ 18,224,473.08 -7% CURRENT LIABILITIES ACCOUNTS PAYA8LE $ 282,456.19 $ 332,248.82 -15% PAYROLL LIABILITIES $ 217,629.85 $ 211,332.15 3% OTHER LIABILITIES $ 658,877.18 $ 469,873.37 40% CAPITAL CAPITAL STOCK $ 5.00, $ 5.00 0% GRANTS $ 5,355,149.10 $ 5,571,840.80 -4% DEPRECIATION EXPENSE $ (1,473,682.50) $ (1,420,611.49) 4% RETAINED EARMNGS $ 11,303,176.79 $ 10,728,620.65 5% CAPITAL CONTRI8UTIONS $ 875,752.00 $ 2,233,573.00 -61% NET INCOME (LOSS) $ (221,085.80) $ 97,590.78 -327% TOTAL CAPITAL $ 15,839,314.59 $ 17,211,018.74 -8% TOTAL LIABILITIES & CAPITAL $ 16,998,277.81 $ 18,224,473.08 -7% i. ~ )( ct ' ~. +:.J Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia May 16, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Fiscal Year 2011- 2012 Operating Budget Background The Board of Directors annually appoints a Budget Review Committee to review the General Manager's proposed operating budget for the Greater Roanoke Transit Company (GRTC) and provide a recommendation to the Board. The Board appointed Treasurer, Ann Shawver, and Assistant Vice- President of Operations, Sherman Stovall, Board Members, John Bingham, and Consuella Caudill to the Budget Review Committee. The Budget Review Committee met on March 25 and May 11, 2011, to review and discuss GRTC's proposed operating budget. The GRTC Budget Review Committee endorsed the Fiscal Year 2011 - 2012 Recommended Budget in the current form which is attached. Below is an overview of the proposed budget. The Fiscal Year 2011-2012 recommended budget totals $8.4 million, an increase of $595,058 or 8% over the current year's budget. The recommended budget maintains existing core service levels and includes: Revenue: 1) Increase in the Federal and State subsidy of approximately $90,215; 2) Increase in the City of Roanoke subsidy of approximately $471,000; 3) Increase in funding from Smartway Bus partners (New River Valley) of approximately $21,000; 4) Increase in funding from other local funding partners of approximately $13,500. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com David A. Bowers, President and Members of the Board of Directors Fiscal Year 2011 - 2012 Operating Budget May 16, 2011 Expenses: 1) Increase in the cost of health insurance of approximately $132,000; 2) . Increase in the cost of fuel of approximately $282,000; 3) Increase in the cost of liability insurance of approximately $62,000; 4) Increase in the cost of utility expenses of $32,000; 5) Elimination of funding for the College Express Service. Recommendation Recommend that the GRTC Board of Directors approve GRTC's fiscal year 2011- 2012 operating budget. Res~7~ C~~ General Manager Cc: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor 2 GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET (Valley Metro. Smartway, Trolley) FY 12 REVENUES FY 10 ACTUAL FY 11 BUDGET FY 12 BUDGET % INCR/DECR PASSENGER REVENUES $ 1,904,502 $ 1,961,682 $ 1,985,373 1% ADVERTISING $ 104,459 $ 111,997 $ 111,997 0% INTEREST $ 7,336 $ , 8,500 $ 8,500 0% OTHER REVENUES $ 215,071 $ 221,512 $ 196,711 -11% TOTAL REVENUES $ 2,231,368 $ 2,303,691 $ 2,302,581 0% EXPENSES LABOR $ 2,945,245 $ 2,991,343 $ 3,016,775 1% FRINGE BENEFITS $ 1,437,393 $ 1,565,116 $ 1,668,320 7% SERVICES $ 440,570 $ 456,368 $ 468,288 3% MATERIALS & SUPPLIES $ 1,291,815 $ 1,409,747 $ 1,726,297 22% UTI L1TI ES $ 273,815 $ 248,518 $ 280,790 13% . INSURANCE $ 374,527 $ 381,957 $ 443,939 16% MISCELLANEOUS $ 808,149 $ 769,452 $ 813,150 6% TOTAL EXPENSES $ 7,571,514 $ 7,822,501 $ 8,417,559 8% DEFICIT $ (5,340,146) $ (5,518,810) $ (6,114,978) 11% SUBSIDIES FEDERAL $ 2,766,527 $ 2,748,850 $ 2,836,115 3% STATE $ 1,072,412 $ 1,269,550 $ 1,272,500 0% OTHER LOCAL $ 263,726 $ 269,720 $ 283,200 5% NEW RIVER VALLEY $ 36,961 $ 47,779 $ 69,058 45% CITY OF ROANOKE $ 1,112,953 $ 1,182,911 $ 1,654,105 40% TOTAL SUBSIDIES $ 5,252,579 $ 5,518,810 $ 6,114,978 11% INET INCOME (LOSS) [ $ (87,567)1 $ 1$ 01 Reductions Draft # 5 Combined Budget 5/2/2011 GREATER ROANOKE TRANSIT AGENCY COMBINED REVENUE SUMMARY (Valley Metro, Smartway, and Trolley) FY12 " FY 10 ACTUAL FY 11 BUDGET FY 12 BUDGET % DIFF PASSENGER REVENUE ADULT FA'RES $ 1,106,892 $ 1,160,263 $ 1,195,104 3.00% BASIC MONTHLY PASS $ 269,245 $ 243,008 $ 259,896 6,95% BASIC WEEKLY PASS $ 233,893 $ 234,946 $ 234,946 0.00% SENIOR CITIZEN FARES $ 55,622 $ 56,743 $ 60,057 5,84% DISCOUNT MONTHLY PASS $ 111,487 $ 121,186 $ 120,669 -0,43% DISCOUNT WEEKLY PASS $ 11,468 $ 11,144 $ 11,468 2.91% STUDENT FARES $ 262 $ 22,500 $ 22,500 0,00% OTHER PRIMARY FARES $ 8,548 $ 7,500 $ 7,500 0,00% STAR FARES $ 27,393 $ 24,774 $ 27,393 10.57% STAR MONTHLY PASS $ 45,840 $ 48,768 $ 45,840 -6.00% SPECIAL TRANSIT FARES $ 33,852 $ 30,850 $ -100,00% TOTAL PASSENGER REVENUE $ 1,904,S02 $ 1,961,682 $ 1,985,373 1.21% OTHER REVENUE ADVERTISING INCOME $ 104,459 $ 111,997 $ 111,997 0,00% RENTAL OF BUILDINGS $ 142,250 $ 118,985 $ 123,890 4,12% INVESTMENT INCOME $ 7,336 $ 8,500 $ 8,500 0.00% PARKING INCOME $ 58,245 $ 76,380 $ 58,245 -23,74% OTHER MI5C INCOME $ 14,576 $ 26,147 $ 14,576 -44.25% TOTAL OTHER REVENUE $ 326,866 $ 342,009 $ 317,208 -7.25% TOTAL OPERATING INCOME $ 2,231,368 $ 2,303,691 $ 2,302,581 -0.05% TOTAL EXPENSES $ 7,571,514 $ 7,822,501 $ 8,417,559 7.61% NET INCOME BEFORE SUBSIDIES $ (5,340,146) $ (5,518,810) $ (6,114,978) 10.80"A> SUBSIDIES FEDERAL $ 2,616,734 $ 2,603,943 $ 2,645,000 1,58% FEDERAL 5311 $ 149,793 $ 144,907 $ 191,115 31,89% STATE $ 1,040,720 $ 1,219,500 $ 1,219,500 0.00% STATE 5311 $ 31,692 $ 50,050 $ 53,000 5.89% CITY OF ROANOKE $ 1,075,992 $ 1,135,133 $ 1,585,048 39.64% CITY OF ROANOKE -SMARTWAY $ 36,961 $ 47,778 $ 69,057 44.54% NEW RIVER VALLEY $ 36,961 $ 47,779 $ 69,058 44,54% OTHER $ 263,726 $ 269,720 $ 283,200 5.00% TOTAL SUBSIDIES $ 5,252,579 $ 5,518,810 $ 6,114,978 10.80% Reductions Draft # 5 Com bined Budget 5/2/20'1 GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET (Valley Metro, Smartway, Trolley) FY 12 FY 10 ACTUAL FY 11 BUDGET FY 12 BUDGET % DIFF EXPENSES LABOR $ 2,945,245 $ 2,991,343 $ 3,016,775 0.85% TRANSPORTATION $ 2,067,208 $ 2,125,810 $ 2,150,569 1.16% MAINTENANCE $ 388,996 $ 428,181 $ 429,842 0.39% NON-VEHICLE MAINTENANCE $ 168,772 $ 110,098 $ 110,005 -0.08% ADMNISTRATION $ 320,269 $ 327,254 $ 326,359 -0.27% FRINGES $ 1,437,393 $ 1,565,116 $ 1,668,320 6.59% FICA $ 240,195 $ 248,130 $ 251,390 1.31% PENSION $ 99,329 $ 107,737 $ 108,594 0.80% GROUP HEALTH INSURANCE $ 658,375 $ 734,800 $ 867,064 18.00% DENTAL INSURANCE $ 8,470 $ 9,569 $ 11,370 18.82% LIFE INSURANCE $ 13,662 $ 10,321 $ 11,043 7.00% DISABILITY INSURANCE $ 17,994 $ 19,772 $ 21,156 7.00% FUTA $ 7,014 $ 6,922 $ 6,949 0.39% SUTA $ 6,932 $ 7,700 $ 10,942 42.10% WORKER'S COMPENSATION $ 108,531 $ 119,790 $ 73,398 -38.73% HOLIDAY $ 68,210 $ 83,930 $ 82,253 -2.00% PAID DAYS OFF $ 162,718 $ 162,158 $ 165,906 2.31% OTHER PAID ABSENCES $ 3,883 $ 5,401 $ 5,467 1.22% UNIFORMS $ 40,372 $ 45,336 $ 47,378 4.50% OTHER FRINGE BENEFITS $ 1,708 $ 3,550 $ 5,410 52.39% SERVICES $ 440,570 $ 456,368 $ 468,288 2.61% SECU RITY -PROFESSIONAL $ 39,959 $ 57,375 $ 59,670 4.00% CONTRACT SERVICES - MAINTENANCE $ 42,863 $ 45,576 $ 41,395 -9.17% CONTRACT SERVICES - ADMINfSTRA TION $ 357,748 $ 353,417 $ 367,223 3.91% MATERIALS & SUPPLIES $ 1,291,815 $ 1,409,747 $ 1,726,297 22.45% FUEL-STAR $ 82,449 $ 77,380 $ 67,450 -12.83% FUEL - REVENUE VEHICLES $ 846,236 $ 914,246 $ 1,195,962 30.81% FUEL - SERVICE VEHICLES $ 10,122 $ 13,316 $ 16,714 25.52% Reductions Draft # 5 3 GRTC Combined Budget 51 21 2011 GREATER ROANOKE TRANSIT COMPANY COMBINED BUDGET (Valley Metro, Smartway, Trolley) FY 12 FY 10 ACTUAL FY 11 BUDGET FY 12 BUDGET % DIFF EXPENSES OIL $ 17,552 $ 21,471 $ 21,346 -0.58% OTHER LUBRICANTS $ 7,000 $ 13,043 $ 14,576 11.75% TIRES $ 74,007 $ 78,467 $ 85,310 8.72% PARTS $ 142,528 $ 134,822 $ 162,956 20.87% OTHER M & S $ 111,921 $ 157,002 $ 161,983 3.17% UTILITIES $ 273,815 $ 248,518 $ 280,790 12.99% INSURANCE $ 374,527 $ 381,957 $ 443,939.00 16.23% GENERAL LIABILITY - VEHICLE $ 330,830 $ 336,432 $ 398,111 18.33% GENERAL LIABILITY - TANK, BLDG, ETC. $ 43,697 $ 45,525 $ 45,828 0.67% MISCelLANEOUS EXPENSES $ 808,149 $ 769,452 $ 813,150 5.68% PURCHASED TRANSPORTATION $ 744,180 $ 690,898 $ 780,735 13.00% COLLEGE EXPRESS RUNS $ 39,603 $ 46,500 $ - -100.00% OTHER MISCELLANEOUS $ 24,366 $ 32,054 $ 32,415 1.13% TOTAL EXPENSES $ 7,571,514 $ 7,822,501 $ 8,417,559 7.61% Reductions Draft # 5 4 GRTC Combined Budget 5/ 2/ 2011 GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 20, 2011 1 :00 P.M. EMERGENCY OPERATIONS CENTER CONFERENCE ROOM ROOM 159 AGENDA 1. Call to Order -- Roll Call. Ms. Hall will be absent. 2. Approval of Minutes: Regular meeting of GRTC held on Monday, May 16, 2011. Received and filed 3. Reports of Officers: a. General Manager: 1. Management Update dated June 20,2011. . The Smart Way Connector Service . Bus Stop Shelters . Star Line Trolley Service . Federal Transit Administration (FT A) Triennial Review Received and filed 2. Financial Report for the month of April 2011. Received and filed 3. Adoption of the Board of Directors' Meeting Schedule for the 2012 Fiscal Year. Adopted Resolution (6-0). 4. Other Business. General Manager instructed to extend an invitation to the Board members and officers to attend the annual Valley Metro summer picnic. 5. Adjourn - 1 :25 p.m. L:\CLERK\DATA\CKSM1\GRTC.11\June 20, 2011 Action Agenda.doc , GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 15, 2011 --., David A. Bowers, President, and Members of the Greater Roanoke Transit Company Board of Directors Dear President Bowers and Members of the Board: This is to advise that the regular meeting of the Greater Roanoke Transit Company Board of Directors will be held on Monday, June 20,2011, at 1 :00 p.m., in the EOC Conference Room, Room 159, first floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. Sincerely, ~fI-).~o~I Stephanie M. Moon Secretary pc: Christopher P. Morrill, Vice President of Operations, GRTC William M. Hackworth, General Counsel, GRTC Ann H. Shawver, Treasurer, GRTC Drew Harmon, Municipal Auditor Sherman M. Stovall, Assistant Vice President of Operations, GRTC Gary E. Tegenkamp, Assistant General Counsel, GRTC Carl L. Palmer, General Manager, Valley Metro, P. O. Box 13247, Roanoke, Virginia 24032 L:\CLERK\DATA\CKSM1\GRTC.11\June 20 Meeting Notice.doc 3" c.. I. ~ 4.:-- ~ ", Greater Roanoke Transit Company Management Update June 20, 2011 Amtrak Bus Connector Planning continues for the Amtrak Bus Connector. All potential funding partners have been contacted for their respective funding shares; to date, no firm commitments have been made. Staff continues to work with the Department of Rail and Public Transportation on the grant agreement for the $150,000 in direct funding included in the State budget. All purchasing, scheduling, marketing and operational components are currently underway to enable service start-up. Service is scheduled to begin the week of July 18, 2011. A press conference to announce the service is being planned for that same week. The service will be named "The Smart Way Connector, with "Get Smart" as the marketing tag line. The fare will be $4 to keep it in line with the existing Smart Way service. An advertising and marketing plan is being developed. Bus Stop Shelters Of the (9) bus stop shelters planned for installation, one shelter installation permit is under current review by the City Planning, Building & Development Division - Permit Center. Valley View Mall has agreed to allow GRTC installation of a small shelter at the SelklSears bus stop site serving transit routes 11/15. Shelter installation is scheduled for July 2011, pending permit review. The remaining shelter agreements are under review by their respective property owners and, as agreements are executed, GRTC will implement the construction and installation of these shelters. Plans are underway to develop a Request for Proposals (RFP) document for the 2nd planned shelter site at Wal- Mart within Valley View Mall. Star Line Trollev Currently, the Star Line Trolley provides out bound and in bound service to the Carilion-Virginia Tech Medical School and the Carilion Clinic on Riverside Circle. Effective June 9, 2011, in response to a request by the Jefferson College of Health Sciences for increased service frequency, the Trolley began providing service to Riverside Circle on inbound trips (north bound trips to downtown) only; the southbound or out bound trips will service the Clinic and Medical School with a stop on Jefferson Street. This service modification has facilitated increasing the frequency by 5 minutes, from 15-minutes to 10-minutes. Bus stop signage has also been repositioned for easier access and visibility. 1 Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 · www.valleymetro.com ~~ To further enhance service frequency, the Trolley no longer stops on the property of the Roanoke Memorial Hospital. Instead it will stop on Old Jefferson Street (adjacent to Jefferson Street) in front of the hospital. FTA Triennial Review As reported in the May 16th Update, GRTC is now ready for the Federal Transit Administration (FTA) Triennial Review, scheduled for June 23-24,2011. In preparation for the onsite review, all requested documents were sent to FT A in advance with no resulting issues or concerns. The review is a requirement of all FT A grant recipients; it's not an audit; it's an assessment of the grantee's ability to manage grants in accordance with FT A regulations. A total of 23 categories associated with GRTC's grant management practices will be reviewed. Some of the items contained in these categories are: 1) proper authorizing resolutions; 2) financial statements; 3) project management and quality control; 4) compliance with stated procurement policies and practices; 5) certifications required for contracted services; 6) compliance with prescribed preventive maintenance practices. R~ Carl L. Palmer General Manager Copy: Vice President of Operations Assistant Vice President of Operations Treasurer Secretary Legal Counsel Municipal Auditor 2 Bus Connector to Amtrak Train In Lvnchburg · Service Name - SmartWay Connector ./ . Provides link to existing SmartWay Brand, · Commonwealth Transportation Board approved the Six-Year Improvement Program on, June 15 ' . Transit funding is a part of the Department of Rail and Public Transportation Program of Projects . Bus Connector included as a part of operating assistance that GRTC will receive · Service start date of July 19th . Press Conference on July 18th - Formal Launch · Service Schedule . Roanoke - Bedford - Lynchburg (Monday - Thursday) . New River Valley - Roanoke - Bedford - Lynchburg (Friday-Sunday) · Roanoke Departure Point - Civic Center Parking Lot C . Facilitates Free Parking · Fare of $4 . Consistent with current SmartWay Fare · Marketing Plan · Initial press release to announce date service is to begin . Print Advertising (Brochure, Newspaper, etc.) . Website . Possible Radio Advertising ./ A' ~ .... Smart Way Connector Mondav-Thursdav Morning Schedule Amtrak Northeast Regional train # 176 departure time is 7:38 AM Depart Roanoke 5:50 AM Arrive Bedford 6:35 AM Depart Bedford 6:40 AM Arrive Depart Lvnchbur~ Arrive , Roanoke Arrive Lvnchbur~ 7:15 AM Property 7:20 AM 8:40 AM 8:45 AM Smart Way Connector Mondav-Thursdav Evening Schedule Amtrak Northeast Regional train # 171 arrival time is 8:36 PM Depart Roanoke' 7:30 PM Arrive Lvnchbur~ 8:45 PM Depart Lvnchbur~ 8:50 PM Arrive Depart Bedford 9:30 PM Arrive Arrive Bedford 9:25 PM Roanoke Property 10:15 PM 10:20 PM Smart Way Connector Fridav Mornin~ Schedule v Amtrak Northeast Regional train # 176 departure time is 7:38 AM Arrive Depart Arrive Depart Arrive Depart Arrive VA Tech VA Tech Exit 118A Exit 118A Exit 140 Exit 140 Roanoke 4:30 AM 4:35 AM 4:50 AM 4:55 AM 5:25 AM 5:30 AM 5:45 AM Depart Roanoke 5:50 AM Arrive Bedford 6:35 AM Depart Bedford Arrive Depart Lvnchbur~ Arrive Arrive Lvnchbur~ Roanoke Property 6:40 AM 7:15 AM 7:20 AM 8:40 AM 8:45 AM 1 Smart Way Connector Fridav Evenin2 Schedule Amtrak Northeast Regional train # 171 arrival time is 8:36 PM Depart Roanoke Arrive Lvnchbur~ 8:45 PM 7:30 PM Depart Roanoke Arrive Exit 140 10:20 PM 10:40 PM Depart Exit 140 10:45 PM Depart Lvnchbur~ 8:50 PM Bedford 9:25 PM Arrive Exit l1SA 11:15 PM Arrive Depart Bedford 9:30 PM Depart Exit 11SA Arrive VA Tech 11:35 PM Arrive Roanoke 10:15 PM Arrive Property 12:15 AM Smart Way Connector Saturdav& Sunday Mornin~ Schedule 11:20 PM Amtrak Northeast Regional train # 156 departure i5 9:59 AM Arrive Depart VA Tech VA Tech 6:55 AM 7:00 AM Depart Arrive Roanoke Bedford 8:10 AM 8:45 AM Arrive Exit llSA 7:15 AM Depart Bedford 8:50 AM Depart Exit llSA 7:20 AM Arrive Lvnchbur~ 9:25 AM Arrive Depart Exit 140 Exit 140 7:50 AM 7:50 AM Depart Arrive Lvnchbur~ Roanoke 9:30 AM 10:50 AM Arrive Roanoke 8:05 AM Arrive Property 10:55 AM ,.. 2 .. Smart Way Connector Saturday Evenin~ Schedule Amtrak,Northeast Regional train # 147 arrival time is 7:39 PM Depart Roanoke 6:20 PM Depart Roanoke 9:20 PM Arrive Lvnchburl1: 7:40 PM Arrive Exit 140 9:45 PM Depart Lvnchburl1: 7:50 PM Depart Exit 140 9:50 PM Arrive Bedford 8:25 PM Arrive Exit 118A 10:15 PM Depart Bedford 8:30 PM Depart Exit 118A 10:20 PM Arrive Arrive Roanoke 9:15 PM Arrive Property 11:25 PM Smart Way Connector Sunday Evenin~ Schedule VA Tech 10:40 PM Amtrak Northeast Regional train # 145 arrival time is 8:29 PM Depart Roanoke 7:10 PM Depart Roanoke 10:20 PM Arrive Lvnchburl1: 8:30 PM Arrive Exit 140 10:40 PM Depart Lvnchburl1: 8:50 PM Depart Exit 140 10:45 PM Arrive Bedford 9:25 PM Arrive Exit U8A 11:10 PM Depart Bedford 9:30 PM Depart Exit U8A Arrive VA Tech 11:15 PM 11:35 PM Arrive Roanoke 10:15 PM Arrive Propertv 12:15 AM 3 ~ . , '!II... 3~~.d... ~ Greater Roanoke Transit Company Board of Directors Meeting Roanoke, Virginia June 20, 2011 David A. Bowers, President and Members of the Board of Directors Dear President Bowers and Members of the Board: Subject: GRTC Financials for the month of April 2011 The following financial report provides commentary on Greater Roanoke Transit Company's (GRTC) financial resu'lts for April 2011. Operating income for April of FY 11 is $53,010 or 2.8% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $75,088 or 4.7% compared to April 2010. This increase was offset by decreases in advertising income and non-transportation revenues of 22,078 or 8.1%. GRTC's revenue of $1,925,262 is $5,519 or .3% above the budgeted income of $1,919,743 for ten (10) months of FY 2011. The operating expense for GRTC of $6,744,028 in April 2011 includes expenses for its sub-recipients, Commonwealth Coach & Trolley Museum, National Historical Railway Society, and O. Winston Link Museum, in the amount of $134,820. GRTC's expenses in the amount of $6,609,208 represent an increase of $362,126 or 5.8% compared to April 2010. GRTC's expenses of $6,609,208 are $90,457 or 1.4% above the budgeted expense of $6,518,751 for ten (10) months ()f FY 2011. Both positive and negative variances are discussed in the expenditure section of this narrative. The subsidies for GRTC of $4,571,172 through April 2011 include subsidies for its sub-recipients in the amount of $134,820. GRTC's subsidies of $4,436,352 have increased $13,370 or .3% compared to April 2010. GRTC's subsidies of $4,436,352 are $162,656 less than the budgeted subsidies of $4,599,008 for ten (10) months of FY 2011. Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 . Fax:540.982.2703 . www.valleymetro.com David A. Bowers, President and Members of the Board of Directors GRTC Financials June 20, 2011 Page 2 OperatinR InCome Operating income for April of FY 11 is $53,010 or 2.8% above last year as presented in the accompanying financial statement. This increase is primarily due to an increase in operating revenue in the amount of $75,088 or 4.1% compared to April 2010. This increase was offset by decreases in advertising income and non-trahSportation revenues of 22,078 or 8.1%. Commentaries on significant variances are shown below. OperatinR Revenues including bus fares and sales of passes increased $93,082 or 6.2% compared to April 2010. fhis increase is largely driven by four factors: · The increase in the Smartway fare of $1 per trip effective January 1, 2010. Smartway fares and pass sales have increased 34,932 or 21.1% compared to April 2010; · Stude1nt fares in the amount of $18,796; · An increase in cash fares on GRTC's fixed routes of $23,968; and · The addition of income from Virginia Western Community College for its faculty and students of $59,2.78. The increaseS are partially offset by a decrease in GRTC's basic monthly pass sales of $43,949. AdvertisinRIRevenue for advertising on GRTC buses has decreased $7,177 or 8.2% compared to April 2010. PurchaSes for advertising on the buses have declined due to current economic conditions. Non-Transportation Revenues including rental income, investment income, and parking revenue decreased $14,900 or 8%. This decrease is primarily due to a reduction in Campbell Court rental income in the amount of $10,945 and a reduction in Campbell Court parking revenue in the amount of $6,319. GRTC has two (2) fewer tenants in FY 2011 than it had in the previous fiscal year. OperatinR Emenses GRTC's expenses in the amount of $6,609,208 represent an increase of $362,126 or 5.8% compared to April 2010. Expense variances are discussed in the following sections. FrinRe Benefits have increased $163,729 or 13.7% compared to April 2010. This increase is primarily due to an increase in health insurance coverage in the amount of $143,335. Health insurance expenses David A. Bowers, President and Members of the Board of Directors GRTC Financlals June 20, 2011 Page 3 of $692,341 for the ten (10) months of FY 11 is $80,008 higher than the anticipated budget for health insurance to date. Materials andSuDDlies have increased $220,285 or 21% compared to the prior year primarily due to an increase in fuel costs of $237,847. This increase was partially offset by a decrease in parts consumed of $15,116. Purchased TransDortation has decreased $28,696 compared to April FY 10 due to use of Job Access & Reverse Commute (JARC) grant funds by,the Company's contractor, Unified Human Transportation Services (RADAR). The JARC grants allow RADAR to apply 50%of JARC rides to the grant while invoicing GRTC the remaining 50% of the rides. Subsidies GRTC's subsidies of $4,436,352 have increased $13,370 or .3% compared to April 2010. This increase is partially due to'an increase in the City of Roanoke subsidy for $52,080 or 5.8%. This increase was partially offset by a decrease in the subSidy from The Department of Rail and Public Transportatio1n (DRPT) for CommonWealth of Virginia. Funding decreased $38,393 or 3.9% compared to April 2010. The State subsidy for FY 2011 is $1,142,453. This is $127,097 or 10% below the anticipated subsidy of $:!l.~269,550 for FY 11. No action by the Board is needed on this matter. 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""d" \0 ""d" ('<""J ""'" \0 -.::t 00 .....: ..0 \Ci N 00 r- 00 00 6' o o - 00 00 - V> ~ 000 000 000 _V>V> ..rv>oo 0" 0\"' 00 o \0 ..r V>Nt- -"-"N ?F- V> - S ~ ';je.?f??f? ..r \0 V> N _ 00 ~6~ 6' \0 o '" 00 ..r" t- '" ~ NOO 0,00 ""':No\ V>_ _ Nt-O N" ..r" \0 t- 00 \0 -o,N " N ~ \0 00 .,; \0 t- oO - 00 ~ \000 ..roo ""':oOM '" V> 00 o,No, _"("I")"V) Nt-t- NO,,,, " N ?F- '" 00 r--: ~ ?f? '$.?f? "#. t-Nv - 0, N 0, \0 0-0-0 ..t '-"00 - N '" r--: t- V> ..; ..r ::!.- \000 \0 0000 ~ 00 ..0 ~ 00 OON '" Otn\O - ("1"')"0- l,f)" NV)N 0\ _ N '" t=:' 0, ..t t- '" 0," t- ::!.- t-OO t- ("1"')00 ("I"") OOr--: r--: - tr) 0 \0 0000 00 -"-.::t"'r- NO'. NO'\("I") V) - N..r '" .3 Q) Z .'!J '" '" I:: ==6 66- t;i Q) ~ U!!i"d 3t1:l~ ?F- o o o o S 00 00" - V> vi' o o o ?F- V> "'l '" ~ N 0, N 00 0, N' N ..r ..; N '" N V> - 00 ..r \0 ..r N t- - - t- V> ..;- ~ , ~ ~ '" Q) ~ '" .g tI:l IS o f-o ~ '" '" ,g Q) e o U ..5 Q) Z ~ GREATER ROANOKE TRANSIT COMPANY SUMMARY OF STATEMENT OF NET ASSETS 4/30/2011 4/30/2010 Year-to-Date Year-to-Date % of Change ASSETS CASH $ 635,161.14 $ 505,652.30 26% ACCOUNTS RECEIVABLE $ 991,496.12 $ 1,433,108.67 -31% INVENTORY $ 464,133.77 $ 420,853.55 10% FIXED ASSETS FIXED ASSETS $ 29,485,519.99 $ 29,267,686.00 1% ACCUMULATED DEPRECIATION $ (15,122,322.69) $ (13,714,499.18) 10% NET FIXED ASSEfS $ 14,363,197.30 $ 15,553,186.82 -8% PREPAYMENTS $ 118,456.78 $ 25,626.92 362% TOTAL ASSETS $ 16,572,445.11 $ 17,938,428.26 -8% CURRENT LIABILITIES ACCOUNTS PAYABLE $ 329,998.73 $ 298,267.92 11% PAYROLL L1ABIUfliES $ 204,618.66 $ 191,444.95 7% OTHER LIABILITIES $ 467,810.73 $ 352,127.90 33% CAPITAL CAPITAL STOCK $ 5.00 $ 5.00 0% GRANTS $ 5,355,149.10 $ 5,571,840.80 -4% DEPRECIATION EXPENSE $ (1,637,909.50) $ (1,580,129.28) 4% RETAINED EARNINGS $ 11,303,176.79 $ 10,728,620.65 5% CAPITAL CONTRI BUTIONS $ 797,189.00 $ 2,328,098.00 -66% NET INCOME (LOSS) $ (247,593.40) $ 48,152.32 -614% TOTAL CAPITAL $ 15,570,016.99 $ 17,096,587.49 -9% TOTAL LIABILITIES & CAPITAL $ 16,572,445.11 $ 17,938,428.26 -8% ~.~.'1# . .~ ~ Greater Roanoke Transit Company Board of Directors Meeting June 20, 2011 David A. Bowers, President, and Members of the Board of Directors Greater Roanoke Transit Company Roanoke, Virginia Dear President Bowers and Members of the Board: Subject: Board of Directors Meeting Schedule for Fiscal 2012 Backqround As recorded in the minutes for the July 19, 2010 meeting of the Greater Roanoke Transit Company (GRTC) Board of Directors, the Board President proposed and the full Board approved meeting monthly on the third Monday of August, September, and October, 2010 Subsequently, the Board's Secretary published the following agreed upon dates in an August 3, 2010 notice to the full Board: August 16, 2010 September, 20, 2010 October, 18, 2010 In its October 18, 2010 meeting the Board approved the following schedule for meeting dates for the remainder of the 2011 fiscal year: ' November 15, 2010 January 18, 2011 March 21, 2011 May 16,2011 June 20, 2011 Greater Roanoke Transit Company PO Box 13247 · Roanoke, Virginia 24032 · Phone: 540.982.0305 · Fax:540.982.2703 . www.valleymetro.com David A. Bowers, President, and Members of the Board of Directors June 20, 2011 Page 2 Recommendation Excluding the January and June meetings with the noted exceptions, the practice of meeting at 1 p.m. on the third Monday of the month in the Roanoke City Hall Emergency Operations Center (EOC) conference room will be maintained for the 2011-2012 fiscal year. Staff recommends the following GRTC Board of Directors meeting schedule: 2011 July 18th September 19th November 21st 2012 January 1 yth (Tuesday) March 19th May 21st June 18th (1:45 p.m.) Respectfully Su mitted, //A Carl L. Palmer General Manager c. Vice President of Operations GRTC Liaison Treasurer Secretary General Counsel Municipal Auditor GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 21, 2011 Carl L. Palmer, General Manager Valley Metro P. O. Box 13247 Roanoke, Virginia 24032 Dear Mr. Palmer: I am enclosing copy of a resolution establishing a specific meeting schedule for the Board of Directors of the Greater Roanoke Transit Company (GRTC). The abovementioned resolution was adopted by the Board of Directors at its regular meeting held on Monday, June 20, 2011. Sincerely, ~ht.m~.w Stephanie M. Moon . L Secretary pc: Christopher P. Morrill, Vice-President of Operations Sherman M. Stovall, Assistant Vice-President of Operations Ann H. Shawver, Treasurer William M. Hackworth, General Counsel Gary Tegenkamp, Assistant General Counsel Troy A. Harmon, Municipal Auditor ," L:\CLERK\DA T A \CKSM I \GRTC.ll\June 20 correspondence. doc 'P~' BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY A RESOLUTION ESTABLISHING A SPECIFIC MEETING SCHEDULE FOR THE BOARD OF DIRECTORS OF THE GREATER ROANOKE TRANSIT COMPANY (GRTC) WHEREAS, at the Board's, June 20, 2011, meeting, the GRTC General Manager recommended that the Board adopt a specific meeting schedule for the 2012 Fiscal Year, which ends on June 30, 2012, as more fully set forth in the General Manager's report dated June 20, 2011, to this Board. THEREFORE, BE IT RESOLVED by the Board of Directors of GRTC as follows: 1. That the Board of Directors hereby approves and adopts the specific meeting schedule that is set forth below. Except for the meeting on June 18,2012, the meetings are set to start at 1 :00 p.m. and will be held in the Emergency Operations Center (EOC) Conference Room which is located on the first floor of the Noel C. Taylor Municipal Building, 215 Church Avenue, S.W., Roanoke, Virginia 24011, unless a different location is designated by the President or Secretary 0 f the Board. The meeting for Monday, June 18, 2012, will be held at 1 :45 p.rn. at the same location as the other scheduled meetings. In accordance with Article III, Section 4 of the GRTC By-Laws, the following meeting dates for the GRTC Board are approved for the 2012 Fiscal Year: July 18, 2011 September 19, 2011 November 21,2011 January 17,2012 March 19, 2012 May 21,2012 June 18,2012 Board Resolution-GRTC meetingsFY20 12.doc (Monday, 1 :00 p.rn. - EOC) (Monday, 1 :00 p.m. - EOC) (Monday, 1 :00 p.m. - EOC) (Tuesday, 1 :00 p.m. - EOC) (Monday, 1 :00 p.rn. - EOC) (Monday, 1 :00 p.m. - EOC) (Monday, 1 :45 p.m. - EOC) 1 , 2. The GRTC Board can hold additional meetings on an as-needed basis in accordance with the GRTC By-Laws. 3. The schedule of meetings for the GRTC Board for subsequent fiscal years may be set annually by the Board at the June Board meeting, or at any other Board meeting as the Board may determine to be appropriate. ATTEST: Date: ~_1.P) -aO II Board Resolution-GRTC meetingsFY20 12,doc 2 STOCKHOLDER'S ANNUAL MEETING GREATER ROANOKE TRANSIT COMPANY MONDAY, JUNE 20,2011 1 :45 P.M. CITY COUNCIL CHAMBER AGENDA 1 . Call to Order - Roll Call. All Present. 2. Approval of minutes: Annual Stockholder's meeting held on Monday, June 21, 2010. Received and filed. 3. Statement of Purpose. Mayor David A. Bowers. . Election of Seven Directors Mayor David A. Bowers, Vice-Mayor David B. Trinkle, John Bingham, Mark Jamison, Consuella Caudill and Karen Michalski-Karney for one year terms of office ending June 30, 2012. 4. Adjourn - 1 :48 p.m. L:\CLERK\DA T A \CKSM 1 \GRTC,ll \Annual Stockholders' Call Letter and Agenda,doc GREATER ROANOKE TRANSIT COMPANY June 15, 2011 David A. Bowers, Mayor David 8. Trinkle, Vice-Mayor William D. Bestpitch Rafael E. Ferris Sherman P. Lea Anita 'J. Price Court G. Rosen Dear Mayor Bowers and Members of the Council: The Annual Meeting of the Stockholder's of the Greater Roanoke Transit Company will be held on Monday, June 20,2011, at 1 :45 p.m., in the City Council Chamber, fourth floor, Noel C. Taylor Municipal Building, 215 Church Avenue, S. W., Roanoke, Virginia. I am attaching copy of the minutes of the Annual Meeting held on Monday, June 21,2010. Sincerely, ~hJ'1'YjD~ Stephanie M. Moon Secretary Attachment pc: Christopher P. Morrill, City Manager William M. Hackworth, City Attorney Ann H. Shawver, Director of Finance Sherman M. Stovall, Assistant City Manager for Operations Drew Harmon, Municipal Auditor Gary E. Tegenkamp, Assistant Attorney Carl Palmer, General Manager, Valley Metro L:\CLERK\DA T A \CKSM I \GRTC.ll\Annual Stockholders' Call Letter and Agenda,doc GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 21,2011 The Honorable David A. Bowers, Mayor 215 Church Avenue S.W., Suite 456 Roanoke, Virginia 24011 Dear Mayor Bowers: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 20, 2011, you were reappointed as a member of the Board of Directors for a one year term, beginning July 1,2011 and ending June 30, 2012. Enclosed please find copy of a Certificate of your reappointment. Sincerely, ~ hl. hr!()tMl Stephanie M. Moon f Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant General Counsel CksmllGRTC.l1/Board appointments.doc COMMONWEALTH OF VIRGINIA ) ) ) To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company, Board of Directors, and keeper of the records thereof, do hereby certify that at an annual, Stockholder's meeting of the, Greater Roanoke Transit Company on the twentieth day of June 2011, David A. Bowers was reappointed as a member of the Greater Roanoke Transit Company, Board of Directors, for a one year term of office ending June 30, 2012. Given under my hand and the Seal of the City of Roanoke this twentieth-first day of June 2011. .\ i, , , , / l ")""I\m~ I I ). i.J . I ; '" '.,', , O~ \. .$te:phk'r{j~ iM. Moon \?eqr~tary I " \ ' GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 21, 2011 The Honorable David B. Trinkle Vice-Mayor Roanoke, Virginia 24011 Dear Vice-Mayor Trinkle: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 20, 2011, you were reappointed as a member of the Board of Directors for a one year term, beginning July 1,2011 and ending June 30, 2012. Enclosed please find copy of a Certificate of your reappointment. . m, r-; IlDYJ tephanie M. Moon Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant General Counsel CksmllGRTC.I l/Board appointments,doc COMMONWEALTH OF VIRGINIA ) ) ) To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company, Board of Directors, and keeper of the records thereof, do hereby certify that at an ,annual Stockholder's meeting of the Greater Roanoke Transit Company on the twentieth ~ay of June 2011, David B. Trinkle was reappointed as a member of the Greater Roanoke Transit Company, Board of Directors, for a one year term of office ending June 30, 2012. Given under my hand and the Seal of the City of Roanoke this twentieth-first day of June 2011. '; :\ ~,..P ..'.'-.". '.. ,"f/t'''..10'. ) ~~ ~ ipte~haf)i~/M. Moon Sec,retary , , 'I \, Cksrn1/GRTC.l1/GRTC Board Certificates of Appointments.doc GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 21, 2011 D John Bingham Assistant Director of Finance Roanoke, Virginia Dear Mr. Bingham: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 20, 2011, you were reappointed as a member of the Board of Directors for a one year term, beginning July 1,2011 and ending June 30, 2012. Enclosed please find copy of a Certificate of your reappointment. ~re~, . ~ fYJ-lro-JljnvJ Stephanie M. Moon Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant General Counsel CksmI/GRTC.ll/Board appointments,doc COMMONWEALTH OF VIRGINIA ) ) ) To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company, Board of Directors, and keeper of the records thereof, do hereby certify that at an annual Stockholder's meeting of the Greater Roanoke Transit Company on the twentieth day of June 2011, John Singham was reappointed as a member of the Greater Roanoke Transit Company, Board of Directors, for a one year term of office ending June 30, 2012. Given under my hand and the Seal of the City of Roanoke this twentieth-first day of June 2011. ... .~. hi. ~/)j}.nj Stephanie M. Moon , Secretary Cksm1/GRTC.l1/GRTC Board Certificates of Appointments.doc GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 21,2011 Mark Jamison, Manager Department of Transportation Streets and Traffic Roanoke, Virginia 24011 Dear Mr. Jamison: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 20, 2011, you were reappointed as a member of the Board of Directors for a one year term, beginning July 1,2011 and ending June 30, 2012. Enclosed please find copy of a Certificate of your reappointment. Sincerely, ~'fr). YrjO~ Stephanie M. Moon Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant General Counsel Cksml/GRTC.ll/Board appointments. doc COMMONWEALTH OF VIRGINIA CITY OF ROANOKE ) ) ) To-wit: I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company, Board of Directors, and keeper of the records thereof, do hereby certify that at an annual Stockholder's meeting of the Greater Roanoke Transit Company on the twentieth day of June 2011, Mark Jamison was reappointed as a member of the Greater Roanoke Transit Company, Board of Directors, for a one year term of office ending June 30, 2012. Given under my hand and the Seal of the City of Roanoke this twentieth-first day of June2011. ~m.S1~ ",stephanie M. Moon S,ecretary Cksml/GRTC.lllGRTC Board Certificates of Appointments.doc GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 21, 2011 Consuella Caudill Assistant Town Manager Town of Vinton 311 S. Pollard Street Vinton, VA 24179 Dear Ms. Caudill: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 20, 2011, you were reappointed as a member of the Board of Directors for a one year term, beginning July 1, 2011 and ending June 30, 2012. Enclosed please find copy of a Certificate of your reappointment. Sincerely, ~MJ rnnW Stephanie M. Moon r Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant General Counsel CksmllGRTC.ll/Board appointments. doc COMMONWEALTH OF VIRGINIA CITY OF ROANOKE ) ) ) To-wit: I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company, Board of Directors, and keeper of the records thereof, do hereby certify that at an annual Stockholder's meeting of the Greater Roanoke Transit Company on the twentieth day of June 2011, Consuella Caudill was reappointed as a member of the Greater Roanoke Transit Company, Board of Directors, for a one year term of office ending June 30, 2012. Given under my hand and the Seal of the City of Roanoke this twentieth-first day of June 2011. ~ hi '0'r)6/j,J StephamelM. Moon Se.cretary Cksml/GRTC.ll/GRTC Board Certificates of Appointments.doc GREATER ROANOKE TRANSIT COMPANY STOCKHOLDERS June 21, 2011 Karen Michalski-Karney Blue Ridge Independent Living Center 1502 Williamson Road, N. E.-Suite B Roanoke, Virginia 24012-5100 Dear Ms. Karney: At the Stockholder's Annual Meeting of the Greater Roanoke Transit Company held on Monday, June 20, 2011, you were reappointed as a member of the Board of Directors for a one year term, beginning July 1,2011 and ending June 30, 2012. Enclosed please find copy of a Certificate of your reappointment. Sincerely, tr-dJ~ r'r\ . Y1tD&YJ I~~i~ M. Moon 'l Secretary Enclosure pc: Carl L. Palmer, General Manager, Valley Metro, P.O. Box 13247, Roanoke, Virginia 24032 Sherman M. Stovall, Assistant Vice-President of Operations Gary Tegenkamp, Assistant General Counsel Cksml/GRTC.lI/Board appointments. doc COMMONWEALTH OF VIRGINIA ) ) ) To-wit: CITY OF ROANOKE I, Stephanie M. Moon, Secretary, and as such Secretary of the Greater Roanoke Transit Company, Board of Directors, and keeper of the records thereof, do hereby certify that at an annual Stockholder's meeting of the Greater Roanoke Transit Company on the twentieth day of June 2011, Karen Michalski-Karney was reappointed as a member of the Greater Roanoke Transit Company, Board of Directors, for a one year term of office ending June 30, 2012. Given under my hand and the Seal of the City of Roanoke this t~entieth-first day of June 2011. ~ :/11. Tho-~ / , , t ;, S"t'ephJrlie' rVi: Moon ISecretary \ .; ",.-. q Cksml/GRTC.I I/GRTC Board Certificates of Appointments ,doc GREATER ROANOKE TRANSIT COMPANY BOARD OF DIRECTORS June 21,2011 Nicole Hall Director of Community Relations Downtown Roanoke, Inc. 213 Market Street Southeast Roanoke, VA 24011-1801 Dear Ms. Hall: Your term of office as a member of the Greater Roanoke Transit Company Board of Directors will expire on June 30, 2011. On behalf of the President David A. Bowers and Members of the Board of Directors, I would like to express appreciation for your service to the City of Roanoke as a member of the Board from July 1, 2010 to June 30, 2011. Please find enclosed a Certificate of Appreciation and an aerial view photograph of the Roanoke Valley in recognition of your years of service. Sincerely, ~. owJ Stephanie M. Moon ~ Secretary Enclosure :> "'0 Z "'0 to ~ 0 <: tr:1 n ~ 0 a n z ~ a tI1 ~o 0 ~ z ~ ZZ --3 :> ~ 00 :::c: --3 ~ tn'TJ ~ tn ~ ~o IZl ttl::t':> n o~ N iJO::t'1Zl ~ > ..... --31Zl IZl do~~i z ~ ~ 0--3 '--3 tI1 --3~ .....a= 0 ..... C/.) ~~~~~ ~ tr.1 0 ~o 0 0 :> - ~ ~ nZ ~ W~~--3tn ~ ~a 0 ~a ..... ~::t' == > ~~ 'TJ N~ tn 0 ~ tJ ~ aNn 'TJ - ~ Ottl -a--31Zl - ~ 'TJt: ..... ""''''''0~--3 0 :A:ln e a::t' :::c: tI1 01Zl Z IZlntn ~~ tn 0 n en a= ~ >-3 0<: "'d > tr:1 N ~ en "'0 :> ~g a ~ tr:1::I: ..... n~ ~ ..... ~ ~ 'TJ 0 SJ.... :> >-3tr:1 en Z ~~ ;;l ~ >-<s;:: g O. e 0 b z ~ Clo' l