1. Approval of the minutes of the board meeting on June 28, 2018 Board Member. 2. Swearing-in ceremony for new and reappointed Board Members C.

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1 Thomas C. Lambert President & CEO BOARD MEMBERS Carrin F. Patman, Chair Jim Robinson, First Vice Chair Cindy Siegel, Second Vice Chair Troi Taylor, Secretary Sanjay Ramabhadran Lisa Castañeda Christof Spieler Don Elder Jr. Lex Frieden Notice and Agenda of a Meeting of the METRO Board of Directors Metropolitan Transit Authority of Harris County, Texas Lee P. Brown METRO Administration Building 1900 Main Street, 2 nd Floor Board Room, Houston, TX Thursday, July 26, 2018 at 10:00 A.M. 1. Approval of the minutes of the board meeting on June 28, 2018 Board Member 2. Swearing-in ceremony for new and reappointed Board Members C. Patman 3. Appointment of Board Members to standing committees of the Board C. Patman 4. Public Comments C. Patman 1. Keith Henry Subject: Treatment by Operators / 54 Scott & 85 Antoine 2. David Tidmore Subject: "Whoa Nelly" 3. Mark Smith Subject: "What METRO seems to do best" 4. LaTonia Carter Subject: Disappointment with METROLift Service 5. Marilyn Pickaree-Champagne Subject: Safety and spoliation of evidence issues at TMC Transit Center 6. Reverend Marvin Holmes Subject: Bus operator complaint 7. Reinder Schilsky Subject: Criminal theft of vehicles at Seton Lake Park & Ride 9. Dominic Mazoch Subject: General Comments 10. Al Maldonado Subject: Request disparity study 11. Dr. James Douglas Subject: Minority business development 12. Ingrid Robinson Subject: Minority business development ACCESSIBILITY AND SPECIAL ACCOMMODATIONS METRO s meetings are held in a facility accessible to persons with disabilities. Request for accommodations should be directed to the Board Office at at least 48 hours in advance of the meeting. SECURITY Individuals attending this meeting will be subject to being scanned with a security wand and/or metal detector walk through. You and your property are subject to being searched. Page 1 of 158

2 METRO BOARD OF DIRECTORS Board Meeting Agenda 13. Lenora Sorola-Pohlman Subject: Request disparity study 5. METRO President & CEO Monthly Report T. Lambert 6. METRO Chair Report C. Patman 7. Monthly Working Committee Reports C. Patman a. Finance and Audit C. Siegel b. Administration L. Castañeda c. Capital & Strategic Planning S. Ramabhadran d. Public Safety, Customer Service, and Operations J. Robinson CONSENT AGENDA 8. Request Board approval to accept the monthly committee reports, including the investment report C. Siegel 9. Request Board authorization for the President & CEO to modify the contract with TSCP, Inc. DBA Trust Commerce for the purchase of credit card gateway services C. Siegel 10. Request Board authorization for the President & CEO to negotiate and execute a contract with Pfeiffer & Son, Ltd. for fiber one-call, cabling maintenance, break-fix, video maintenance, emergency assist and public address system services L. Castañeda 11. Request Board authorization for the President & CEO to negotiate and execute a contract with Bytemark, Inc. for the maintenance, support and replacement of the current mobile ticketing application L. Castañeda 12. Request Board authorization for the President & CEO to modify the existing contract with South Coast Film & Video for video and audio production services L. Castañeda 13. Request Board authorization for the President & CEO to negotiate and execute a contract with SKA Consulting, LP for professional environmental engineering and assessment services on an as needed basis S. Ramabhadran 14. Request Board authorization for the President & CEO to negotiate and execute a contract with Pfeiffer & Son, Ltd. for light rail transit motor operated disconnect upgrades S. Ramabhadran ACCESSIBILITY AND SPECIAL ACCOMMODATIONS METRO s meetings are held in a facility accessible to persons with disabilities. Request for accommodations should be directed to the Board Office at at least 48 hours in advance of the meeting. SECURITY Individuals attending this meeting will be subject to being scanned with a security wand and/or metal detector walk through. You and your property are subject to being searched. Page 2 of 158

3 METRO Board of Directors Board Meeting Agenda 15. Request Board authorization for the President & CEO to execute a contract with Pfeiffer & Son, Ltd. for light rail transit traction power pull box upgrades S. Ramabhadran 16. Request Board authorization for the President & CEO to negotiate and execute a contract with Siemens Mobility, Inc. for the purchase of fourteen (14) Light Rail Vehicles J. Robinson ITEMS FOR SEPARATE CONSIDERATION 17. Request Board authorization for the President & CEO to enter into an interlocal agreement with the Region VIII Education Service Center to participate in their cooperative purchasing program L. Castañeda 18. Request Board authorization for the President & CEO to execute a sole source contract with SAP to license and purchase a hosting service for the new success factors recruiting management system software L. Castañeda EXECUTIVE SESSION Pursuant to the Texas Government Code , , , and , the Board of Directors will consult with METRO s attorneys to seek advice on pending and potential litigation, settlement offers and/or other legal matters in which the duty of an attorney is governed by the State Bar of Texas Rules of Professional Conduct; to deliberate on matters concerning real property; to deliberate on certain personnel matters; or to deliberate regarding security devices or a security audit. The next regular board meeting is scheduled for Thursday, August 23, 2018 at 10:00 a.m. ACCESSIBILITY AND SPECIAL ACCOMMODATIONS METRO s meetings are held in a facility accessible to persons with disabilities. Request for accommodations should be directed to the Board Office at at least 48 hours in advance of the meeting. SECURITY Individuals attending this meeting will be subject to being scanned with a security wand and/or metal detector walk through. You and your property are subject to being searched. Page 3 of 158

4 METROPOLITAN TRANSIT AUTHORITY OF HARRIS COUNTY, TEXAS MINUTES OF A MEETING OF THE BOARD OF DIRECTORS I. CALL TO ORDER 1 June 28, 2018 A meeting of the Board of Directors of the Metropolitan Transit Authority of Harris County, Texas ( METRO ) was held on June 28, 2018 at 1900 Main Street, Houston, TX in the Board room on the 2 nd floor. In Chair Patman s absence, Vice Chair Jim Robinson presided over the meeting. The following directors were present: Jim Robinson, Vice Chair (Harris County) Lisa Castañeda (Harris County) Lex Frieden (City of Houston) Christof Spieler (City of Houston) Troi Taylor, Secretary (City of Houston) Don Elder (Multi-Cities) Sanjay Ramabhadran (City of Houston) Vice Chair Robinson called the meeting to order at 10:00 a.m. It was determined that all members of the Board of Directors were present except for Chair Patman, Ms. Castañeda 2 and Ms. Siegel and that the required notice of the meeting had been given and that a quorum was present. II. APPROVAL OF THE MINUTES As the first order of business, Vice Chair Robinson called for the approval of the minutes of the Board of Directors meeting on May 24, Upon motion duly made by Mr. Taylor, and seconded by Mr. Elder, such minutes were unanimously approved as presented at the meeting. 3 III. PUBLIC COMMENTS Vice Chair Robinson turned to the receipt of comments from the public. First, Mr. Jose Avila complained about being unfairly treated by a METRO bus operator at a bus stop. Mr. Lambert stated that the matter was being reviewed by staff and that he would personally meet with Mr. Avila to further discuss his concerns. Next, Mr. Carlos Calbillo complained about receiving a fare citation in error because he believed that he still had sufficient funds remaining on his fare card. Ms. Debbie Williamson then requested that METRO increase the frequency of the buses on Routes 23 and 137, noting that the bus that she connects to only runs every hour. Mr. David Tidmore thanked METRO staff for meeting with him to review and discuss the bus shelter plans on Elmsworth and S. Course. He also requested a meeting with staff to discuss the installation of no loitering signs at bus shelters. Next, Mr. Robert Fields inquired about whether it is permissible for him to disembark a bus a few blocks away from a designated bus stop because it is closer to his house. Mr. Mark Smith made general comments and requested to meet with Mr. Lambert to discuss his concerns. Ms. Robin Harrison expressed concerns about her METROLift recertification process. Mr. Dominic Mazoch then commented on his research on the use of ham radio equipment for 1 Motions: to ; Resolutions: to Ms. Castañeda joined the meeting shortly after it was convened during the public comments. 3 Motion Page 4 of 158

5 emergency purposes. He also discussed METRO s marketing campaigns. Finally, Ms. Jane West and Mr. Paul Blinn complained about the installation of a new sidewalk and bus shelter by a private developer on Washington Avenue, noting that the site was not ADA compliant. IV. PRESIDENT & CEO REPORT President & CEO Tom Lambert commenced his report by thanking Karen Hudson, METRO s Deputy Chief Procurement Officer, for joining him at a roundtable discussion on leadership and best practices, hosted by the Women s Business Enterprise Alliance. Mr. Lambert also acknowledged the contributions that women-owned businesses make in the community. Mr. Lambert also noted that he recently gave the keynote address at the commencement ceremony for Harmony School of Innovation s Class of 2018 and discussed the numerous ways that METRO provides disaster relief support to the community at a breakfast meeting with the Northside Community Partnership. Next, Mr. Lambert congratulated the Marketing Department for recently winning three Bronze awards from the Public Relations Society of America for METRO s Super Bowl Campaign, Summer of Fun video series and El Dorado Park & Ride commercial. He also congratulated the Operations Department for receiving two prestigious awards from the American Public Transportation Association, and METRO s Police Department for receiving a Rail Security Certificate of Merit for improving security on the light rail system as a result of their public engagement. In addition, he recognized the Public Affairs Department and Ramona Crayton, Senior Public Affairs Representative, for work with METRO s Ambassador Program and special events throughout the community. Mr. Lambert commented on METRO s continued efforts to celebrate diversity and thanked the exceptional speakers and performers at METRO s Asian Pacific American Heritage Month Program last month. He also observed that the month of June is National Safety Month. He recognized Adrian Dix, a METRO Bus Operator, for 35 years of safe driving, and James Whaley, a METRO Transit Technician, for 40 years of safety work experience in METRO s maintenance department. V. CHAIR REPORT In Chair Patman s absence, Vice Chair Robinson reported on a few Board-related matters. First, Vice Chair Robinson noted that Mr. Spieler s membership on the Board would be expiring soon because he is term limited and his successor has been appointed by Mayor Turner, subject to confirmation by the City of Houston City Council. He then acknowledged Mr. Spieler s tremendous contributions to the agency as well as his expertise on transportation issues. Vice Chair Robinson also commented on METRO s Summer of Fun program and asked the staff to provide a full report on the program at next month s Board meeting. In addition, Vice Chair Robinson noted that METRO will be participating in two Fourth of July parades, showcasing METRO s new high-water vehicles. VI. MONTHLY WORKING COMMITTEE REPORTS At Vice Chair Robinson s request, the chairs of the working committees of the Board of Directors reported on their monthly committee meetings during June. Page 5 of 158

6 Finance & Audit Committee: 4 A meeting was held on June 26, 2018 to review the monthly financial, investment and compliance reports. The committee also reviewed requests to apply for grants under the FTA s Public Transportation Emergency Relief Funds Program and the Department of Transportation s Better Utilizing Investments to Leverage Development (BUILD) Transportation program. Capital & Strategic Planning Committee: A meeting was held on June 20, 2018 to discuss various matters, including the execution and delivery of contracts for the construction of the expansion of the Magnolia Transit Center and for elevator and escalator preventive maintenance and repair services. The committee also discussed the proposed August 2018 service changes and solicitations for potential procurements. A briefing was also provided by a representative of the Houston-Galveston Area Council regarding the 2017 Regional Transit Onboard Origin-Destination Survey. Public Safety, Customer Service & Operations Committee: 5 A meeting was held on June 21, 2018 to discuss the execution and delivery of a contract to rebuild transit bus passenger seats on ORION VII low floor buses. The committee also received a monthly report on public safety, customer service and operations and an update on rail safety and to review potential procurement solicitations. In addition, the committee was briefed on various bus transit technologies. Administration Committee: A meeting was held on June 20, 2018 to discuss routine matters, including the execution and delivery of contracts with multiple vendors for pre-employment physical exams and solicitations for an automated fare collection system replacement and other potential procurements. The committee also received monthly reports on METRO and First Transit, Inc. human resources metrics, governmental affairs and marketing matters and METRO s recent media coverage. Management provided an update on METRO s bus stop beacon project. VII. CONSENT AGENDA ITEMS Vice Chair Robinson called for approval of consent agenda items 6 through 9. Mr. Taylor moved, seconded by Mr. Ramabhadran, to approve the items en bloc. The motion was unanimously approved. 6 Resolution (Agenda Item 6): Approval of a resolution approving and accepting the May 2018 working committee reports, including financial and investment reports. A copy of the approved Resolution ( ) has been included in the official record. Resolution (Agenda Item 7): Approval of a resolution authorizing the President & CEO to negotiate and execute a construction contract with the Gonzalez Group LP for the expansion of the Magnolia Transit Center, with a maximum contract 4 Mr. Ramabhadran presented the committee report in the absence of Ms. Siegel. 5 Mr. Elder presented the committee report on behalf of Vice Chair Robinson. 6 Motion Page 6 of 158

7 amount of $2,999, A copy of the approved Resolution ( ) has been included in the official record. Resolution (Agenda Item 8): Approval of a resolution authorizing the President & CEO to negotiate and execute a three-year contract with Schindler Elevator Corporation under the Texas Local Government Purchasing Cooperative Program to provide preventive maintenance, inspection and repair services to the elevator and escalator systems at METRO s Administrative Offices Building and the Grand Parkway Park & Ride facility, with a maximum contract amount $471, A copy of the approved Resolution ( ) has been included in the official record. Resolution (Agenda Item 9): Approval of a resolution authorizing the President & CEO to negotiate and execute a contract with Sardo Bus & Coach Upholstery to rebuild the passenger seats on 100 Orion VII low-floor buses. A copy of the approved Resolution ( ) has been included in the official record. VIII. ITEMS FOR SEPARATE CONSIDERATION Next, Vice Chair Robinson called for consideration of the below items separately by the Board. Resolution (Agenda Item 10): Ms. Castañeda moved, seconded by Mr. Ramabhadran, approval of a resolution authorizing the President & CEO to negotiate and execute a three (3) year contract with each of Next Level Urgent Care and the University of Texas Health Services Center, for the provision of pre-employment physical examination services. Dr. Frieden abstained from voting on the matter. The motion was unanimously approved. A copy of the approved Resolution ( ) has been included in the official record. 7 Resolution (Agenda Item 11): Mr. Spieler moved, seconded by Dr. Frieden, approval of a resolution authorizing the President & CEO to approve the implementation of the proposed August 2018 Service Changes. The motion was unanimously approved. A copy of the approved Resolution ( ) has been included in the official record. 8 IX. FUTURE MEETING The next regular meeting of the Board of Directors is expected to be held on Thursday, July 26, 2018, at 10:00 a.m. at 1900 Main Street, in the Board room on the second floor. 7 Motion Motion Page 7 of 158

8 X. EXECUTIVE SESSION 9 Pursuant to the Texas Government Code , , and , the Board of Directors went into executive session to consult with and seek advice from METRO s attorneys on pending and potential litigation, settlement offers and/or other legal matters in which the duty of an attorney is governed by the State Bar of Texas Rules of Professional Conduct; to deliberate on matters concerning real property; to deliberate on certain personnel matters; or to deliberate regarding security devices or a security audit. No action was taken or voted on in executive session. XI. ADJOURNMENT Vice Chair Robinson reconvened the meeting at 11:53 a.m. There being no further business before the Board, Mr. Taylor made a motion for adjournment, which was seconded by Mr. Elder. 10 All Board members present voted in favor of the motion. Vice Chair Robinson adjourned the meeting at 11:53 a.m. Respectfully submitted, Cydonii V. Fairfax Executive Vice President, General Counsel and Assistant Board Secretary 9 Vice Chair Robinson announced at 11:15 a.m. that the Board would go into executive session. 10 Motion Page 8 of 158

9 METRO Board of Directors Finance & Audit Working Committee Report July 19, 2018 COMMITTEE MEMBERS Cindy Siegel, Chair Sanjay Ramabhadran Lisa Castañeda Troi Taylor Request for Board Approval Item Accepting the monthly committee reports, including investment reports. To modify the contract with TSCP, Inc. DBA Trust Commerce for the purchase of credit card gateway services. Of the updated list of approved investment pools, mutual funds, and depository banks in METRO s Investment Policy. Committee Recommendation Recommended for Board approval Recommended for Board approval pending revision of Request for Board Action form. No action taken by committee Committee Approvals for Grant Application Submissions Item Bus and bus facilitates infrastructure investment discretionary grant program sponsored by the Federal Transit Administration. Key Points of Discussion Committee concurred Committee Briefing Items Item Monthly Compliance Report Monthly Financial Reports Key Points of Discussion Provided a summary of the Corrective Action Compliance Report as of June 30, 2018 (there are no past due comments) July Sales Tax Report: $63.4M received in July / Sales in May $619.6M YTD FY2018 Fare Revenue: $5.0M in June 2018 (10.7% less than budgeted for June) $50.2M YTD FY2018 (2.7% less than budgeted / 1.6% less than FY2017) Ridership: Local Network YTD FY2017 to FY % increase Park & Ride YTD FY2017 to FY % decrease Committee Requests Item Requested During the Monthly Financial Reports briefing, Committee members requested more detailed analysis on why the budget for revenue has not been met (on a month to month comparison). Committee members also requested a full report regarding the Summer of Fun program compared to last year s program. Page 11 of 158

10 METRO Board of Directors Administration Working Committee Report July 18, 2018 COMMITTEE MEMBERS Lisa Castañeda, Chair Christof Spieler Don Elder Request for Board Authorization Item To enter into an interlocal agreement with the Region VIII Education Service Center to participate in their cooperative purchasing program To negotiate and execute a contract with Pfeiffer & Son, Ltd. for fiber one-call, cabling maintenance, break-fix, video maintenance, emergency assist and public address system services To negotiate and execute a contract with Bytemark, Inc. for implementation, maintenance and support to replace METRO's current mobile ticketing application To execute a sole source contract with SAP to purchase a license and hosting services for the new success factors recruiting management system software To modify the existing contract with South Coast Film & Video for video and audio production services Committee Recommendation Recommended for Board Approval Recommended for Board Approval Discussion: This contract is a task-based contract; as an opportunity arises, a small business goal will be applied. Recommended for Board Approval Recommended for Board Approval Recommended for Board Approval Committee Concurrence for Possible Procurement Solicitations Item RFP SAP Success Factors Recruiting Management System Key Points of Discussion Committee concurred Committee Briefing Items Item Monthly Human Resource Metrics Key Points of Discussion Employee headcount increased from 3,990 in May to 4,019 in June 75 new hires in June; 2,672 total applicants Slight turnover increase from 43 employees in May to 46 employees in June Video highlighting the summer interns (will be introduced at the Board Meeting during the CEO Report) Provided Gender Equity quarterly update Have established a 100% gender equity pay ratio for 71.7% of METRO s total employee workforce (all union classifications, all METRO police-specific classifications and customer service positions) Continuing to analyze jobs to further ensure no gender inequities Continuing to monitor and enhance hiring and promotional processes Page 12 of 158

11 Item Monthly Governmental Affairs Update Monthly Media Report Marketing Update Key Points of Discussion Provided a handout with status update on the U.S. Senate negotiations on FY2019 fourbill spending bundle; the FY2019 Transportation, Housing and Urban Development Appropriations (THUD); the Transit Rail Inspection Bill; and the Texas State Transportation Committee hearing. Videos highlighting Dump the Pump and Summer of Fun 129 media reports in 39 outlets Top stories included: Summer of Fun, HOV accident and Buckle Up for Kailee Mills Provided update on the various marketing campaigns: METRO Now Hiring, Dump the Pump, and August Service Change campaigns Videos highlighting Check-in with Orbit and Dump the Pump Breakup Placing METRO Mission Statement throughout the authority Won three (3) Public Relations Society of America (PRSA) Bronze Awards Committee Requests Item Requested No items were requested from the Committee members. 2 P age Page 13 of 158

12 METRO Board of Directors Capital & Strategic Planning Working Committee Report July 18, 2018 Request for Board Authorization Item To negotiate and execute a contract with SKA Consulting, LP for professional environmental engineering and assessment services on an as needed basis To negotiate and execute a contract with Pfeiffer & Son, Ltd. for light rail transit motor operated disconnect upgrades To execute a contract with Pfeiffer & Son, Ltd. for light rail transit traction power pull box upgrades COMMITTEE MEMBERS Christof Spieler, Chair Sanjay Ramabhadran Jim Robinson Cindy Siegel Lex Frieden Troi Taylor Committee Recommendation Recommended for Board approval Recommended for Board approval Recommended for Board approval Discussion: Multiple weekend shutdowns will be required to complete the work along the legacy portion of the Red Line. Committee Concurrence for Possible Procurement Solicitations Item IFB Red Line Tie Replacement & Drainage Improvements Key Points of Discussion Committee concurred Committee Briefing Items Item FFGA Phase 2 Projects Update Urban Transit Design Guide University District Project Update Key Points of Discussion Briefing regarding an update on the projects for the North and Southeast Phase 2 Full Funding Grant Agreements. Staff will be asking FTA for review and concurrence to include a Northline Transit Center in the Phase 2 scope Briefing regarding the development of an Urban Transit Design Guide Policy, guide(s) and checklist. As part of next steps, staff will develop a draft policy and update the existing Urban Design Guidelines for future committee discussion. Briefing on the progress of the University District project and the future phases of the project. Committee Requests Item Requested During the Urban Transit Design Guide briefing, the Committee members requested staff to incorporate urban design, where possible, as we move forward with improving/enhancing our bus stops. 1 P age Page 14 of 158

13 METRO Board of Directors Public Safety, Customer Service & Operations Working Committee Report July 19, 2018 Monthly Safety Message COMMITTEE MEMBERS Jim Robinson, Chair Lisa Castaneda Lex Frieden Don Elder Topic: Offered safety tips when walking in the downtown area. Request for Board Authorization Item To negotiate and execute a contract with Siemens Mobility, Inc. for the purchase of fourteen (14) Light Rail Vehicles. Committee Recommendation Recommended for Board approval with notice-to-proceed pending FTA concurrence Committee Concurrence for Possible Procurement Solicitations Item IFB Requirements contract for parts (alternators, regulators and starters) to be delivered over a two (2) year period IFB Requirements contract for Group 31 absorbed glass mat batteries for transit vehicles to be delivered over a one (1) year period IFB Contract for laboratory testing of bus and rail fluids (three year contract) IFB Requirements contract for safety vision parts to be delivered over a two (2) year period Key Points of Discussion Concurred with no discussion Concurred with no discussion Concurred with no discussion Concurred with no discussion Committee Briefing Items Item Monthly Board Speaker Follow-up Monthly Public Safety, Customer Service, and Operations Report METRORail Safety Update Key Points of Discussion Ten (10) speakers for the June 28, 2018 Board Meeting Provided a brief update on the Safety and MPD statistics for the month of June 2018 Video of rail accidents that occurred during June 2018 Provided a brief update on the incident involving a METROLift operator Provided an update on the safety initiative projects that are currently underway Continuing to perform outreach to schools, churches and community centers near the Red Line (47 have been identified) as part of the Operation Lifesaver presentations 1 P age Page 15 of 158

14 Item METRORail On-Time Performance Update METROLift Subsidy Program METRO STAR Vanpool Program Update US-290 Corridor Project Update HOV/HOT Lane Coordination Summer of Fun Update Key Points of Discussion Provided an update on the status of on-time performance with a focus on efforts being made with the City of Houston to improve both on-time performance and travel time along the legacy portion of the Red Line. Provided a status update on the pilot for the METROLift Subsidy Program Six (6) month pilot program Will raise the subsidy from up to $8 to a flat $10 per trip Will begin the pilot in August 2018 Provided an update on the STAR Vanpool program initiatives and marketing plans to grow ridership. Provided an update on the discussions with TxDOT to provide bidirectional HOV Lanes using additional Diamond lanes in the offpeak direction during certain hours in addition to the one HOV/HOT reversible barrier separated HOV/HOT Lane. Future Board action will be necessary to finalize the agreement with TxDOT. Provided an update regarding the launch of the program for this summer and preliminary ridership details for June Committee Requests Item Requested No items were requested from the Committee members. During the Finance & Audit Committee meeting, committee members requested a full report regarding the Summer of Fun program compared to last year s program. 2 P age Page 16 of 158

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16 A RESOLUTION RESOLUTION APPROVING AND ACCEPTING THE JULY 2018 WORKING COMMITTEE REPORTS, INCLUDING FINANCIAL AND INVESTMENT REPORTS, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, certain committees of the Metropolitan Transit Authority of Harris County, Texas Board of Directors (the Board of Directors ) held meetings in July 2018; and WHEREAS, each such committee has provided the Board of Directors with a monthly committee report for review; and WHEREAS, the July 2018 Finance and Audit Committee Report includes the Compliance Report for the period ended June 30, 2018, the July 2018 Sales Tax Report, the June 2018 Investment Report, the June 2018 Debt Report, the June 2018 Monthly Performance Report and the Monthly Report of the Chief Financial Officer dated July 19, 2018; and WHEREAS, the Board of Directors has reviewed such monthly committee reports, including the June 2018 Investment Report in the Finance and Audit Committee Report. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The Board of Directors hereby approves and accepts the July 2018 Finance and Audit Committee, Administration Committee, Capital & Strategic Planning Committee and Public Safety, Customer Service, and Operations Committee monthly reports, including the June 2018 Investment Report. Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 18 of 158

17 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 19 of 158

18 Finance & Audit Committee July 19, 2018 Page 20 of 158

19 YTD cash received is $619.6 million or $17.2 million (2.9%) more than budgeted $45.7 million (8.0%) more than FY2017 Cash received in July 2018 is $63.4 million or $4.9 million (8.4%) more than budgeted $7.3 million (13.0%) more than FY2017 Page 21 of 158 July sales tax revenue is from May sales activity. 2

20 YTD Fare Revenue is $50.2 million or $1.4 million (2.7%) less than budgeted $0.8 million (1.6%) less than FY2017 Fare Revenue in June 2018 is $5.0 million or $0.6 million (10.7%) less than budgeted $1.0 million (16.7%) less than FY2017 Page 22 of 158 3

21 ($ in millions) YTD Variance Explanation ($ in millions) Actual Budget $50.2 $51.6 Variance: -$1.4 Reduction in Average Fare $ (1.3) 93% Reduction in RideSponsor Usage $ (0.9) 64% Ridership Loss - January Ice Storm $ (0.4) 29% Reduction in TVM Usage $ (0.3) 21% Free Student Fares (October 2017) $ (0.2) 14% Summer of Fun Student Promotion $ (0.1) 7% Reduction in METROLift Revenue $ (0.2) 14% Prior Period / Gain in Vanpool Revenue $ 1.4 (100%) Additional Mobile Ticketing Revenue $ 0.6 (43%) Total $ (1.4) 100% Page 23 of 158 4

22 FY2018 Annual Operating Budget $ FY2018 Annual Capital Budget $ FY2018 YTD Operating Budget $ FY2018 YTD Capital Budget $ Budget Actual Budget Actual METRORail Completion -92.2% Operating -5.3% $- $150 $300 $450 CIP Program $- $45 $90 $ % FY2018 Annual Debt Service Budget $ 97.0 FY2018 Annual GMP Projected Allocation $ FY2018 YTD Debt Service Budget $ 71.0 FY2018 YTD GMP Projected Allocation $ Budget Actual Projected Allocation 1.1% Debt Service -0.6% GMP Projection $- $25 $50 $75 ($ million) $- $45 $90 $135 Page 24 of 158 5

23 Fund Beginning Balance, $ millions (5/31/2018) Ending Balance, $ millions (6/30/2018) Earnings Rate Benchmark Rate General $246.8 $ % 2.03% Construction Real Estate General Mobility Page 25 of 158 6

24 ($ million) 5/31/18 6/30/18 Sales & Use Tax Bonds $ $ Sales & Use Tax Contractual Obligations Sales & Use Tax Refunding Bonds Sales & Use Tax Refunding Contractual Obligations Commercial Paper Sales & Use Tax Take Out Bonds Sales & Use Tax Refinancing Bonds Total $ 1,143.3 $ 1,143.3 Page 26 of 158 7

25 FY2017 FY2018 Change Local Bus 44,150,861 44,466, , % METRORail Service 14,114,395 14,242, , % Local Network 58,265,256 58,709, , % Commuter Park & Ride 5,918,605 5,728,990 (189,615) (3.2%) Fixed Route 64,183,861 64,438, , % Customized Service METROLift 1,441,497 1,470,171 28, % METROStar Vanpool 1,538,057 1,438,388 (99,669) (6.5%) Page 27 of 158 8

26 Ridership (in millions) Revenue (in millions) Jan Feb Mar Apr May Jun $0.80 $0.70 $0.60 $0.50 $0.40 $0.30 $0.20 $0.10 $- Jan Feb Mar Apr May Jun FY17 FY18 FY17 FY18 Page 28 of 158 9

27 Metropolitan Transit Authority Sales & Use Tax Report July 2018 Treasury Services 7/11/2018 Page 29 of 158

28 Metropolitan Transit Authority Sales & Use Tax Net Receipts (Cash Receipts Basis) FY 2018 NET NET GROSS NET VARIANCE CHANGE IN ACTUALS REC'D SALES RECEIPTS ESTIMATE RECEIPTS REBATES RECEIPTS TO FY18 ESTIMATE FY18- FY17 IN IN FY17 FY18 FY18 FY18 FY18 $ % $ % OCT AUG $ 52,412, $ 55,673, $ 50,331, $ 244, $ 50,086, $ (5,586,814.14) % $ (2,326,296.09) -4.44% NOV SEP $ 61,233, $ 64,441, $ 63,175, $ 302, $ 62,872, $ (1,568,541.24) -2.43% $ 1,639, % DEC OCT $ 52,333, $ 56,555, $ 64,423, $ 204, $ 64,219, $ 7,664, % $ 11,886, % JAN NOV $ 53,777, $ 56,093, $ 60,841, $ 191, $ 60,649, $ 4,556, % $ 6,872, % FEB DEC $ 70,386, $ 77,392, $ 78,034, $ 289, $ 77,745, $ 352, % $ 7,358, % MAR JAN $ 54,333, $ 54,636, $ 56,982, $ 294, $ 56,687, $ 2,051, % $ 2,354, % APR FEB $ 55,183, $ 54,177, $ 55,274, $ 138, $ 55,135, $ 958, % $ (47,565.10) -0.09% MAY MAR $ 64,728, $ 68,266, $ 70,285, $ 337, $ 69,948, $ 1,682, % $ 5,219, % JUN APR $ 53,427, $ 56,671, $ 59,094, $ 242, $ 58,851, $ 2,179, % $ 5,424, % JUL MAY $ 56,092, $ 58,486, $ 63,598, $ 217, $ 63,380, $ 4,893, % $ 7,288, % AUG JUN $ 64,262, $ 68,225, $ - $ - $ - $ % $ % SEP JUL $ 53,786, $ 58,573, $ - $ - $ - $ % $ % TOTAL $ 691,957, $ 729,191, $ 622,040, $ 2,463, $ 619,576, $ 17,183, % $ 45,668, % Net Receipts Estimate Net Receipts Net Receipts YTD % Over YTD % Chge YTD FY 18 YTD FY 17 YTD FY 18 FY 18 Est FY Act $ 602,393, $ 573,908, $ 619,576, % 7.96% Treasury Services 7/11/2018 Page 1 of 4 Page 30 of 158

29 Metropolitan Transit Authority Sales & Use Tax Net Receipts (Cash Receipts Basis) Most Recent 12-Month History Including Accrual for Rebates NET NET NET RECEIPTS REC'D SALES FISCAL RECEIPTS FISCAL RECEIPTS CHANGE AMOUNT IN IN YEAR (a) YEAR GROSS REBATES (b) [(b)-(a)] % AUG JUNE FY '16 $ 63,931, FY'17 $ 64,392, $ 130, $ 64,262, $ 331, % SEPT JULY FY '16 $ 53,433, FY'17 $ 54,724, $ 938, $ 53,786, $ 352, % OCT AUG FY'17 $ 52,412, FY'18 $ 50,331, $ 244, $ 50,086, $ (2,326,296.09) -4.44% NOV SEP FY'17 $ 61,233, FY'18 $ 63,175, $ 302, $ 62,872, $ 1,639, % DEC OCT FY'17 $ 52,333, FY'18 $ 64,423, $ 204, $ 64,219, $ 11,886, % JAN NOV FY'17 $ 53,777, FY'18 $ 60,841, $ 191, $ 60,649, $ 6,872, % FEB DEC FY'17 $ 70,386, FY'18 $ 78,034, $ 289, $ 77,745, $ 7,358, % MAR JAN FY'17 $ 54,333, FY'18 $ 56,982, $ 294, $ 56,687, $ 2,354, % APR FEB FY'17 $ 55,183, FY'18 $ 55,274, $ 138, $ 55,135, $ (47,565.10) -0.09% MAY MAR FY'17 $ 64,728, FY'18 $ 70,285, $ 337, $ 69,948, $ 5,219, % JUNE APR FY'17 $ 53,427, FY'18 $ 59,094, $ 242, $ 58,851, $ 5,424, % JULY MAY FY'17 $ 56,092, FY'18 $ 63,598, $ 217, $ 63,380, $ 7,288, % TOTAL $ 691,273, $ 741,157, $ 3,532, $ 737,625, $ 46,352, % CURRENT MONTH REBATE ACCRUALS Reliant Stadium $ 96, Baybrook MUD $ 121, Total Rebates $ 217, Treasury Services 7/11/2018 Page 2 of 4 Page 31 of 158

30 Month Allocation State of Texas Metropolitan Transit Authority Sales & Use Tax Net Receipts (Cash Receipts Basis) FY 2018 Rebate Accruals Distribution Net Receipts Baybrook MUD Reliant Stadium Baybrook MUD Total Rebates METRO General Mobility October $ 50,331, $ 131, $ 113, $ 244, $ 50,086, $ 113, $ 36,951, $ 13,022, November $ 63,175, $ 193, $ 109, $ 302, $ 62,872, $ 109, $ 46,832, $ 15,930, December $ 64,423, $ 99, $ 104, $ 204, $ 64,219, $ 104, $ 49,642, $ 14,472, January $ 60,841, $ 66, $ 125, $ 191, $ 60,649, $ 125, $ 46,542, $ 13,981, February $ 78,034, $ 120, $ 168, $ 289, $ 77,745, $ 168, $ 58,862, $ 18,713, March $ 56,982, $ 188, $ 106, $ 294, $ 56,687, $ 106, $ 43,060, $ 13,520, April $ 55,274, $ 37, $ 100, $ 138, $ 55,135, $ 100, $ 41,955, $ 13,079, May $ 70,285, $ 216, $ 121, $ 337, $ 69,948, $ 121, $ 53,326, $ 16,500, June $ 59,094, $ 68, $ 173, $ 242, $ 58,851, $ 173, $ 44,464, $ 14,212, July $ 63,598, $ 96, $ 121, $ 217, $ 63,380, $ 121, $ 48,552, $ 14,705, August $ - $ - $ - $ - $ - $ - $ - $ - September $ - $ - $ - $ - $ - $ - $ - $ - Total $ 622,040, $ 1,219, $ 1,244, $ 2,463, $ 619,576, $ 1,244, $ 470,193, $ 148,138, $ 50,331, $ 131, $ 113, $ 244, $ 50,086, $ 113, $ 37,479, $ 6,246, Treasury Services 7/11/2018 Page 3 of 4 Page 32 of 158

31 Metropolitan Transit Authority Forecast Subsequent Sales Tax Receipts - Net of Rebates Based on Three Months Rolling Average Estimated Net Sales Tax Receipts for the Month(s) of: June 2018 $ 68,190, July 2018 $ 59,321, Treasury Services 7/11/2018 Page 4 of 4 Page 33 of 158

32 METRO INVESTMENT REPORT ALL FUNDS June 2018 Page 34 of 158

33 Metropolitan Transit Authority of Harris County Investment Report For month ended June 30, 2018 Portfolio Summary Management Report The following is a summary of METRO's Investment Portfolios: Fund: General Construction Real Estate General Mobilitll Prior Month End Book Value $247,435,935 $70,338,349 $487,954 $66,223,502 Current Month End Book Value 236,906,765 77,110, ,695 78,727,500 Change ($10,529,170) $6,772,338 $742 $12,503,998 Prior Month End Market Value* $246,791,581 $70,338,349 $487,954 $66,223,502 Current Month End Market Value* 236,246,487 77,110, ,695 78,727,500 Change ($10,545,094) $6,772,338 $742 $12,503,998 Interest Receivable $2,332,343 $0 $0 $0 Weighted Average Days Outstanding Weighted Average Years Outstanding Recognized Yield 2.33% 1.83% 1.85% 1.85% Benchmark Yield 2.03% 1.76% 1.67% 1.67% Yield Over/ <Under> Benchmark 0.30% 0.07% 0.18% 0.18% TexStar Wtd Avg. Days Outstanding (as of 06/30/18) ** N/A N/A TexDaily Wtd Avg. Days Outstanding (as of 05/31/18) ** 32 N/A All Funds are managed in full compliance with the Pu lie Fu ds lnves ment Act, the Investment Policy and Strategy of the Metropolitan Transit Authority of Harris County nd n er the s ety parameters set by the Board of Directors. ial Officer * Change in Market Value is presented in accordance with the Public Funds Investment Act and primarily reflects receipts, expenditures, securities purchases and maturities and changes in the marketability of securities held at the end of the period. ** This weighted average maturity calculation uses the SEC Rule 2a-7 definition for stated maturity for any floating rate instrument held in the portfolio to determine the weighted average maturity for the pool. This Rule specifies that a variable rate instrument to be paid in 397 calendar days or less shall be deemed to have a maturity equal to the period remaining until the next readjustment of the interest rate. Page 35 of 158

34 Metropolitan Transit Authority of Harris County Monthly Changes in Position As of June 30, 2018 Maturity Purch Book Value Market Value No. Description Coupon Rating Date Date Par Cost Price YTM Type 5/31/2018 6/30/2018 5/31/2018 6/30/2018 General Fund Wells Fargo Master Account 7/1/2018 6/30/2018 5,134,938 5,134, NA DDA 5,900,498 5,134,938 5,900,498 5,134,938 Wells Fargo HOT Lanes Account 7/1/2018 6/30/ ,820 13, NA DDA 9,327 13,820 9,327 13,820 Wells Fargo Mobile Ticketing 7/1/2018 6/30/ ,572 82, NA DDA 53,782 82,572 53,782 82,572 Wells Fargo METROLift Online Account 7/1/2018 6/30/ NA DDA TexStar Investment Pool AAAm 7/1/2018 6/30/ ,654,032 15,654, % LGIP 16,626,413 15,654,032 16,626,413 15,654,032 TexDaily Investment Pool AAAm 7/1/2018 6/30/ ,282,739 23,282, % LGIP 21,424,188 23,282,739 21,424,188 23,282,739 Wells Fargo Institutional Sweep 7/1/2018 6/30/ , , % DSA 1,175, ,710 1,175, ,710 EWBCD21 East West Bank CD 1.100% Coll = Aaa 11/21/ /21/ ,000,000 10,000, % CD 10,000,000 10,000,000 10,000,000 10,000, EGM69 / Federal Farm Credit Banks 1.100% AA+/Aaa 12/5/2018 1/23/ ,000,000 9,966, % A 9,990,687 9,992,181 9,944,900 9,953, G9UY1 / Freddie Mac 1.000% AA+/Aaa 6/29/2018 1/30/2017 5,000,000 4,994, % A 4,999,691 Matured/Called 4,994,900 Matured/Called A6X44 / Federal Home Loan Bank 1.250% AA+/Aaa 6/29/2018 2/15/2017 5,000,000 5,010, % A 5,000,582 Matured/Called 4,997,650 Matured/Called A4YA4 / Federal Home Loan Bank 1.050% AA+/Aaa 8/15/2018 2/15/2017 7,000,000 6,993, % A 6,999,104 6,999,462 6,986,420 6,992, G0E33 / Fannie Mae 1.125% AA+/Aaa 7/20/2018 2/15/2017 5,000,000 5,002, % A 5,000,253 5,000,098 4,994,550 4,998, GAGM0 / Freddie Mac 1.040% AA+/Aaa 8/24/2018 2/15/2017 5,000,000 4,992, % A 4,998,863 4,999,269 4,989,250 4,993, G9N60 / Freddie Mac 1.000% AA+/Aaa 7/27/2018 2/15/2017 5,000,000 4,993, % A 4,999,335 4,999,691 4,992,750 4,996, GAKF0 / Freddie Mac 1.110% AA+/Aaa 9/12/2018 2/22/2017 5,000,000 4,996, % A 4,999,436 4,999,600 4,987,500 4,991, G0YM9 / Fannie Mae 1.875% AA+/Aaa 9/18/2018 2/28/2017 5,000,000 5,060, % A 5,011,595 5,008,404 4,997,600 4,999,050 EWBCD22 East West Bank CD 1.500% Coll = Aaa 3/14/2019 3/14/ ,000,000 10,000, % CD 10,000,000 10,000,000 10,000,000 10,000, K48 / Federal Home Loan Bank 2.000% AA+/Aaa 9/14/2018 6/14/2017 5,000,000 5,041, % A 5,009,622 5,006,873 4,999,350 4,999, EQ1 / Tennessee Valley Authority 1.750% AA+/Aaa 10/15/2018 7/18/2017 5,000,000 5,025, % A 5,007,728 5,006,023 4,995,050 4,994, AAM88 / Federal Home Loan Bank 1.625% AA+/Aaa 1/18/2019 7/18/2017 5,000,000 5,010, % A 5,004,215 5,003,668 4,980,950 4,983, A9AE1 / Federal Home Loan Bank 0.875% AA+/Aaa 10/1/2018 7/18/2017 5,000,000 4,973, % A 4,992,622 4,994,436 4,980,150 4,985, AAV62 / Federal Home Loan Bank 1.270% AA+/Aaa 2/27/2019 7/31/2017 5,000,000 4,993, % A 4,997,031 4,997,359 4,964,900 4,967, EHQF3 / Federal Farm Credit Banks 1.350% AA+/Aaa 1/7/2019 7/31/2017 5,000,000 5,000, % A 5,000,399 5,000,344 4,977,400 4,978, EADZ9 / Freddie Mac 1.125% AA+/Aaa 4/15/2019 8/16/2017 5,000,000 4,982, % A 4,991,037 4,991,883 4,951,500 4,953, G0J53 / Fannie Mae 1.000% AA+/Aaa 2/26/2019 8/16/2017 5,000,000 4,973, % A 4,987,177 4,988,602 4,954,100 4,958, ABQ25 / Federal Home Loan Bank 1.360% AA+/Aaa 3/29/2019 9/18/2017 5,000,000 4,997, % A 4,998,620 4,998,757 4,963,450 4,965, EHJG9 / Federal Farm Credit Banks 1.400% AA+/Aaa 5/15/2019 9/28/2017 5,000,000 4,993, % A 4,996,218 4,996,544 4,959,550 4,959, X72S2 / Federal Home Loan Bank 5.375% AA+/Aaa 5/15/2019 9/29/2017 5,000,000 5,312, % A 5,183,641 5,167,809 5,145,450 5,128, EHZF3 / Federal Farm Credit Banks 1.375% AA+/Aaa 6/19/ /21/2017 5,000,000 4,972, % A 4,981,317 4,982,780 4,952,550 4,951, FC2 / World Bank 1.250% AA+/Aaa 4/26/ /21/2017 5,000,000 4,962, % A 4,976,053 4,978,236 4,951,650 4,953, EAEB1 / Freddie Mac 0.875% AA+/Aaa 7/19/ /21/2017 5,000,000 4,928, % A 4,951,281 4,954,820 4,920,850 4,921, EGFU4 / Federal Farm Credit Banks 1.210% AA+/Aaa 6/20/ /21/2017 5,000,000 4,955, % A 4,970,048 4,972,388 4,941,250 4,941, EAEB1 / Freddie Mac 0.875% AA+/Aaa 7/19/ /22/2017 5,000,000 4,924, % A 4,948,348 4,952,100 4,920,850 4,921, G0N33 / Fannie Mae 0.875% AA+/Aaa 8/2/ /20/2017 5,000,000 4,920, % A 4,942,438 4,946,483 4,916,800 4,916, A8Y72 / Federal Home Loan Bank 0.875% AA+/Aaa 8/5/2019 1/3/2018 6,000,000 5,901, % A 5,926,578 5,931,700 5,897,940 5,899, F62 / US Treasury Note 1.500% AA+/Aaa 10/31/2019 2/13/2018 5,000,000 4,950, % T 4,959,059 4,961,435 4,940,800 4,937, FQ1 / World Bank 1.200% AA+/Aaa 9/30/2019 2/13/2018 6,000,000 5,910, % A 5,926,810 5,931,328 5,904,060 5,901, EJAK5 / Federal Farm Credit Banks 2.010% AA+/Aaa 9/25/2019 2/13/2018 5,000,000 4,993, % A 4,994,887 4,995,206 4,980,000 4,974, F62 / US Treasury Note 1.500% AA+/Aaa 10/31/2019 2/16/2018 4,000,000 3,954, % T 3,962,146 3,964,343 3,952,640 3,950, G0ZY2 / Fannie Mae 1.750% AA+/Aaa 11/26/2019 3/21/2018 5,000,000 4,953, % A 4,958,965 4,961,233 4,956,800 4,950, FS7 / World Bank 1.125% AA+/Aaa 11/27/2019 5/17/2018 5,000,000 4,889, % A 4,892,614 4,898,536 4,902,200 4,900, A0JR2 / Federal Home Loan Bank 2.375% AA+/Aaa 12/13/2019 5/16/2018 5,000,000 4,987, % A 4,988,264 4,988,893 4,997,750 4,990, A0JR2 / Federal Home Loan Bank 2.375% AA+/Aaa 12/13/2019 5/16/2018 4,710,000 4,698, % A 4,699,083 4,699,667 4,707,881 4,701,004 Total General Fund 247,435, ,906, ,791, ,246,487 Notes: AAA is the highest long-term rating. A-1+ is the highest short term rating. DDA: Demand Deposit Account LGIP: Local Government Investment Pool DSA: FDIC-insured Sweep Account TPF: Trust Payment Fund (Cash) MB: Municipal Bond MCP: Municipal Commercial Paper CD: Certificate of Deposit A: U. S. Agency & Instrumentality Bond MMA: Money Market Account T: U. S. Treasuries NA*: Implicit backing of the Federal Government Page 36 of 158

35 Metropolitan Transit Authority of Harris County Monthly Changes in Position As of June 30, 2018 Maturity Purch Book Value Market Value No. Description Coupon Rating Date Date Par Cost Price YTM Type 5/31/2018 6/30/2018 5/31/2018 6/30/2018 Construction Fund Sales & Use Tax Bonds DSR (TexStar) AAAm 7/1/2018 6/30/ ,351,052 21,351, % LGIP 21,318,984 21,351,052 21,318,984 21,351,052 Contractual Obligations DSR (TexStar) AAAm 7/1/2018 6/30/2018 4,650,439 4,650, % LGIP 4,643,454 4,650,439 4,643,454 4,650,439 Interest & Sinking Fund (2009 & 2010) (TexStar) AAAm 7/1/2018 6/30/2018 3,840,439 3,840, % LGIP 3,036,848 3,840,439 3,036,848 3,840,439 Interest & Sinking Fund 2011A (TexStar) AAAm 7/1/2018 6/30/2018 7,036,378 7,036, % LGIP 5,118,592 7,036,378 5,118,592 7,036,378 Interest & Sinking Fund 2011B (TexStar) AAAm 7/1/2018 6/30/ ,088 72, % LGIP 36,032 72,088 36,032 72,088 Interest & Sinking Fund 2014 (TexStar) AAAm 7/1/2018 6/30/ ,445,645 13,445, % LGIP 13,425,450 13,445,645 13,425,450 13,445,645 Interest & Sinking Fund 2015A (TexStar) AAAm 7/1/2018 6/30/2018 9,134,130 9,134, % LGIP 8,183,627 9,134,130 8,183,627 9,134,130 Interest & Sinking Fund 2015B (TexStar) AAAm 7/1/2018 6/30/2018 3,328,760 3,328, % LGIP 2,741,974 3,328,760 2,741,974 3,328,760 Interest & Sinking Fund 2016A (TexStar) AAAm 7/1/2018 6/30/2018 1,053,445 1,053, % LGIP 526,550 1,053, ,550 1,053,445 Interest & Sinking Fund 2016B (TexStar) AAAm 7/1/2018 6/30/ , , % LGIP 104, , , ,265 Interest & Sinking Fund 2016C (TexStar) AAAm 7/1/2018 6/30/ ,287,969 10,287, % LGIP 9,320,473 10,287,969 9,320,473 10,287,969 Interest & Sinking Fund 2016D (TexStar) AAAm 7/1/2018 6/30/ , , % LGIP 191, , , ,208 Interest & Sinking Fund 2017A (TexStar) AAAm 7/1/2018 6/30/ , , % LGIP 125, , , ,292 Interest & Sinking Fund 2017B (TexStar) AAAm 7/1/2018 6/30/ , , % LGIP 421, , , ,372 Interest & Sinking Fund 2017C (TexStar) AAAm 7/1/2018 6/30/ , , % LGIP 314, , , ,926 Proceeds Fund 2014 (TexStar) AAAm 7/1/2018 6/30/ % LGIP Proceeds Fund 2017B (TexStar) AAAm 7/1/2018 6/30/ , , % LGIP 830, , , ,280 COI Fund 2017AB (TexStar) AAAm 7/1/2018 6/30/ % LGIP COI Fund 2017C (TexStar) AAAm 7/1/2018 6/30/ % LGIP Total Construction Fund 70,338,349 77,110,688 70,338,349 77,110,688 General Mobility Fund TexDaily Investment Pool GMP AAAm 7/1/2018 6/30/ ,727,500 78,727, % LGIP 66,223,502 78,727,500 66,223,502 78,727,500 Total General Mobility Fund 66,223,502 78,727,500 66,223,502 78,727,500 Real Estate Fund TexDaily Investment Pool Real Estate AAAm 7/1/2018 6/30/ , , % LGIP 487, , , ,695 Total Real Estate Fund 487, , , ,695 Grand Total All Funds 384,485, ,233, ,841, ,573,370 Notes: AAA is the highest long-term rating. A-1+ is the highest short term rating. MMA: Money Market Account DDA: Demand Deposit Account T: U. S. Treasuries LGIP: Local Government Investment Pool NA*: Implicit backing of the Federal Government DSA: FDIC-insured Sweep Account TPF: Trust Payment Fund (Cash) MB: Municipal Bond MCP: Municipal Commercial Paper CD: Certificate of Deposit A: U. S. Agency & Instrumentality Bond Page 37 of 158

36 Description Metropolitan Transit Authority of Harris County Texas General Mobility Escrow Activity Summary As of June 30, 2018 FY2018 Year to Date Escrow Disbursements Interest to Interest Earned Escrow Funding from Escrow General Fund on Escrow Funds Balance Jun-18 Escrow Balance Forward $ 118,790, $ (127,960,758.42) $ (1,345,640.45) $ 650, $ 66,223, Jun-18 Net Sales Tax Received [((Net Sales Tax X 25%) - FY2014 Jun GMP) / 2 ] + FY2014 Jun GMP [(($58,677, X 25%) - $13,755,658.71) / 2 ] + $13,755, ,212, ,436, Jun-18 City of Katy, Humble & Missouri City Monthly Congestion Mitigation and Traffic Management (1,302,006.79) 79,134, Jun-18 City of Bellaire, Hedwig Village, Hunters Creek, Southside Place, Spring Valley & West University Place Monthly Congestion Mitigation and Traffic Management (313,743.43) 78,820, Jun-18 Interest Activity (209,691.85) 116, ,727, Jun-18 Escrow - Fiscal Year to Date $ 133,003, $ (129,576,508.64) $ (1,555,332.30) $ 767, $ 78,727, Page 38 of 158

37 METRO DEBT REPORT June 2018 Page 39 of 158

38 Metropolitan Transit Authority of Harris County Texas Debt Report As of June 30, 2018 Type of Debt Purpose Issued Par Value Average Rate Issuance Date Maturity / Term Cost of Issuance Interest Earned on Proceeds Disbursements from Proceeds Outstanding Balance Commercial Paper General Mobility $ 169,402,000 Certificates of Participation (COPS) Series 2008A Certificates of Participation (COPS) Series 2008B Sales & Use Tax Contractual Obligations Series 2009D Sales & Use Tax Contractual Obligations Series 2010A Sales & Use Tax Contractual Obligations Series 2011B Sales & Use Tax Contractual Obligations Series 2014 Sales & Use Tax Contractual Obligations Series 2015B 46 Orion HEV Buses 52 MCI HEV Buses 10 Signature Orions 50 MCI HEV 40 Orion HEV Buses 20 MCI HEV Buses Wtd. Avg % Program Inception 10-Jan-06 Wtd. Avg days $ 7,014,204 $ 241,452 $ 169,402,000 $ 95,502,000 $ 62,255, % July 15, 2008 Defeased August 31, 2016 $ 215,568 $ 420,316 $ 61,959,754 $ - $ 45,785, % December 9, 2008 Defeased August 31, 2016 $ 151,402 $ 97,461 $ 41,937,000 $ - $ 35,050, % December 30, 2009 Defeased November 1, 2017 $ 175,686 $ 8,913 $ 35,612,306 $ - 80 Orion HEV Buses $ 40,290, % June 23, Orion HEV Buses $ 49,405, % September 28, Nova Articulated Buses 70 MCI Commuter Buses 40 NABI Transit Buses 75 NABI Buses 50 NABI CNG Buses 25 MCI Commuter Buses Pre Refund: November 1, 2022 Post Refund: November 1, 2021 Pre Refund: November 1, 2023 Post Refund: November 1, 2022 $ 186,496 $ 27,485 $ 41,902,115 $ 6,885,000 $ 93,614 $ 7,784 $ 53,007,784 $ 9,575,000 $ 97,953, % April 22, 2014 November 1, 2029 $ 881,445 $ 11, $ 106,690,895 $ 60,448,750 $ 62,485, % August 28, 2015 November 1, 2028 $ 500,949 $ 8 $ 72,789,714 $ 54,475,000 Sales & Use Tax Series 2015A CP Take Out $ 52,575, % August 28, 2015 August 15, 2020 $ 385,930 $ - $ 60,000,000 $ 52,575,000 Sales & Use Tax Contractual Obligations Series 2016D 80 Nova 40' Transit Buses 20 60' Articulated Buses $ 44,445, % December 1, 2016 November 1, 2028 $ 575,919 $ 49,230 $ 49,580,273 $ 44,445,000 Sales & Use Tax Refunding Contractual Obligations Series 2017B 100 New Flyer 40' Transit Buses 45 45' MCI Commuter Buses Refunded: $4,665,000 of Series 2009B, $13,520,000 of Series 2009D, $12,425,000 of Series 2010A, $18,110,000 of Series 2011B, & $2,000,000 of Series 2014 $ 100,950, % October 18, 2017 November 1, 2029 $ 826,213 $ 152,729 $ 68,519,170 $ 100,950,000 Sales & Use Tax Refunding Contractual Obligations Series 2017C Refunded $21,315,000 of Series 2014 $ 25,200, % December 15, 2017 November 1, 2027 $ 197,926 $ 413 $ 25,124,201 $ 25,200,000 Total Non-METRORail Expansion $ 785,795, % $ 11,205,351 $ 1,017,172 $ 786,525,212 $ 450,055,750 Commercial Paper METRORail Expansion Real Estate $ 20,598,000 Wtd. Avg % Program Inception 10-Jan-06 Wtd. Avg days $ 852,967 $ 29,362 $ 20,598,000 $ 20,598,000 Sales & Use Tax Bonds Series 2009A North and Southeast Corridor Expansion $ 94,465, % June 11, 2009 Pre Refund: November 1, 2029 Post Refund: November 1, 2018 $ 560,859 $ 145,597 $ 96,577,321 $ 4,195,000 Sales & Use Tax Contractual Obligations Series 2009B Rail Vehicles & Set-Up $ 42,780, % June 11, 2009 Defeased November 1, 2017 $ 253,994 $ 83,868 $ 42,161,735 $ - Sales & Use Tax Bonds Series 2009C Build America Bonds Sales & Use Tax Bonds Series 2011A Sales & Use Tax Contractual Obligations Series 2014 Sales & Use Tax Refunding Bonds Series 2016A Sales & Use Tax Refunding Contractual Obligations Series 2016B Sales & Use Tax Bonds Series 2016C Sales & Use Tax Refunding Bonds Series 2017A North and Southeast Corridor Expansion North and Southeast Corridor Expansion 10 East Corridor CAF Light Rail Vehicles Refunded $81,980,000 of Series 2011A & $54,000,000 of Series 2009A Refunded $28,365,000 of Series 2009B Refinanced $29,910,000 of 2008A COPS & $26,525,000 of 2008B COPS Refunded $23,280,000 of Series 2011A & $9,045,000 of Series 2009A $ 82,555, % June 11, 2009 November 1, 2038 $ 440,193 $ 222,578 $ 77,116,267 $ 82,555,000 $ 461,010, % September 28, 2011 November 1, 2041 $ 869,366 $ 285,759 $ 461,301,403 $ 331,575,000 $ 32,651, % April 22, 2014 November 1, 2029 $ 293,815 $ 207,565 $ 35,657,462 $ 27,921,250 $ 126,245, % April 27, 2016 November 1, 2029 $ 937,716 $ 122 $ 159,952,249 $ 126,245,000 $ 25,635, % April 27, 2016 November 1, 2033 $ 295,017 $ 49 $ 31,680,692 $ 25,635,000 $ 55,330, % August 31, 2016 August 1, 2021 $ 179,849 $ 27 $ 59,844,643 $ 44,505,000 $ 29,995, % October 18, 2017 November 1, 2025 $ 332,004 $ - $ 35,039,618 $ 29,995,000 Total METRORail Expansion $ 971,264, % $ 5,015,780 $ 974,927 $ 1,019,929,390 $ 693,224,250 Page 40 of 158 Total Debt $ 1,757,060, % $ 16,221,132 $ 1,992,100 $ 1,806,454,602 $ 1,143,280,000

39 METRO Fiscal Year 2018 Monthly Performance Report Revenue Expense Ridership Performance June 2018 (Third Quarter Fiscal Year-to Date) 7/12/2018 Page 41 of 158

40 MONTHLY PERFORMANCE REPORT June 2018 Table of Contents Section A Section B Section C Section D Section E Section F Section G Section H Section I Section J Sales Tax Revenue Fare Revenue Grant and Interest & Miscellaneous Revenue Budget and Expense Summary Operating Expenses June 2018 Budget vs. Actual FY2018 YTD Budget vs. Actual FY2018 YTD Major Variance Items FY2018 YTD Operating Budget/Expenses by Department Capital and Debt Service Expenditures General Mobility Transfers Ridership by Service Category Performance Statistics Performance Statistics Notes Balance Sheet Quarterly Budget Change Requests Page 42 of 158

41 MONTHLY PERFORMANCE REPORT July 2018 Sales Tax Revenue millions $80.0 $70.0 $60.0 $50.0 $40.0 $30.0 $20.0 OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP FY2018 Budget FY2018 Actual FY2017 Actual Total FY2018 Sales Tax budget is $729.2 million Budget to Actual FY2018 ($ millions) Budget Actual Variance % October (5.6) (10.0%) November (1.6) (2.4%) December % January % February % March % April % May % June % July % August % September % FY2018 YTD $ $ $ % Prior Year vs. Current Year ($ millions) Prior Year Current Year Variance % October (2.3) (4.4%) November % December % January % February % March % April (0.0) (0.1%) May % June % July % August % September % FY2018 YTD $ $ $ % Sales Tax revenue for the month of July 2018 is $4.9 million or 8.4% over estimates. Sales Tax revenue for the year-to-date through July 2018 of $619.6 million is $17.2 million or 2.9% over estimates. Section A Page 3 Page 43 of 158

42 MONTHLY PERFORMANCE REPORT June 2018 Fare Revenue millions $7.5 $7.0 $6.5 $6.0 $5.5 $5.0 $4.5 $4.0 OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP FY2018 Budget FY2018 Actual FY2017 Actual Total FY2018 Fare Revenue budget is $68.7 million Budget to Actual FY2018 ($ millions) Budget Actual Variance % October (0.5) (8.3%) November (0.1) (1.8%) December (0.7) (12.5%) January % February % March (0.4) (5.9%) April % May % June (0.6) (10.7%) July % August % September % FY2018 YTD $ 51.6 $ 50.2 $ (1.4) (2.7%) Prior Year vs. Current Year ($ millions) Prior Year Current Year Variance % October (0.2) (3.5%) November % December (0.2) (3.9%) January % February (0.1) (1.8%) March (0.5) (7.2%) April % May % June (1.0) (16.7%) July % August % September % FY2018 YTD $ 51.0 $ 50.2 $ (0.8) (1.6%) Fare Revenue for the month of June 2018 of $5.0 million is $0.6 million or 10.7% under budget. Fare Revenue for the year-to-date through June 2018 of $50.2 million is $1.4 million or 2.7% under budget. Section B Page 4 Page 44 of 158

43 MONTHLY PERFORMANCE REPORT June 2018 Service Related Grant Revenue Total FY2018 Service Related Grant budget is $76.1 million ($ millions) Budget Actual Variance % October (3.5) (55.6%) November (5.5) (87.3%) December (5.9) (93.7%) January (5.9) (93.7%) February (5.9) (93.7%) March (5.8) (92.1%) April (5.7) (90.5%) May (5.8) (92.1%) June (5.9) (93.7%) July % August % September % FY2018 YTD $ 57.1 $ 6.9 $ (50.2) (87.9%) Service Related Grant Revenue for the month of June 2018 of $0.4 million is $5.9 million or 93.7% under budget. Service Related Grant Revenue for the year-to-date through June 2018 of $6.9 million is $50.2 million or 87.9% under budget. Capital Grant Revenue Total FY2018 Capital Grant budget is $52.2 million ($ millions) Budget Actual Variance % October (3.2) (94.1%) November (2.3) (67.6%) December (2.5) (73.5%) January (3.1) (91.2%) February (3.1) (91.2%) March (2.8) (82.4%) April 3.4 (1.7) (5.1) (150.0%) May (2.5) (73.5%) June (2.5) (73.5%) July % August % September % FY2018 YTD $ 30.7 $ 3.6 $ (27.1) (88.3%) Capital Grant Revenue for the year-to-date through June 2018 of $3.6 million is $27.1 million under budget. Section C Page 5 Page 45 of 158

44 MONTHLY PERFORMANCE REPORT June 2018 Interest & Miscellaneous Revenue Total FY2018 Interest & Miscellaneous Revenue budget is $19.2 million ($ millions) Budget Actual Variance % October (0.1) (8.3%) November % December % January (0.1) (9.1%) February % March % April % May % June % July % August % September % FY2018 YTD $ 11.7 $ 13.9 $ % Composition of Interest & Miscellaneous Revenue Year-to-Date Actual Current Month Actual $ millions % of Total $ millions % of Total Interest Income % % HOT Lanes Revenue % % Inter Government Revenue % % Other % % Total $ % $ % Interest & Misc. Revenue for the year-to-date of $13.9 million through June 2018 is $2.2 million or 18.8% over budget. Section C Page 6 Page 46 of 158

45 FY2018 Annual Operating Budget $ FY2018 YTD Operating Budget $ MONTHLY PERFORMANCE REPORT June 2018 Budget Summary ($ millions) Operating -5.3% Budget Actual $- $150 $300 $450 FY2018 Annual Capital Budget $ FY2018 YTD Capital Budget $ METRORail Completion -92.2% CIP Program -35.1% Budget Actual $- $45 $90 $135 FY2018 Annual Debt Service Budget $ 97.0 FY2018 YTD Debt Service Budget $ 71.0 Debt Service -0.6% Budget Actual $- $25 $50 $75 FY2018 Annual GMP Projected Allocation $ FY2018 YTD GMP Projected Allocation $ GMP Projection 1.1% Projected Allocation $- $45 $90 $135 Section D Page 7 Page 47 of 158

46 MONTHLY PERFORMANCE REPORT June 2018 Operating Expenses Comparison of Budget to Actual for the Month (June 2018) FY18 Annual June June $ Variance % Variance Budget Budget Actual (favorable)/unfavorable Labor & Fringe Benefits $ 359,548,035 $ 29,017,166 $ 28,172,202 $ (844,964) (2.9%) Non-Labor 248,014,965 $ 20,012,527 $ 18,704,472 (1,308,055) (6.5%) Subtotal Labor & Non-Labor 607,563,000 49,029,693 46,876,674 (2,153,019) (4.4%) Contingency 12,500, % Total Operating Budget $ 620,063,000 $ 49,029,693 $ 46,876,674 $ (2,153,019) (4.4%) Comparison of Budget to Actual Year-to-Date June 2018 (9 months) FY18 Annual Year-to-Date Year-to-Date $ Variance % Variance Payroll & Benefits Budget Budget Actual (favorable)/unfavorable Wages $ 139,513,082 $ 104,697,262 $ 103,444,292 $ (1,252,970) (1.2%) Union Fringe Benefits 81,746,143 56,858,660 55,839,505 (1,019,154) (1.8%) Subtotal Union Labor 221,259, ,555, ,283,798 (2,272,125) (1.4%) Salaries and Non-Union Wages 104,052,017 77,160,490 72,106,952 (5,053,538) (6.5%) Non-Union Fringe Benefits 44,865,463 33,397,430 31,272,972 (2,124,458) (6.4%) Subtotal Non-Union Labor 148,917, ,557, ,379,924 (7,177,996) (6.5%) Allocation to Capital & GMP (10,628,670) (7,972,475) (6,461,779) 1,510, % Subtotal Labor and Fringe Benefits 359,548, ,141, ,201,942 (7,939,426) (3.0%) Total Materials & Supplies Services 62,077,240 40,107,967 29,221,298 (10,886,669) (27.1%) Materials and Supplies 31,081,225 22,998,782 22,325,143 (673,639) (2.9%) Fuel and Utilities 34,896,436 25,427,509 24,434,711 (992,798) (3.9%) 128,054,900 88,534,258 75,981,152 (12,553,106) (14.2%) Administration Casualty and Liability 4,354,609 3,251,114 3,162,177 (88,937) (2.7%) Purchased Transportation 101,982,281 76,136,447 74,317,867 (1,818,580) (2.4%) Leases, Rentals and Misc. 14,253,258 8,793,054 7,476,895 (1,316,159) (15.0%) Allocation to Capital & GMP - Non-Labor (630,084) (472,563) - 472,563 (100.0%) 119,960,065 87,708,052 84,956,939 (2,751,113) (3.1%) Subtotal Non-Labor 248,014, ,242, ,938,091 (15,304,219) (8.7%) Subtotal Labor and Non-Labor 607,563, ,383, ,140,033 (23,243,645) (5.3%) Contingency 12,500, % Subtotal Contingency 12,500, % Total Operating Budget $ 620,063,000 $ 440,383,677 $ 417,140,033 $ (23,243,645) (5.3%) Non-Budgeted Expense Gain/ Loss Disposal - - (148,215) (148,215) 0.0% Grand Total $ 620,063,000 $ 440,383,677 $ 416,991,818 $ (23,391,859) (5.3%) Operating Expenses for the month of June 2018 of $46.9 million are $2.2 million or 4.4% under budget. Operating Expenses year-to-date of $417.1 million through June 2018 are $23.2 million or 5.3% under budget. Section E Page 8 Page 48 of 158

47 MONTHLY PERFORMANCE REPORT May 2018 Major Operating Budget Variance Items - Categories with major variances Expense Type FY2018 Budget FY2018 Actual Payroll & Benefits Union Labor 161,555, ,283,798 $ (2,272,125) Wages & Fringe Benefits - savings from bus operator vacancies offset with workers comp Fiscal Year 2018 $ Variance (under budget) / over budget (4,447,000) Wages & Fringe Benefits - savings from primarily mechanic, technician, cleaners Underrun in health benefit due to lower than expected health care expense Union Vacancies - Fringes driven by underrun in FICA wages (2,673,000) (974,000) (495,000) Offset by Union Vacancies - Vacation Buyback 233,000 Sick Leave Cash-out 275,000 Pension Union - DC 415,000 Overtime primarily in METRO rail, bus maintenance & public facilities 2,436,000 Overtime in bus transportation to cover routine vacancies 2,926,000 Non-Union Labor Savings in base salaries Savings in healthcare 110,557, ,379,924 $ (7,177,996) (6,301,000) (1,701,000) Offset by Salaried overtime mainly driven by vacancies 749,000 Total Materials & Supplies 88,534,258 75,981,152 $ (12,553,106) Services Facility Maintenance due to underspending in building & grounds maintenance (-$780,000), BOF maintenance cost (-$700,000), custodial services (-$309,000) and security services (-$195,000). Communications due to underrun in advertising. Legal mainly due to lower than expected legal fees (-$360,000) and legislative coordination (-$294,000). Information Technology mainly due to underrun in equipment repairs & maintenance. Operations mainly due to underrun in building & grounds maintenance. Finance mainly due to underspending in equipment repairs & maintenance. General underspending in other areas Authority wide not mentioned above Underspending in Contract Management throughout the Authority Underrun in Support services Underspending in education and training throughout the Authority (excludes bus operator and other Operations staff related training) (1,984,000) (1,760,000) (654,000) (503,000) (393,000) (148,000) (2,920,000) (1,076,000) (547,000) Authoritywide promotion (277,000) Section E Page 9 Page 49 of 158

48 MONTHLY PERFORMANCE REPORT May 2018 Major Operating Budget Variance Items - Categories with major variances Expense Type FY2018 Budget FY2018 Actual Materials and Supplies Underruns in - Material prices variances on Production/refurbished orders and inventory revaluations mostly for unit overhauls (4,398,000) Minor Tools Special office supplies Maintenance Supplies (353,000) (351,000) (295,000) Postage (266,000) Supplies - EDP in IT Tires & Tubes (258,000) (224,000) Tech Equip (192,000) Warranty Credits (177,000) Fiscal Year 2018 $ Variance (under budget) / over budget Offset by miscellaneous overruns in - Engine Cooling System 112,000 Transmission 143,000 Prod/Refurb O settle 223,000 Chassis 226,000 Bus Parts - Brakes 260,000 Propulsion 290,000 Parts - Exterior Body and Windows 324,000 Parts 1,043,000 Bus Engines - mostly in Unit Overhaul 1,427,000 Bus Batteries - mostly in Unit Overhaul 1,740,000 Fuel and Utilities Lower than expected charges for routine Telephone Services (574,000) Other Misc expenses lower than expected (394,000) Underrun in Diesel Fuel (including taxes) mainly due to lower prices per gallon on fuel (356,000) Underrun in Natural Gas (202,000) Offset by overruns in - Gasoline 533,000 Administration 87,708,052 84,956,939 $ (2,751,113) Casualty & Liability Higher than expected subrogation 397,000 Lower than expected vehicle liability and premiums Purchased Transportation Northwest Contract (1,013,000) Vanpool leases underrun due to fuel card transition delay and Harvey impacts (498,000) Regional vanpool underrun (209,000) Leases, Rentals, & Miscellaneous Lower than expected IT Rent Software Payments Other Misc expenses lower than expected Underspending in discretionary items (Travel, Memberships, etc.) and other miscellaneous items (512,000) (438,000) (270,000) (486,000) Section E Page 10 Page 50 of 158

49 MONTHLY PERFORMANCE REPORT June 2018 Total Net Operating Budget / Expenses by Department Authorized EOY Headcount Year-to-Date Current Month-- Department Annual Budget Budget Expense Variance Variance 3,568 Oper, Public Safety, & Cust Service 455,924, ,342, ,640,970 (9,701,270) (768,450) 3,120 Operations 414,950, ,877, ,060,019 (5,817,057) (117,492) 328 METRO Police 26,362,579 19,509,549 16,875,786 (2,633,763) (491,152) 42 Safety 8,690,303 6,509,829 5,857,563 (652,266) (57,151) 69 Customer Services 4,679,935 3,515,307 2,969,960 (545,346) (90,237) 9 EVP Oper Pub Safety & Cust Service 1,240, , ,641 (52,838) (12,419) 240 Administration 57,019,509 43,283,258 39,755,546 (3,527,712) (919,082) 74 IT 23,452,942 18,170,613 15,590,128 (2,580,485) (673,606) 42 Human Resources 21,530,876 16,137,579 15,666,058 (471,521) (154,266) 119 Procurement & Materials 11,093,276 8,273,840 7,826,358 (447,482) (90,747) 5 EVP, Administration 942, , ,002 (28,224) (463) 242 Planning, Engineer, & Construction 42,151,654 30,981,106 26,598,117 (4,382,989) (400,810) 176 Facilities Maint 32,628,675 23,571,679 20,724,549 (2,847,130) (76,455) 37 Planning 8,144,872 6,366,464 5,142,671 (1,223,793) (383,951) 27 Engineering & Cap Project 1,236, , ,283 (206,500) 62,367 2 EVP PE&C 141, ,180 (3,386) (105,566) (2,771) 80 Finance 10,833,063 8,058,120 7,143,198 (914,921) (57,493) 76 Finance 9,872,858 7,408,345 6,668,684 (739,660) (50,846) 4 CFO 960, , ,514 (175,261) (6,647) 18 Govt & Public Affairs 3,208,989 2,506,943 1,798,129 (708,815) (22,637) 10 Public Engagement 1,728,451 1,366, ,536 (387,704) (9,885) 5 Ridership & Client Services 1,010, , ,445 (254,832) (17,689) 3 Gov't Affairs 469, , ,148 (66,278) 4, Legal 5,547,379 4,190,582 3,239,344 (951,238) 33, Communications 18,630,718 7,327,753 4,816,804 (2,510,948) 20,446 3 EVP, Communications 273, , ,397 2,778 (2,812) 7 Press Office 689, , ,470 (32,425) (34,253) 25 Marketing & Corporate Communication 17,668,085 6,600,238 4,118,937 (2,481,302) 57, Executive and Board 2,793,507 2,028,216 1,913,197 (115,019) 59, Audit 1,573,529 1,139, ,919 (160,387) (28,939) 4 Office of Innovation 604, , ,808 (270,739) (69,206) Non Departmental 9,276,305 (393) ,782 President & CEO Contingency 12,500, Other (MTA Revenue/Expense) (3,169) 4,229 Total Operating Budget 620,063, ,383, ,140,033 (23,243,645) (2,153,019) Section E Page 11 Page 51 of 158

50 MONTHLY PERFORMANCE REPORT June 2018 Total Net Operating Budget / Expenses by Department as of the end of June 2018 vs. June 2017 U June 2018 June Year-to-Date Year-to-Date Department Budget Expense Variance Budget Expense Variance Operations, Public Safety and Customer Service 340,342, ,640,970 (9,701,270) 331,523, ,566,976 (6,956,928) Operations 309,877, ,060,019 (5,817,057) 304,305, ,529,193 (6,776,159) EVP Oper Pub Safety & Cust Serv 930, ,641 (52,838) 876, ,536 (2,694) METRO Police 19,509,549 16,875,786 (2,633,763) 16,775,459 17,341, ,168 Safety 6,509,829 5,857,563 (652,266) 6,275,981 5,807,935 (468,045) Customer Service 3,515,307 2,969,960 (545,346) 3,290,882 3,014,685 (276,197) Administration 43,283,258 39,755,546 (3,527,712) 41,366,343 36,523,677 (4,842,666) EVP, Administration 701, ,002 (28,224) 473, ,123 (115,096) IT 18,170,613 15,590,128 (2,580,485) 16,797,722 14,224,993 (2,572,729) Human Resources 16,137,579 15,666,058 (471,521) 16,159,221 14,397,898 (1,761,323) Procurement & Materials 8,273,840 7,826,358 (447,482) 7,936,181 7,542,662 (393,519) Planning, Engineering and Construction 30,981,106 26,598,117 (4,382,989) 27,150,638 25,006,835 (2,143,804) EVP PE&C 102,180 (3,386) (105,566) 31,454 56,739 25,285 Engineering & Cap Project 940, ,283 (206,500) 200, , ,715 Planning 6,366,464 5,142,671 (1,223,793) 4,960,572 4,419,853 (540,719) Facilities Maintenance 23,571,679 20,724,549 (2,847,130) 21,958,357 20,104,273 (1,854,084) Finance 8,058,120 7,143,198 (914,921) 7,853,506 6,924,362 (929,144) Finance 7,408,345 6,668,684 (739,660) 7,361,644 6,623,408 (738,236) CFO 649, ,514 (175,261) 491, ,954 (190,908) Gov't & Public Affairs 2,506,943 1,798,129 (708,815) 1,805,200 1,651,374 (153,826) Public Engagement 1,366, ,536 (387,704) 1,013, ,813 (110,778) Ridership & Client Services 778, ,445 (254,832) 429, ,267 N/A Gov't Affairs 362, ,148 (66,278) 362, ,293 (61,236) Legal 4,190,582 3,239,344 (951,238) 3,172,389 3,346, ,380 Communications 7,327,753 4,816,804 (2,510,948) 5,976,815 4,412,996 (1,563,819) EVP, Communications 200, ,397 2,778 N/A N/A N/A Press Office 526, ,470 (32,425) N/A N/A N/A Marketing & Corporate Communication 6,600,238 4,118,937 (2,481,302) 5,976,815 4,412,996 (1,563,819) Executive & Board 2,028,216 1,913,197 (115,019) 2,190,687 1,897,416 (293,271) Audit 1,139, ,919 (160,387) 1,160,365 1,016,006 (144,359) Office of Innovation 526, ,808 (270,739) 483, ,932 (117,502) Contingency Non-Departmental (393) Other MTA Revenue / Expense , ,772 TOTAL OPERATING BUDGET $ 440,383,677 $ 417,140,033 $ (23,243,645) $ 422,683,281 $ 405,828,114 $ (16,855,167) Section E Page 12 Page 52 of 158

51 MONTHLY PERFORMANCE REPORT June 2018 Capital, and Debt Service Expenses Budget vs. Actual - Month and Fiscal Year-to-Date ($ millions) Capital Budget METRORail Completion Capital Improvement Program Total Capital FY2018 Annual Month of June 2018 Variance Fiscal Year to Date Variance Budget Budget Actual $ % Budget Actual $ % $ 53.3 $ 4.8 $ 0.3 $ (4.5) (93.8%) $ 39.7 $ 3.1 $ (36.6) (92.2%) $ $ 12.4 $ 2.0 $ (10.4) (83.9%) $ $ 86.6 $ (46.9) (35.1%) $ $ 17.3 $ 2.3 $ (15.0) (86.7%) $ $ 89.7 $ (83.5) (48.2%) METRORail Completion expenses for the year-to-date through June 2018 of $3.1 million are $36.6 million or 92.2% under budget. Other Capital Improvement Program expenses for the year-to-date through June 2018 of $86.6 million are $46.9 million or 35.1% under budget. Debt Service Budget Debt Service FY2018 Annual Month of June 2018 Variance Fiscal Year to Date Variance Budget Budget Actual $ % Budget Actual $ % $ 97.0 $ 8.0 $ 7.7 $ (0.3) (3.8%) $ 71.0 $ 70.6 $ (0.4) (0.6%) Debt Service expenses for the year-to-date through June 2018 of $70.6 million is $0.4 million under budget. General Mobility Transfers General Mobility General Mobility Program Projections Projected Funding vs. Actual Allocation - Month and Fiscal Year-to-Date ($ millions) FY2018 Annual Month of June 2018 Variance Fiscal Year to Date Variance Projection Projection Allocation $ % Projection Allocation $ % $ $ 14.0 $ 14.2 $ % $ $ $ % Funds allocated to the General Mobility Fund totaling $133.4 million for the year-to-date through June 2018 are $1.4 million or 1.1% more than the amount projected. Section F Page 13 Page 53 of 158

52 MONTHLY PERFORMANCE REPORT June 2018 Ridership by Service Category YTD % Change Jun-18 Jun-17 Jun-18 Jun-18 Service Category Jun-17 Jun-18 vs. YTD YTD vs. Boardings Boardings Jun-17 Boardings Boardings Jun-17 Fixed Route Services Local Network Local Bus 4,810,117 4,821, % 44,150,861 44,466, % METRORail Red (North) Line 1,274,443 1,306, % 11,951,103 11,731,441 (1.8%) Green (East) Line 119, , % 935,358 1,149, % Purple (Southeast) Line 122, , % 1,139,168 1,343, % METRORail (all lines) 1,516,596 1,587, % 14,025,629 14,224, % METRORail-Bus Bridge 12, % 88,766 18,817 (78.8%) METRORail total 1,529,311 1,587, % 14,114,395 14,242, % Subtotal Local Network 6,339,428 6,408, % 58,265,256 58,709, % Commuter Park & Ride 682, ,312 (4.9%) 5,918,605 5,728,990 (3.2%) Subtotal Fixed Route Service 7,021,986 7,058, % 64,183,861 64,438, % Special Events 55 10, % 225, ,239 (0.9%) Total Fixed Route 7,022,041 7,068, % 64,409,239 64,661, % Customized Bus Services METROLift 165, , % 1,441,497 1,470, % METRO STAR Vanpool 173, ,348 (9.7%) 1,538,057 1,438,388 (6.5%) Internal Service % % Subtotal Customized Bus 338, ,919 (3.4%) 2,979,755 2,908,641 (2.4%) HOV/HOT Carpools, Vanpools, and Non-METRO Buses 2,233,792 2,305, % 19,582,418 19,578,989 (0.0%) Total System 9,594,294 9,700, % 86,971,412 87,149, % Section G Page 14 Page 54 of 158

53 MONTHLY PERFORMANCE REPORT June 2018 Ridership by Service Category Fixed Route and Total System Ridership FY FY2018 Total System Ridership Millions Fixed Route Ridership FY2017 in Blue FY2018 in Green OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP Fixed Route ridership is reported on the same basis as in the National Transit Database The Special Events category of ridership reflects customer service oriented short-term additional motor bus service provided for events at Reliant Park such as football games and RODEO Houston. Total fixed route ridership, excluding special events, for the month of June 2018 of 7.1 million is 0.04 million or 0.5% greater than last year. Total fixed route ridership, excluding special events, for the year-to-date through June 2018 of 64.4 million is 0.3 million or 0.4% greater than last year. METRORail ridership for the month of June 2018 of 1.6 million is 3.8% greater than last year. METRORail ridership year-to-date through June 2018 of 14.2 million is 0.9% greater than last year. Section G Page 15 Page 55 of 158

54 MONTHLY PERFORMANCE REPORT June 2018 Performance Statistics Fiscal Year 2018 Benchmark Met Benchmark Missed Current FY2018 FY2018 Month YTD YTD SAFETY & SECURITY OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP Target Actual GOAL Bus Accidents (Includes METROLift) Bus Accidents per 100,000 vehicle miles Rail Accidents Rail Accidents per 100,000 vehicle miles Major Security Incidents - total Major Security Incidents per 100,000 boardings Major Security Incidents - METRO properties Major Security Incidents per 100,000 boardings Current FY2018 FY2018 Month YTD YTD CUSTOMER SERVICE OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP Target Actual GOAL Complaint Contacts per 100,000 Boardings < < Commendations , Average Call Center Answer Delay (Sec.) < < 105 Safety & Security The number of bus accidents met the safety goal for both the month and the year-to-date. The number of rail accidents met the safety goal for the month but not the year-to-date. Total major security incidents met the benchmark for both the month and the year-to-date. Major security incidents on METRO properties did not meet the benchmark for the month but did for the year-to-date. Customer Service Complaint contacts per 100,000 boardings met the goal for both the month and the year-to-date. The number of commendations did not meet the goal for the month or the year-to-date. The average call center answer delay met the goal for both the month and the year-to-date. Section H Page 16 Page 56 of 158

55 Current FY2018 FY2018 Month YTD YTD SERVICE & RELIABILITY OCT NOV DEC JAN FEB MAR APR MAY JUN JUL AUG SEP Target Actual GOAL On-Time Performance MONTHLY PERFORMANCE REPORT June 2018 Performance Statistics Fiscal Year 2018 Benchmark Met Benchmark Missed Local Bus 73.7% 73.7% 74.1% 75.1% 75.4% 74.9% 75.1% 75.1% 76.7% 75% 74.9% 75% Park & Ride 76.9% 76.4% 75.4% 76.4% 77.1% 76.1% 76.4% 75.7% 77.6% 0.0% 0.0% 0.0% 75% 76.4% 75% Weighted Average Bus 75.0% 74.8% 74.6% 75.6% 76.1% 75.4% 75.6% 75.3% 77.1% 75% 75.5% 75% METROLift 88.8% 90.9% 91.7% 92.6% 90.9% 89.9% 89.4% 90.9% 91.6% 0.0% 0.0% 0.0% 90% 90.7% 90% Rail - Red Line OTP 78.8% 79.0% 74.6% 87.1% 90.8% 80.3% 92.5% 93.1% 94.4% 90% 86.2% 90.0% Rail - South East Purple Line OTP 96.6% 98.0% 98.8% 96.9% 98.3% 98.8% 98.1% 97.8% 98.5% 95% 97.9% 95.0% Rail - East End Green Line OTP 96.3% 97.8% 98.2% 98.4% 98.9% 99.0% 98.3% 97.8% 98.3% 95% 98.1% 95.0% MDBF (Mean Distance Between Mechanical Failures) - All Buses MDBF (Mean Distance Between Mechanical Failures) - METROLift MDBSI (Mean Distance Between Service Interruptions) - METRORail 10,065 12,490 13,045 12,968 12,651 13,157 13,336 10,187 9,767 7,750 11,771 9,050 22,705 28,567 34,535 15,784 24,212 27,678 22,542 20,974 20,066 20,000 23,105 20,000 38,547 22,053 18,075 15,575 16,573 19,257 18,946 19,355 18,897 15,000 19,609 15,000 Average Peak HOT Lanes Speed (miles per hour) I-45 North HOV I-45 South HOV US-290 HOV US-59 North HOV US-59 South HOV On-Time Performance On-time performance for Local Bus routes met the minimum performance standard for the month but not the year-to-date. On-time performance for Park & Ride routes met the minimum performance standard for both the month and the year-to-date. On-time performance for METROLift met the minimum performance standard for both the month and the year-to-date. METRORail On-Time Performance Rail (red line) met the benchmark for the month but not the year-to-date. Rail (purple line) met the benchmark for both the month and the year-to-date. Rail (green line) met the benchmark for both the month and the year-to-date. Service Reliability The Mean Distance Between Mechanical Failures (MDBF) for All Buses met the minimum performance standards for both the month and the year-to-date. The Mean Distance Between Mechanical Failures (MDBF) for METROLift met the minimum performance standard for both the month and the year-to-date. The Mean Distance Between Service Interruptions (MDBSI) for METRORail met the minimum performance standard for both the month and the year-to-date. HOT Lane Average Speed The average peak speed for all HOT Lanes met the monthly and year-to-date goals. Section H Page 17 Page 57 of 158

56 MONTHLY PERFORMANCE REPORT June 2018 Performance Statistic Definitions Bus and Rail Accidents - An accident is a transit incident with passenger injuries that require immediate medical treatment away from the scene or a collision between a revenue vehicle and an object such that the amount of damage exceeds $1,000. Bus accidents (which include METROLift) and rail accidents are reported separately and in terms of the absolute number of accidents and the relative number of accidents per 100,000 vehicle miles. Rail accidents reflect collisions between METRORail and other vehicles, pedestrians, or bicyclists. This definition has been revised beginning in FY2011 to include pedestrian accidents. Major Security Incidents - The total Major Security Incidents is based on two industry standards: the FBI Uniform Crime Report and the National Transit Database (NTD) Report issued by the Federal Transit Administration (FTA). The eight (8) categories included are: homicide, forcible rape, robbery, aggravated assault, burglary, larceny and theft, motor vehicle theft and arson. This metric is reported both in terms of the absolute number of incidents and the number of incidents per 100,000 boardings. Major Security Incidents - METRO Properties - The total Major Security Incidents - METRO Properties is the number of incidents that occur at Park & Ride lots, Transit Centers, on-board buses and trains and on Light Rail Vehicle (LRV) platforms. This metric is reported both in terms of the absolute number of incidents and the number of incidents per 100,000 boardings. Complaint Contacts - Patrons may contact METRO s Customer Care Center to express dissatisfaction with METRO Operations. Contacts made via telephone and over the internet which result in a complaint record being generated in the Public Comment System are reported as the number of contacts per 100,000 boardings. Commendations - Patrons may contact METRO's Customer Care Center to recognize, compliment or praise a METRO employee or the METRO organization for exemplary work or performance. Contacts made via telephone, internet, or mail which result in a commendation record being generated in the Public Comment System are reported only on the basis of the absolute number of contacts received. Average Call Center Answer Delay - METRO is committed to providing customers with accurate, customer-friendly bus and service information in a timely manner. Customers may obtain bus information over METRO's website and by telephone using an interactive voice response system without speaking to a representative and with no customer wait time. For those customers who prefer to speak with a representative, METRO's goal is to answer their calls in 105 seconds or less. On-Time Performance (OTP) - A local bus is considered on-time if it does not leave early and is within a five (5) minute window after the scheduled departure time. A Park & Ride bus is considered on-time if it does not depart early (except in the morning when a bus can leave from a Park & Ride lot when full) and is within a five (5) minute window after the scheduled departure time, with measurements during peak hours. OTP is measured by the IVOMS system which calculates data to the second, and the five (5) minute window is defined as anything less than six (6) minutes. For METRORail, a train departing from the beginning of the line or arriving at the end of the line less than five (5) minutes after the scheduled time is considered on-time. For METROLift, a trip is considered on-time if the vehicle arrives within 30 minutes of the scheduled pick-up time and no later than the appointment time. Mean Distance Between Mechanical Failures (MDBF) - MDBF reflects any mechanical issue encountered during operation of the vehicle in revenue service that requires a maintenance action resulting from a mechanical failure. Mechanical failures include warranty and fleet defects but exclude accidents. Mean Distance Between Service Interruptions (MDBSI) - Measures total revenue service miles traveled by Light Rail Vehicles (LRVs) between service interruptions that delay LRVs for one minute or more due to mechanical failures. Average Peak HOT Lane Speed - HOT Lane speed is based on an average of measurements conducted during the AM and PM high-volume commuter periods. METRO's 45 mph benchmark is based on Federal statute 23 USC 166: HOV facilities, which sets 45 mph as a minimal acceptable rate of speed. Section H Page 18 Page 58 of 158

57 MONTHLY PERFORMANCE REPORT June 2018 Balance Sheet Assets June 30, 2017 ($) June 30, 2018 ($) Change ($) Cash 18,903,679 1,425,790 (17,477,889) Receivables 137,685, ,134,018 2,448,033 Inventory 34,439,214 35,194, ,253 Investments 393,068, ,750,685 (5,318,309) Other Assets 9,596,489 7,174,914 (2,421,575) Land & Improvements 353,057, ,025,143 6,967,682 Capital Assets, Net of Depreciation 2,624,454,062 2,512,014,331 (112,439,730) Total Assets 3,571,205,883 3,443,719,348 (127,486,535) Deferred Outflow of Resources 110,710,438 94,282,269 (16,428,168) 3,681,916,321 3,538,001,618 (143,914,703) Liabilities Trade Payables 39,906,771 39,814,101 (92,670) Accrued Payroll 30,538,214 30,593,979 55,766 Commercial Paper Debt Payable 1,249,325,925 1,267,110,920 17,784,995 Debt Interest Payable Pension and OPEB Liabilities 512,821, ,867,678 22,046,494 Other Liabilities 31,735,146 47,342,131 15,606,985 Total Liabilities 1,864,327,241 1,919,728,811 55,401,569 Deferred Inflow of Resources Net Assets - Retained Earnings 1,817,589,079 1,618,272,807 (199,316,272) Total Liabilities and Net Assets 3,681,916,321 3,538,001,618 (143,914,703) Note: - - * A deferred outflow of resources is defined by the Governmental Accountability Standards Board as a consumption of net assets by the government that is applicable to a future reporting period, and a deferred inflow of resources is defined as an acquisition of net assets by the government that is applicable to a future reporting period. The deferred outflow for FY2018 includes [1] Mark-to-Market (MTM) values of outstanding diesel fuel SWAP agreements at the fiscal year end ($3,805,801), [2] Non Union Pension Plan ($37,419,380), [3] Union Pension Plan ($40,135,541), and [4] Bonds ($12,921,547). These items will be recognized as expenses in future periods to which they relate. Section I Page 19 Page 59 of 158

58 Date Type Description Amount April-18 Technical / Reallocation of Facilities Maintenance funds to cover the rental of Administrative two Chillers at the Buffalo Bayou building 100,000 April-18 Technical / Reallocation of Public Facilities funds to re-stripe the parking lot at Administrative the West Little York Park & Ride 25,000 April-18 Technical / Reallocation of Rail Facilities funds to install a Portland Loo at the Administrative Texas Medical Transit Center 245,000 April-18 April-18 April-18 April-18 April-18 April-18 April-18 April-18 April-18 April-18 April-18 April-18 May-18 May-18 May-18 May-18 May-18 May-18 May-18 May-18 May-18 May-18 May-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 June-18 Notes: Technical / Administrative Reallocation of Ridership & Client Services funds to cover costs of a Sales Account Executive PSA and 3 Summer of Fun PSAs 43,488 Technical / Reallocation of Facilities Maintenance funds to cover upgrade of Administrative the controls of the Building Automation System 15,000 Technical / Reallocation of Operating Facilities funds to cover costs of waste Administrative services 50,000 Reallocation of Human Resources funds to reverse BCR to cover Technical / expense of printing Labor Agreement Booklets as the booklets will Administrative be printed in-house 3,000 Technical / Reallocation of Planning, Engineering & Construction funds to Administrative cover the purchase of BlueBeam Revu and RS Means 15,000 Technical / Administrative Funds reclassification of positions in METROLift 68,725 Technical / Funds required salary of the Staffing Representative & Staffing Administrative Coordinator PSA positions in Staffing 47,075 Technical / Administrative Funds equity adjustment of the Director, Public Affairs position 3,793 Technical / Reallocation of Bus Facilities funds to cover unanticipated Administrative expenses for Shelter Supplies 34,146 Technical / Reallocation of Facilities Maintenance Kashmere BOF funds to Administrative cover furniture purchase and assembly 6,800 Technical / Reallocation of Office of Innovation funds to cover the purchase of Administrative promotional items 5,000 Technical / Reallocation of Facilities Maintenance Buffalo Bayou funds to Administrative cover necessary compressor repairs 50,150 Technical / Reallocation of Ridership & Client Services funds to cover costs of Administrative increased hours and rates of PSAs 6,747 Technical / Reallocation of Support Facilities funds to cover the purchase of Administrative UPS batteries for the back up power supply 5,500 Technical / Reallocation of Legal funds to cover Iron Mountain contract Administrative changes as well as unbudgeted license fees 45,000 Technical / Reallocation of Facilities Maintenance funds to proper fund centers Administrative and gas accounts 26,000 Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative Technical / Administrative MONTHLY PERFORMANCE REPORT Budget Change Request Report Operating Budget - $620.1 million Third Quarter - Fiscal Year 2018 Reallocation of Public Facilities funds to cover increased expenses for Shelter Supplies, Silver Shelter Project and diminished stock of shelter parts Reallocation of State of Good Repair funds to cover purchase of computer and monitor Reallocation of employees FY2018 salary from Engineering Support Services to System Plan & Development to correct a budget error Reallocation of Regional Vanpool funds to cover shopping cart to ensure security protocols in use by DocuSign, Inc are in compliance with METRO Information Technology security standards Reallocation of Operational Training education & training funds to technology equipment supplies to align budget wit expected expenses Reallocation of Non-Departmental funds to Office of Innovation to fund Autonomous Vehicle Pilot Program Reallocation of Operations funds to cover purchase of annual hurricane Weather Ops Commander watch package from Weather Technologies Reallocation of Executive funds to cover costs of new projects, conference room upgrades and a database subscription Reallocation of Bus Operating Facilities funds to align budget for West BOF furniture purchase Reallocation of Service Planning & Development funds to Facilities Maintenance HQ to cover the purchase and installation of electronic equipment in shared conference room Reallocation of Regional Vanpool funds to cover monthly fees for merchant payment systems related to fare collection for STAR Vanpool Reallocation of employees FY2018 salary from General Insurance to Claims Reallocation of Facilities Maintenance funds to cover open gas invoice Reallocation of METROLift funds to Northwest BOF to cover cost of an environmental study to begin the RFP process Reallocation of Facilities Maintenance funds to cover the design, construction and installation of the exterior chiller connection at 1900 Main Funds upgrades of Director, Media and Director, Communications Services positions in Communications 77,033 5, ,064 6,572 45, ,000 4,850 5,000 42,000 3,600 84,008 84,532 2,751 20, ,000 37,785 Funds market adjustment of Paralegal positions in Legal 10,054 Reallocation of Operating Facilities funds to cover Koni Lift repair at Polk BOF 11,190 Reallocation of Operating Facilities funds to cover annual fall protection inspection at Fallbrook BOF 9,869 Reallocation of Facilities Maintenance funds to cover OWS Environmental project, RTU HVAC project, life safety and janitorial 46,000 services Reallocation of Operations Training funds to cover purchase of tolls that will go into the new storage lockers 30,000 Reallocation of Operating Facilities funds to cover education and tuition fees 2,450 Reallocation of Facilities Maintenance funds to cover annual fall protection inspect FB at Hiram Clarke BOF 6,100 Third Quarter Total $ 1,923,737 Tech/Admin changes are changes within the original scope of the budgets and do not represent a change in the Authority's work plan or priorities. Section J Page 20 Page 60 of 158

59 MONTHLY PERFORMANCE REPORT Budget Change Request Report Capital Budget - $217.7 million Third Quarter - Fiscal Year 2018 Date Type Description Amount April-18 Technical / Administrative Allison Hybrid Bus overhauls until the end of fiscal year 75,000 April-18 Technical / Administrative Axle Counter Evaluation & Remote Reset Capability 50,000 June-18 Technical / Administrative Install crossing indicators at Fannin/Naomi 199,000 June-18 Technical / Administrative Bus Stop Signage to the Lone Star Access Construction Project 55,000 June-18 Rehab of Field Service Center, Installation of Technical / Additional Operator Rest Fannin South P&R, Administrative Installation of Additional Operator Rest TMC TC 558,000 June-18 Technical / CBR #6 3 Projects; KBOF Electrical Upgrade, HCBOF Waste Administrative Water Treat, PBOF Oil Water Sep. 475,000 Third Quarter Total $ 1,412,000 Notes: Tech/Admin changes are changes within the original scope of the budgets and do not represent a change in the Authority's work plan or priorities. Section J Page 21 Page 61 of 158

60 FUEL PRICE RISK MANAGEMENT POLICY REPORT "FUEL HEDGE" Jun-18 Page 62 of 158

61 FUEL PRICE RISK MANAGEMENT POLICY REPORT Jun-18 (Office of Management and Budget 06/30/2018) The Fuel Price Risk Management Policy approved by the Board on February 16, 2006 requires monthly reports to the Finance/Audit Committee. Per the Finance Chair in 2009, the report is to be presented quarterly to the F/A committee. The Board has approved resolutions authorizing implementation of the Fuel Hedge Policy for FY2008 (October 2006). In July 2008 the Board amended the Fuel Risk Management Policy by eliminating the July 15 deadline for hedging the next fiscal years fuel requirement. Per the METRO Fuel Price Risk Management Policy, "METRO will minimize operating budget variance attributable to fuel price variability through physical forward contracts and/or financial contracts. METRO will develop and implement a plan which will provide fuel and energy commodity price certainty for up to 24 months of expected consumption such that the operating budget expense is assured with some potential to realize savings if prices decline." All hedges will be constructed to qualify for hedge accounting treatment under Financial Accounting Standards Board (FASB) guidelines. This means that any financial hedge instrument must settle against, or directly link to, the index used as the pricing reference in the applicable procurement contract. For example, if METRO has a contract for delivery of fuel based on Platt's Gulf Coast Low-Sulfur Diesel Index, the financial hedge must reconcile to Platt's Gulf Coast Low-Sulfur Diesel Index. A. Diesel Fuel Hedges Also per METRO's Fuel Price Risk Management Policy, the Authority's Diesel Fuel Hedge Strategy Team, referred to here as "Team", makes hedging decisions on METRO's behalf. The Team is lead from the Procurement department's perspective, and is comprised of Operations, Finance, Procurement, and the Executive Office staff. The Team's objective is to strategically enter into agreements that cover 80% - 90% of projected fuel requirements. Actions and correspondence are typically conducted and documented via , and the Team convenes as needed. Upon agreement by vote, the Office of Management and Budget, and Procurement department work together to initiate and execute Financial Hedge Swap Agreements. For FY2017 nine hedges totaling 9.996M gallons were executed at an average price of $ For FY2018, eight hedges totaling M gallons at an average price of $ were executed. As of February 9, 2018, five hedges totaling M gallons at an average price of $ have been executed for FY2019, one hedge totaling 1.260M gallons was executed for FY2020 at an average price of $ (Hedge prices are market price only, not including transportation, additive and taxes). See Attachment A for hedge details. METRO currently has chosen Merrill Lynch Commodities Inc., and Goldman, Sachs & Co. to bid financial hedges. A summary of the FY2018 hedged gallons, actual usage and hedge collections is outlined in Attachment B. Hedge receipts fiscal year to date total $2.985M. 2 Page 63 of 158

62 B. 5 Year Contract for Electricity In May 2015 the Board authorized the President and CEO to execute and deliver a contract for electricity provider services for an amount not-to-exceed $26,491,835, with a 25% energy component and an option to participate in demand response services. The contract was awarded in June 2015 to GDF SUEZ Energy Resources NA Inc. (Suez) to supply electricity for 5 years beginning June 2015 to June The contract rate of $ per kilowatt hour was fixed for the term of contract while the Transmission and Distribution (TDSP) charges may vary depending on the Texas Utilities Commission policies. This contract hedges METRO's electricity requirements for 5 years, providing budget certainty on price in accord with the Board's Fuel Price Risk Management Policy adopted February Page 64 of 158

63 ATTACHMENT A Page 65 of 158

64 METRO FY2017, FY2018 and FY2019 Fuel Hedge (Diesel) - Status 06/30/2018 (Office of Management and Budget 06/30/2018) Financial Hedge (Oct-Sep Delivery) Delivery Year Gallons Fuel Type Vendor Date of Purchase Avg. Price per gallon Cost 1 FY ,000 USLD Merrill Lynch 10/7/2014 $ $ 1,092,202 2 FY ,000 USLD Merrill Lynch 10/16/2014 $ $ 522,291 3 FY ,000 USLD Goldman, Sachs & Co. 12/19/2014 $ $ 1,703,100 4 FY ,000 USLD Goldman, Sachs & Co. 1/22/2015 $ $ 765,450 5 FY2017 2,100,000 USLD Merrill Lynch 6/8/2015 $ $ 4,162,200 6 FY2017 1,932,000 USLD Merrill Lynch 7/2/2015 $ $ 3,794,494 7 FY2017 2,016,000 USLD Merrill Lynch 7/17/2015 $ $ 3,674,215 8 FY2017 1,218,000 USLD Goldman, Sachs & Co. 8/11/2015 $ $ 2,109,530 9 FY ,000 USLD Merrill Lynch 1/20/2016 $ $ 948,528 9,996,000 $ $ 18,772,009 1 FY2018 2,520,000 USLD Merrill Lynch 1/20/2016 $ $ 2,844,954 2 FY2018 3,486,000 USLD Merrill Lynch 5/9/2016 $ $ 5,084,331 3 FY2018 1,470,000 USLD Goldman, Sachs & Co. 7/22/2016 $ $ 2,260,125 4 FY2018 1,554,000 USLD Merrill Lynch 8/1/2016 $ $ 2,300,697 5 FY ,000 USLD Goldman, Sachs & Co. 8/31/2016 $ $ 405,846 6 FY ,000 USLD Goldman, Sachs & Co. 9/1/2016 $ $ 1,055,040 7 FY ,000 USLD Merrill Lynch 11/4/2016 $ $ 597,013 8 FY ,000 USLD Goldman, Sachs & Co. 3/10/2017 $ $ 259,392 10,500,000 $ $ 14,807,398 1 FY ,000 USLD Merrill Lynch 11/4/2016 $ $ 1,338,414 2 FY2019 2,520,000 USLD Goldman, Sachs & Co. 5/2/2017 $ $ 3,893,400 3 FY2019 1,344,000 USLD Goldman, Sachs & Co. 6/13/2017 $ $ 2,007,936 4 FY ,000 USLD Merrill Lynch 6/23/2017 $ $ 749,700 5 FY USLD Goldman, Sachs & Co. 2/9/2018 $ $ 9,142,925 10,332,000 $ $ 17,132,375 1 FY2020 1,260,000 USLD Goldman, Sachs & Co. 2/9/2018 $ $ 2,239,524 5 Page 66 of 158

65 ATTACHMENT B Page 67 of 158

66 METRO FY2018 DIESEL FUEL (Office of Management and Budget 06/30/2018) Swap Month Fuel Source Gallons in Financial Hedge Gallons Purchased Gallons Used Gallons Used Variance (1) Receipts From/ (Payments To) Trader/s Oct-17 Financial Hedge 882,000 1,096,276 1,005, ,870 $ 470,270 Nov-17 Financial Hedge 882, ,502 1,730, ,857 $ 556,286 Dec-17 Financial Hedge 882, ,254 1,766, ,429 $ 585,383 Jan-18 Financial Hedge 882, ,072 1,765, ,451 $ 670,446 Feb-18 Financial Hedge 798, , , ,264 $ 343,316 Mar-18 Financial Hedge 882, ,324 1,001, ,412 $ 359,932 Apr-18 Financial Hedge 882, , ,739 52,739 $ 479,140 May-18 Financial Hedge 882,000 1,009,134 1,019, ,328 $ 606,551 Jun-18 Financial Hedge 882, , , ,387 $ 532,060 Total 7,854,000 8,419,677 11,110,737 3,256,737 $ 4,603,385 NOTE 1. The gallons above the financial hedge volumes, as shown in the variance, were bought at the prevailing market prices. 7 Page 68 of 158

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69 Rev MErAD- SUMMARY OF PROCUREMENT MODIFICATION No. 002 PROJECT NAME: Gateway Services CONTRACT NO.(S): CT PURPOSE: CONTRACTOR: The purpose of this modification is to add $220, to the Contract. TrustCommerce 1 MacArthur Place Suite 400 Santa Ana, CA CONTRACT VALUE: Changed from $96, to $316, TYPE OF CONTRACT: METHOD OF PAYMENT: Fixed Rate Monthly Invoices PERFORMANCE PERIOD: One Year with automatic renewals. This increase is estimated to fulfill METRO's requirements through approximately 08/01/2023. SMALL BUSINESS PARTICIPATION: BACKGROUND: There is no Small Business goal for this procurement. METRO procured ACS/Xerox TVMs under a separate procurement (ref Contract No. CT ). Gateway services were not included with that procurement, but were procured separately through Xerox's designated firm Skipjack. Skipjack ceased providing these services, and TrustCommerce was designated by Xerox as the successor. METRO executed contract CT on August 2, 2016 and now must add funds to continue these services that allow the ACS/Xerox TVMs to process card payments. METRO executed modification 001 to add $16,000 to the Contract. FUNDING: COST/PRICE ANALYSIS: RECOMMENDATION: Local The rates charged by the Contractor remain unchanged, and are therefore fair and reasonable. It is recommended that this modification be executed. Page 71 of 158

70 Summary of Procurement - Contract Mod Contract No. CT Page 2 SUP. CONTRACT SPECIALIST ~/2.'i//,Jl DATE ----" C-Jrl/ DATE MANAGER PROCUREMENT Page 72 of 158

71 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE A CONTRACT MODIFICATION WITH TCSP, INC. D/B/A TRUSTCOMMERCE TO EXTEND THE CONTRACT TERM AND TO INCREASE THE MAXIMUM CONTRACT AMOUNT FOR CREDIT CARD GATEWAY SERVICES, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, the Metropolitan Transit Authority of Harris County, Texas ( METRO ) currently has a contract with TCSP, Inc. d/b/a TrustCommerce (the Contractor ) for credit card gateway services that are required for use with METRO s fare collection equipment; and WHEREAS, the Contractor is the only vendor in the market that is certified to provide such credit card gateway services with METRO s current fare collection equipment; and WHEREAS, management recommends that METRO modify the existing contract with the Contractor to extend the contract term for an additional five years, and to increase the contract amount by $220,000, for METRO to maintain uninterrupted service to its customers for its web portal, ticket vending machines, and cashless point of sale devices resulting in a new maximum contract amount of $316,700. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to negotiate and execute a contract modification with TCSP, Inc. d/b/a TrustCommerce to extend the contract term under the existing contract for an additional five years, and to increase the contract amount by $220,000 to obtain continued credit card gateway services, resulting in a new maximum contract amount of $316,700. Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 73 of 158

72 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 74 of 158

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75 Rev.8/3/17 MErAD- SUMMARY OF PROCUREMENT PROJECT NAME: Enterprise Physical Security Systems and Cable Plant Maintenance RFTP NO.: RFTP (Step 1) IFS (Step 2) PURPOSE: CONTRACTOR: CONTRACT VALUE: TYPE OF CONTRACT: METHOD OF PAYMENT: PERFORMANCE PERIOD: SMALL BUSINESS PARTICIPATION: This procurement will provide for the award of a contract for services for enterprise physical security systems and cable plant maintenance. Pfeiffer & Sons, LTD $6,738, $2,520, $9,258, Firm-fixed unit price Per monthly invoice 3-year base 1-year option Total 01/01/ /31/ year base 01/01/ /31/ year option The Small Business Goal to be determined with each Work Authorization. PRIME: Pfeiffer & Son LTD TBD% Subcontractor( s) Type of Work % Pref-Tech TBD per each Work Authorization TBD% Kelligent LLC TBD per each Work Authorization TBD% BL Technologies TBD per each Work Authorization TBD% Genesis Cable & Lighting TBD per each Work Authorization TBD% Total Participation TBD% ADVERTISEMENT: SOLICITATION INFORMATION: COMPETITIVE: PROPOSAL EVALUATION: 03/18/2018 and 03/25/2018 in Houston Chronicle Solicitation issued 03/15/2018. RFTP No for Enterprise Physical Security Systems and Cable Plant Maintenance. Solicitation issued 03/15/2018. Yes - See Bid Abstract METRO received two (2) proposals from the following proposers: 1. Pfeiffer & Son, LTD 2. DataVox The First Level of Evaluation was to determine if the proposers were responsive to the solicitation as required in the METRO Procurement Manual. Both proposers satisfied this level. Page 77 of 158

76 Summary of Procurement Page 2 RFTP No The Second Level of Evaluation was to determine proposer responsibility. Both proposers satisfied this level. The Third Level of Evaluation was to determine a competitive range. Only Pfeiffer & Son LTD submitted a pricing proposal. The Fourth Level of Evaluation was to determine price reasonableness of the proposals as required in the METRO Procurement Manual. Audit has evaluated the pricing proposal from Pfeiffer & Son and determined that it is fair and reasonable. TECHNICAL EVALUATION: FINANCIAL EVALUATION: FUNDING: RECOMMENDATION: As a result of the efforts described above, the proposal from Pfeiffer & Son, LTD is determined to be the most advantageous and best overall value to METRO. The Evaluation Committee deemed proposers Pfeiffer & Son, LTD and DataVox to have "passed" all technical requirements of the RFTP Step 1 and, therefore, advance to Step 2, the pricing evaluation. Based on review of required proposal contents, the Audit Report and current METRO contract performance, Pfeiffer & Son, LTD is determined to be financially responsible to provide the commodities and services detailed in the RFTP. To Be Determined based on available funding at the time of each Work Authorization. Based on the preceding information, it is recommended that the President & CEO be authorized to execute a contract with Pfeiffer & Son, LTD for this procurement. LaChandra Wilson /&,.,,., 06/26/2018 SENIOR CONTRACTADMINISTRATOR DATE Alan Scanio SUPERVISOR-CONTRACT SPECIALIST Fidelis Agbor DATE 0f0? DATE --A--- IC)c 2= Karen Hudson DIRECTOR SMALL BUSINESS COMPLIANCE Michael Southwell A PROCUREMENT MANAGER OR DIRECTOR & /(}.to I I fr DATE DATE Page 78 of 158

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79 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE A CONTRACT WITH PFEIFFER & SON, LTD. FOR ENTERPRISE PHYSICAL SECURITY SYSTEMS AND CABLE PLANT MAINTENANCE SERVICES, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, the Metropolitan Transit Authority of Harris County, Texas ( METRO ) requires: (i) installation, repair and maintenance services for fiber cable located at various METRO facilities and certain Texas Department of Transportation locations on an as-needed basis; (ii) installation, repair and maintenance services for Category 6 cable for voice and data at all METRO facilities on an as-needed basis; (iii) location marking services for existing fiber cable; and (iv) installation, repair and maintenance services for cameras, emergency assistance stations, public address systems, and physical security systems at METRO facilities; and WHEREAS, METRO issued a Request for Technical Proposal for such enterprise physical security systems and cable plant maintenance services and Pfeiffer & Son, Ltd. (the Contractor ) was the only proposer that submitted a pricing proposal; whereas an evaluation committee determined that the Contractor s proposal was the most advantageous and will result in the best overall value to METRO; and WHEREAS, management recommends that METRO enter into a three-year contract with a oneyear option with the Contractor for such services, with a maximum contract amount of $9,258, NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to negotiate and execute a three-year contract with a one-year option with Pfeiffer & Son, Ltd. for the enterprise physical security systems and cable plant maintenance services described above, with a maximum contract amount of $9,258, Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 81 of 158

80 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 82 of 158

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83 Rev.8/3/17 MEl'AD- SUMMARY OF PROCUREMENT PROJECT NAME: MOBILE TICKETING APPLICATION RFP NO.: PURPOSE: CONTRACTOR: CONTRACT VALUE: TYPE OF CONTRACT: METHOD OF PAYMENT: PERFORMANCE PERIOD: SMALL BUSINESS PARTICIPATION: ADVERTISEMENT: This procurement will provide for the award of a contract for a mobile ticketing application. Bytemark, Inc. 268 West 44 th Street 3 rd Floor New York, NY $696, Fixed Price Monthly payments and milestone payments. Six Years There is no Small Business goal for this procurement. This procurement was advertised in the Houston Chronicle on 02/18/2018 and 02/25/2018. SOLICITATION INFORMATION: RFP was issued on 02/19/2018. date of 04/02/2018. Proposals were received by the due COMPETITIVE: PROPOSAL EVALUATION: METRO received seven proposals from the following proposers: Bytemark, Inc. Closerlook Search Services, Inc. DBA ZED Digital hopthru Moovel North America Passport Labs, Inc. Token Transit, Inc. Unwire Payment and Mobility The First Level of Evaluation was to determine if the proposers were responsive to the solicitation as required in the METRO Procurement Manual. All proposers were found to be responsive. The Second Level of Evaluation was to determine proposer responsibility. proposers were found to be responsible. All The Third Level of Evaluation was to determine a competitive range. METRO evaluated all proposers in accordance with the evaluation factors, and set a competitive range of the most highly rated firms: Page 85 of 158

84 Summary of Procurement Page 2 RFP No Bytemark, Inc. Passport Labs, Inc. Token Transit, Inc. These firms gave oral presentations to METRO's technical evaluation committee and provided additional written material for METRO's review. METRO also gave these firms the opportunity to reduce their proposed prices. As a result of the efforts described above, the proposal from Bytemark, Inc. was determined to be the most advantageous and best overall value to METRO. COST/PRICE ANALYSIS: TECHNICAL EVALUATION: FINANCIAL EVALUATION: FUNDING: RECOMMENDATION: Bytemark's proposed price of $696, is approximately 15% less than METRO's estimate of $824,242.19, and is therefore considered fair and reasonable. See attached Evaluation Summary Bytemark was found to be financially responsible. 100% Local Based on the preceding information, it is recommended that the President & CEO be authorized to execute a contract with Bytemark, Inc. for this procurement. Page 86 of 158

85 Summary of Procurement Page 3 RFP No, SUP. CONTRACT SPEC. DATE l.riu I Id' PROCUREMENT MANAGER DATE Page 87 of 158

86 FINAL TECHNICAL EVALUATION SUMMARY MOBILE TICKETING APPLICATION METRO Solicitation No.: Date: 06/26/2018 Evaluator 1 Evaluator 2 Evaluator 3 Proposer Firm/Individual Name Raw Score Average Score Score Rank Score Rank Score Rank Rank Bytemark, Inc Token Transit, Inc Passport Labs, Inc Page 88 of 158

87 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE A CONTRACT WITH BYTEMARK, INC. TO REPLACE METRO S CURRENT MOBILE TICKETING APPLICATION, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, management recommends that the Metropolitan Transit Authority of Harris County, Texas ( METRO ) implement, maintain and support a new mobile ticketing application, which will increase the functionality of, and enable integration with, METRO s future fare collection system replacement; and WHEREAS, the new mobile ticketing application will also allow participating regional partners to provide fare media to their customers, at no additional cost to the regional partners except for the vendor transaction fee; and WHEREAS, METRO issued a Request for Proposals for such mobile ticketing application services and Bytemark, Inc. s proposal was determined to be the most advantageous and will provide the best overall value to METRO; and WHEREAS, based on the foregoing, management recommends that METRO enter into a six-year contract with Bytemark, Inc. to implement, maintain and support a new mobile ticketing application, with a maximum contract amount of $696, NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to negotiate and execute a six-year contract with Bytemark, Inc. to implement, maintain and support a new mobile ticketing application, with future fare collection system integration and regional partnership capability, and a maximum contract amount of $696, Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 89 of 158

88 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 90 of 158

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92 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE A CONTRACT MODIFICATION WITH SOUTH COAST FILM & VIDEO TO INCREASE THE MAXIMUM CONTRACT AMOUNT FOR VIDEO AND AUDIO PRODUCTION SERVICES, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, pursuant to Resolution No , the Metropolitan Transit Authority of Harris County, Texas ( METRO ) entered into a three-year contract with South Coast Film & Video ( Contractor ) for video and audio production services, with a maximum contract of $300,000; and WHEREAS, during the first year of the contract term, METRO requested a higher than expected volume of services, which has reduced the remaining capacity under the contract to support METRO s needs through the contract expiration date; and WHEREAS, based on the foregoing, management recommends that METRO modify the existing contract with South Coast Film & Video to increase the contract amount by $200,000, resulting in a new maximum contract amount of $500,000, for video and audio production services. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to negotiate and execute a contract modification with South Coast Film & Video to increase the contract amount by $200,000, resulting in a new maximum contract amount of $500,000, for video and audio production services. Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 94 of 158

93 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 95 of 158

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95 Capital and Strategic Planning Committee July 2018 Page 97 of 158

96 METRO requires environmental engineering, assessment and remediation services to assist with ensuring compliance and adherence to regulations promulgated by the Environmental Protection Agency (EPA) and other governing entities. This contract will provide METRO with environmental engineering, assessment and remediation services in support of METRO s environmental activities for FY2019 and FY2020. Page 98 of 158 2

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98 Asbestos Hazard Emergency Response Act (AHERA) Chemical Safety Information, Site Security and Fuels Regulatory Relief Act Clean Air Act (CAA) and Amendments of 1990 Clean Water Act (CWA) Hazardous and Solid Waste Amendments of 1964 (HSWA) National Environmental Policy Act of 1970 (NEPA) Noise Control Act Pollution prevention Act (PPA) Resource Conservation Recovery Act (RCRA) Safe Drinking Water Act (SDWA) Water Quality Act (WQA) Other Federal, State and Local laws, Regulations and Ordinance Page 100 of 158 4

99 Authorize President & CEO to negotiate and execute a contract with SKA Consulting, LP for Professional Environmental Engineering and Assessment Services on an As Needed Basis. This contract will be in the amount of $1,000, with a term of two years with a one year option Page 101 of 158 5

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103 TECHNICAL EVALUATOR SCORES + SMALL BUSINESS SCORES TECHNICAL EVALUATION ROUND 2 with SMALL BUSINESS Input SUMMARY Professional Environmental Engineering Assessment Services METRO Solicitation No.: Date: 4/6/18 Proposer Firm/Individual Name Evaluator 1 Evaluator 2 Evaluator 3 Score Rank Score Rank Score Rank Raw Score Average Score Rank SB Score (incl'd in raw score) #1 Incontrol Technologies #3 Weston Solutions #4 Terracon Consultants #5 Ensafe #6 Raba Kistner #7 Wild Associates #8 SKA Consulting #9 PSI #11 Professional Environmntl Engrs Alexander & Davis FAILED Partner Engrng FAILED Page 105 of 158

104 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE A CONTRACT WITH SKA CONSULTING, LP FOR PROFESSIONAL ENVIRONMENTAL ENGINEERING, ASSESSMENT AND REMEDIATION SERVICES, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, the Metropolitan Transit Authority of Harris County, Texas ( METRO ) requires environmental engineering, assessment and remediation services on an as-needed basis to assist METRO with its efforts to comply with regulations promulgated by the Environmental Protection Agency and other governing entities; and WHEREAS, METRO issued a Request for Qualifications for such services and SKA Consulting, LP was determined by an evaluation committee to be the most qualified firm to perform the services; and WHEREAS, management recommends that METRO enter into a two-year contract with SKA Consulting, LP for such professional environmental engineering, assessment and remediation services, with a maximum contract amount of $1,000,000. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to negotiate and execute a two-year contract with SKA Consulting, LP for professional environmental engineering, assessment and remediation services, with a maximum contract amount of $1,000,000. Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 106 of 158

105 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 107 of 158

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107 Capital and Strategic Planning Committee July 2018 Page 109 of 158

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109 Main St. between Walker St. & Rusk St. Page 111 of 158 3

110 Main St. between Capitol St. & Texas St. Page 112 of 158 4

111 Advertised in April 2018 Bid Opening May 16, 2018 METRO received one (1) bid. As such, this solicitation will be handled as a single source procurement. Qualified Low Bid Pfeiffer & Son at $256, Small Business participation is 34.6% Page 113 of 158 5

112 Authorize President & CEO to execute a contract with Pfeiffer & Son, Ltd. for a maximum contract amount of $256, for Light Rail Transit Motor-Operated Disconnect Upgrades. Page 114 of 158 6

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117 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE A CONTRACT WITH PFEIFFER & SON, LTD. FOR LIGHT RAIL TRANSIT MOTOR OPERATED DISCONNECT UPGRADES, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, the Metropolitan Transit Authority of Harris County, Texas ( METRO ) currently has four manually operated disconnect switches on the Red Line of its Light Rail System located between Walker St. and Rusk St. and between Capitol St. and Texas St.; and WHEREAS, METRO issued an Invitation for Bids to upgrade the disconnect switches to motor operated switches and Pfeiffer & Son, Ltd. was the lowest, responsive and responsible bidder of all those that submitted bids; and WHEREAS, management recommends that METRO enter into a contract with Pfeiffer & Son, Ltd. to upgrade the four manually operated disconnect switches on the Red Line of the METRO Light Rail System to motor operated switches, with a maximum contract amount of $256,484. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to negotiate and execute a contract with Pfeiffer & Son, Ltd. to upgrade the four manually operated disconnect switches on the Red Line of the METRO Light Rail System to motor operated disconnect switches, with a maximum contract amount of $256,484. Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 119 of 158

118 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 120 of 158

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120 Capital and Strategic Planning Committee July 2018 Page 122 of 158

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124 Advertised in April 2018 Bid Opening May 17, 2018 METRO received one (1) bid. As such, this solicitation will be handled as a single source procurement. Qualified Low Bid Pfeiffer & Son at $1,727, Small Business participation is 25.04% Page 126 of 158 5

125 Authorize President & CEO to execute a contract with Pfeiffer & Son, Ltd. in the amount of $1,727, for Light Rail Transit Traction Power Pull Box Upgrades. Page 127 of 158 6

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130 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE A CONTRACT WITH PFEIFFER & SON, LTD. TO PERFORM LIGHT RAIL TRANSIT TRACTION POWER PULL BOX UPGRADES, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, management proposes that the Metropolitan Transit Authority of Harris County, Texas ( METRO ) eliminate splices in the light rail transit traction power system and improve system reliability and safety by relocating the traction power cables in underground pull boxes to above ground cabinets; and WHEREAS, METRO issued an Invitation for Bids for such upgrade services and Pfeiffer & Son, Ltd. was the only bidder that submitted a bid which was determined to be responsive and responsible; and WHEREAS, based on the foregoing, management recommends that METRO enter into a contract with Pfeiffer & Son, Ltd. to perform such light rail transit traction power pull box upgrades, with a maximum contract amount of $1,727,639. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to negotiate and execute a contract with Pfeiffer & Son, Ltd. to perform light rail transit traction power pull box upgrades, with a maximum contract amount of $1,727,639. Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 132 of 158

131 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 133 of 158

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136 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO EXERCISE AN OPTION AND TO NEGOTIATE AND EXECUTE A CONTRACT WITH SIEMENS MOBILITY, INC. FOR THE PURCHASE OF 14 LIGHT RAIL VEHICLES, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, in accordance with its updated Rail Fleet Management Plan, the Metropolitan Transit Authority of Harris County, Texas ( METRO ) requires an additional fourteen (14) light rail vehicles to support its existing operations on the Green and Purple Lines of the METRO Light Rail System; and WHEREAS, pursuant to Board Resolution , METRO entered into an Intergovernmental Agreement and Assignment with the Minneapolis Metropolitan Council (the Council ) to acquire the Council s right to purchase fourteen (14) additional light rail vehicles under an existing purchase agreement with Siemens Mobility, Inc. (the Contractor ), which agreement satisfies METRO s competitive bidding requirements (the Option ); and WHEREAS, management recommends that METRO exercise the Option and enter into a contract with the Contractor to procure the fourteen (14) light rail vehicles, with a maximum contract amount of $69,187,694. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors hereby authorizes the President & CEO to exercise the Option and to negotiate and execute a contract with Siemens Mobility, Inc. for the purchase of fourteen (14) light rail vehicles, with a maximum contract amount of $69,187,694. Section 2. This Resolution is effective immediately upon passage. Page 1 of 2 Page 138 of 158

137 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 139 of 158

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147 A RESOLUTION RESOLUTION AUTHORIZING THE PRESIDENT & CEO TO NEGOTIATE AND EXECUTE AN INTERLOCAL AGREEMENT WITH THE REGION VIII EDUCATION SERVICE CENTER TO PARTICIPATE IN THE INTERLOCAL PURCHASING SYSTEM, AND MAKING FINDINGS AND PROVISIONS RELATED TO THE FOREGOING SUBJECT WHEREAS, in accordance with the Texas Education Code, the Region VIII Education Service Center has established The Interlocal Purchasing System ( TIPS ) to provide cooperative purchasing services to educational entities, governmental entities and political subdivisions of Texas and other states; and WHEREAS, the cooperative purchasing program has contracts for commodities and services that satisfy the Metropolitan Transit Authority of Harris County, Texas ( METRO ) competitive bidding requirements and can be used by METRO to procure such items; and WHEREAS, the Board of Directors for METRO, pursuant to the authority granted by TEX. GOV T CODE , et seq, desires to participate in TIPS, and is of the opinion that participating in TIPS will be highly beneficial to METRO and its taxpayers in light of the anticipated procurement savings to be realized; and WHEREAS, based on the foregoing, management recommends that METRO enter into an Interlocal Agreement with the Region VIII Education Service Center to participate in The Interlocal Purchasing System. NOW, THEREFORE, BE IT RESOLVED THAT: Section 1. The METRO Board of Directors has determined that participation in The Interlocal Purchasing System established by the Region VIII Education Service Center is in the best interests of METRO and the taxpayers that fund its services and operations. Section 2. The President & CEO of METRO is authorized to negotiate and execute an Interlocal Agreement with the Region VIII Education Service Center and to sign and deliver any and all necessary documents in connection therewith for and on behalf of METRO. Section 3. This Resolution is effective immediately upon passage. Page 1 of 2 Page 149 of 158

148 I hereby certify that the above resolution is accurate in describing the action herein of the Board of Directors on the date below. Cydonii Fairfax Executive Vice President & General Counsel PASSED this 26 th day of July, 2018 APPROVED this 26 th day of July, 2018 ATTEST: Reca Perry Assistant Secretary Carrin F. Patman Chair Page 2 of 2 Page 150 of 158

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151 2015 APTA AWARD WINNER Board of Directors Carrin F. Patman Chair Jim Robinson First Vice-Chair Cindy Siegel Second Vice-Chair Troi Taylor Secretary Lisa Castaneda Don Elder, Jr. Lex Frieden Sanjay Ramabhadran (Ram) Christel Spieler President& Chief Executive Officer Thomas C. Lambert Sole Source Justification - SAP Success Factors Recruiting System This sole source justification is to commence annual hosting fees for the SAP Success Factors Recruiting System. Determination of Need As part of the proposed project to implement SAP Success Factors Recruiting System, the hosting fees will need to be activated. Once activated, the selected vendor will be able to perform their tasks according as outlined in the scope of work and forthcoming contract. Determination Uniqueness of Service METRO is consolidating toward a single enterprise resource planning (ERP) system and Success Factors is the solution that SAP provides. The hosted Success Factors system is proprietary and is only provided by SAP. As such, this solution is unique to the proposed project. Attempts to Locate Competition/Similar Services METRO has surveyed the market and determined there are no other vendors who can provide this upgrade due to the proprietary nature of the software. Price Fairness & Reasonableness/Cost Considerations The current estimated vendor fee to deploy the SAP Success Factors Recruiting System is $110,000, with a continuing annual cost of $110,000. The amount of money that METRO will pay for this hosting service is similar to the amount paid by other public agencies. Based on our analysis, we consider this to be reasonable. Metropolitan Transit Authority of Harris County, Texas 1900 Main P.O. Box Houston, Texas RideMETRO.org APTA 2015 OUTSTANDING PUBLIC TRANSPORTATION SYSTEM Page 153 of 158