Regular Meetings of the Board of Directors of January 14 and 28, 2011.

Carried

Amended Subrogation Claim of Progressive Choice Insurance Company (Insured: Alison and James R. Urmson)

Carried

Amended Subrogation Claim of California State Automobile Association (Insured: Yee Pang Wong)

Carried

Claim of Kendra Stack

Carried

Claim of Thomas Stack

Carried

Claim of Yellow Cab Cooperative, Inc.

Carried

Claim of Dilshod Radjabov

Carried

Claim of Jose L. Zavala Villicana

Carried

Ratify Actions by the Auditor-Controller

Resolution No. 2011-017 (Finance-Auditing Committee/Committee of the Whole, February 24, 2011) ratifies actions taken by the Auditor-Controller, as follows:

Purchase

Date

Maturity

Date

Original

Cost

Percent

Yield

Accepts the Investment Reports for January 2011, as prepared by PFM.

Adopted

Presentation of Employee of the Month Award to Benjamin Valdez, Senior Network Administrator, District Division

President Reilly presented the Employee of the Month Award to Benjamin Valdez, Senior Network Administrator, District Division, and expressed her congratulations on behalf of the Board of Directors.

Report of the General Manager

Mr. Mulligan reported that, as requested by the Board, monthly bicycle incidents are included in the General Manager’s Report for the March 11, 2011, meeting of the Board.

He also reported that, with regard to the employee theft incident discovered in August 2010, and previously discussed with the Board, the District continues to coordinate with the Marin County District Attorney's Office and the Marin County Probation Department. Mr. Mulligan advised that the District Attorney has facilitated full and complete restitution of funds to the District from the former employee involved in this incident.

Attorney David Miller reported that all items contained in the Attorney’s Report are informational. He further reported that, with regard to a class action lawsuit brought against various insurance brokerage firms and insurance companies in which the District served in a lead plaintiff position, a settlement has been negotiated and approved by the court. The District has received an initial payment of $10,000.00 in recognition of its role as a lead plaintiff and anticipates receiving an additional sum of at least $500,000.00 as its share of the settlement proceeds.

Attorney Miller also reported that a Closed Session will be held just prior to the conclusion of this meeting, to discuss the following tem, listed on the Agenda as Item No. 6.B.1.:

“1.     Conference with Labor Negotiator
          Pursuant to Government Code Section 54957.6
          Designated Negotiator: Jerrold Schaefer, Esq.
          2011 Union Coalition”

Authorize Execution of Amendment No. 1 to Professional Services Agreement No. 2010-D-9, Strategic Development Plan for All Electronic Toll Collection, with Traffic Technologies, Inc., to Provide Technical and Project Management Services for All Electronic Tolling Conversion

Directors STROEH/SOBEL
Resolution No. 2011-018 authorizes execution of Amendment No. 1 to Professional Services Agreement No. 2010-D-9, Strategic Development Plan for All Electronic Toll Collection, with Traffic Technologies, Inc., in an amount not to exceed $955,500.00, for technical and project management services for all electronic toll collection conversion on the Golden Gate Bridge.

Adopted

AYES (14): Directors Boro, Campos, Chu, Elsbernd, Grosboll, Mar, McGlashan, Rabbitt, Renée, Sobel, Stroeh and Theriault; First Vice President Eddie; President Reilly
NOES (0): None
ABSENT (5): Directors Brown, Cochran, Moylan, Pahre and Snyder

Authorize Execution of Amendment No. 2 to Professional Services Agreement No. 2009-D-7, FasTrak® Technical Support Services, with Traffic Technologies, Inc., to Provide Toll Collection System Operations Support

Directors STROEH/RABBIT
Resolution No. 2011-019 authorizes Amendment No. 2 to Professional Services Agreement No. 2009-D-7, FasTrak® Technical Support Services, with Traffic Technologies, Inc., in an amount not to exceed $135,000.00, for toll collection system operations support services for all electronic toll collection conversion on the Golden Gate Bridge.

Adopted

AYES (14): Directors Boro, Campos, Chu, Elsbernd, Grosboll, Mar, McGlashan, Rabbitt, Renée, Sobel, Stroeh and Theriault; First Vice President Eddie; President Reilly
b None
ABSENT (5): Directors Brown, Cochran, Moylan, Pahre and Snyder

Opening Remarks by President Reilly

President Reilly reported that, in July 2010, the District explored the option of working with the Golden Gate National Parks Conservancy (Conservancy), which manages national park sites across the country. Staff has also been working with the National Park Service (NPS), which operates the national parks system. She stated that a Memorandum of Understanding between the District, the Conservancy and the NPS is proposed, as well as a Project Statement between the District and the NPS. Partnership goals are to enhance the visitor experience at the Golden Gate Bridge (Bridge), and to build a museum and visitor center.

PowerPoint Presentation

NPS General Superintendent Frank Dean described the geographic areas north and south of the Bridge that are included within the Golden Gate National Recreation Area.

Conservancy Executive Director Greg Moore displayed a PowerPoint presentation (PowerPoint), entitled “Partnership with the Golden Gate Bridge District, National Park Service, and Golden Gate National Parks Conservancy presented at the Bridge District Board of Directors Meeting.” The PowerPoint provided a list of services the Conservancy could provide. It included a brief history of the Conservancy and a list of accomplishments. It also detailed the Conservancy’s vision for the proposed partnership with the District and the NPS, enhanced by drawings and photographs of public areas the Conservancy has worked to rehabilitate and conceptual drawings of upcoming projects. A number of slides depicted the Conservancy’s concepts for the 75th Anniversary Celebration of the building of the Bridge. The PowerPoint provided examples of products developed for use at previously renovated landmarks and visitor destinations. A list of highlights of the partnership concluded the presentation. A copy of the PowerPoint is available from the Office of the District Secretary and on the District’s web site.

Mr. Moore narrated the PowerPoint, stating that the Bridge is the psychological and physical centerpiece of the Bay Area, as well as the centerpiece of Golden Gate National Parks. He stated that the Conservancy was created approximately 30 years ago, and has completed many projects within federal parks. In addition, the Conservancy develops products to enhance the visitor experience. Mr. Moore stated that ground breaking for a Golden Gate overlook is expected to take place soon. A gift to the Conservancy from the Bechtel Foundation provided the necessary funding.

Describing other Conservancy projects, he stated that the tenth anniversary of the Crissy Field renovation was celebrated recently. Crissy Field was renovated by the Conservancy with the assistance of many volunteers. Other area restoration sites include Fort Baker and Alcatraz Island (Alcatraz). He noted that the Conservancy works daily with the NPS to assure that Alcatraz is accessible to visitors. The Alcatraz gardens, which were planted by military families and cared for by inmates and guards, are being restored by the Conservancy.

Mr. Moore noted that many trails converge at the Golden Gate. He stated that the Conservancy and the NPS are partners in area trail improvements and have added overlooks and a safe bicycle lane on the Bay Trail. He detailed a number of area projects that the Conservancy has worked on together with the NPS. He noted that, in each case, fundraising was pursued by the Conservancy, with excellent results. In addition, the Conservancy helps operate visitor centers, side by side with park rangers, reaching about 2.5 million parks visitors annually.

He described products developed by the Conservancy for sale to visitors, which not only enhance the visitor’s experience, but provide funding for operation and maintenance of visitor sites. Examples of products developed by the Conservancy include books, maps, trail guides and comic books, as well as commemorative cups and videos. In addition, the Conservancy does marketing and branding, and hosts fundraising events.

Mr. Moore remarked that people in the Bay Area have been very generous, giving $10 million in donations annually, as well as providing the assistance of 31,000 volunteers and 390 corporate civic groups each year.

In regard to the 75th Anniversary of the Bridge, Mr. Moore stated that the Conservancy would like to collaborate with the District for the celebration. He noted that the 75th Anniversary would be the first business to be undertaken. Thereafter, sites, overlooks and basic services to visitors could be addressed. He added that the Conservancy believes that the celebration will have regional dimensions and that other organizations will likely wish to be involved. Good marketing and media campaigns will be important.

Remarks by General Manager

Mr. Mulligan provided a brief background of the formation of the District. He reported that the land upon which the Bridge is built is now owned by NPS, making them a logical partner for the District. He added that some of the goals of the proposed partnership are to take advantage of the site, engage the public and do so at the most favorable cost. A partnership with an agency that has experience in fundraising would make it possible to meet those goals.

He reported that a Memorandum of Understanding (MOU) would be executed that would engage the District, the Conservancy and the NPS in the pursuit of various shared goals and objectives. Specifically, the MOU includes opportunities for stewardship, short-term goals for the 75th Anniversary, and long-term goals, such as a permanent visitor facility for future generations. In addition, the MOU will provide the legal framework within which to proceed.

An Agreement between the Conservancy and the District will also be executed, which contemplates District review and approval of Conservancy activities. In addition, the Agreement will specify that no toll revenues will be used. The Conservancy will provide staff for their activities, with District employees who wish to apply for work with the Conservancy being provided the first employment opportunities. A broad-based Merchandising Program will be undertaken by the Conservancy to assist these endeavors.

He concluded by stating that, once the 75th Anniversary has been completed, remaining funds will be used to build future attractions, such as a museum and visitor center. Once these goals have been achieved, the District will negotiate a share of gross revenues to support the District’s business mission. He indicated that the Conservancy will be required to provide their accounting records for audit. He stated that the term of the proposed agreement will be ten years, with automatic renewal absent a decision by either party to opt out. In conclusion, he noted that the District will retain title to improvements; however, should the District terminate the Agreement prior to the Conservancy realizing earnings, the District then will be responsible for a monetary amount.

Discussion by the Board

Discussion ensued, including the following comments and inquiries:

• Director Stroeh commented that the presentation was excellent, and thanked the representatives of the Conservancy and the NPS.

• Director Theriault inquired as to whether the Board’s approval would be required for various actions during the term of the proposed MOU and Project Statement. Mr. Mulligan responded affirmatively. Attorney Miller added that the Board has latitude to work with the General Manager as to how to manage the approval process internally.

• Director Campos inquired as to whether young people or schools would be able to get involved. In response, Mr. Moore stated that involvement of youth is anticipated. He provided the example of Crissy Field, which is operated in conjunction with the NPS. He stated that there is specific intent to involve youth. He observed that the Conservancy serves 65,000 young people annually. The Bridge could provide an excellent opportunity for young people, such as an educational curriculum about engineering.

• Director Boro commented that the theme of the Marin County Fair, to be held over the July 4th weekend, is “Golden Gate Bridge – Celebrating 75 Years,” and thanked the Conservancy and the NPS for the presentation. He stated that there will be many opportunities for children and young people to participate.

• Director Sobel commented that Advisory Committee meetings with Mr. Moore and his staff have been excellent and have outlined the many possibilities for youth and others, including seniors and people who have never had contact with the Bridge. Much more can come over time. He added that the 2012 Sonoma-Marin Fair theme will be “The Golden Gate Bridge 75th Anniversary” and many activities related to this theme will be offered.

• Director Grosboll made the following inquiries:
  • He inquired as to whether current District employees who may be affected by the proposed change to All Electronic Tolling would be able to become employed by the Conservancy. In response, Mr. Mulligan stated that retail positions are planned to be staffed by Conservancy employees, with positions expected to become available in approximately 9 months. He added that District employees who wish to be employed in retail positions could apply for these positions.
  • He inquired as to the location of retail sales within the visitor center. In response, Mr. Mulligan stated that details will become available at a later time.
  • He inquired as to whether a timeline is available for the museum. Mr. Mulligan responded that the timeline is uncertain at this time.

• Director Eddie commented that the District has a great deal of material for a museum, and that putting such items in the public eye will reflect favorably on the District. He stated that a museum project would be very advantageous to the District.

Action by the Board

Directors STROEH/BORO
Resolution No. 2011-020 approves and authorizes execution of the following agreements:

Agreement between the District and the Golden Gate National Parks Conservancy for the Golden Gate Bridge 75th Anniversary visitor experience projects and activities, and merchandising activities.

Adopted

AYES (14): Directors Boro, Campos, Chu, Elsbernd, Grosboll, Mar, McGlashan, Rabbitt, Renée, Sobel, Stroeh and Theriault; First Vice President Eddie; President Reilly
NOES (0): None
ABSENT (5): Directors Brown, Cochran, Moylan, Pahre and Snyder

Authorize Resolutions of Appreciation to Former Second Vice President Lynne Newhouse Segal and Former Director Joanne Sanders in Recognition of their Dedicated Service on the Board of Directors of the Golden Gate Bridge, Highway and Transportation District

Directors EDDIE/McGLASHAN

Resolution No. 2011-021 authorizes Resolutions of Appreciation to former Second Vice President Lynne Newhouse Segal and former Director Joanne Sanders in recognition of their dedicated service on the Board of Directors of the Golden Gate Bridge, Highway and Transportation District.

Adopted

AYES (14): Directors Boro, Campos, Chu, Elsbernd, Grosboll, Mar, McGlashan, Rabbitt, Renée, Sobel, Stroeh and Theriault; First Vice President Eddie; President Reilly
NOES (0): None
ABSENT (5): Directors Brown, Cochran, Moylan, Pahre and Snyder

Closed Session

Attorney David Miller, at the request of President Reilly, stated that the Board of Directors would convene in Closed Session, to discuss the matters listed under Closed Session, outlined above in Item No. 6.

After Closed Session, President Reilly called the meeting to order in open session with a quorum present. Attorney Miller reported that the Board of Directors had met in Closed Session, as permitted by the Brown Act, to discuss the matters listed under Closed Session, outlined above in Item No. 6. He reported that no action was taken during the Closed Session.