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HomeMy WebLinkAbout2021-07-22 Agenda CapeFearPublicTransportationAuthority Agenda CHAIR CFPTABoard Meeting Tony Caudle Thursday, July 22, 2021 Interim Wilmington City Manager 12:30 pm VICECHAIR Boardroom Forden Station Chris Coudriet New Hanover County Manager 205 Cando St. Wilmington, NC BOARDMEMBERS **VirtualMeetingviaVideoandTelephoneConference** Kemp Burpeau Deputy Attorney, To join the meeting, call (312)757-3121, then enter accesscode: 844 936 749. To New Hanover County view the video:https://global.gotomeeting.com/join/844936749. John Joye Pursuant to Centers for Disease Control and Prevention, Department of Health and Wilmington City Attorney Human Servicesorder underSection 361 of the Public Health Service Act (42 Mike Kozlosky U.S.C.264)and 42 CodeofFederalRegulations70.2, 71.31(b), 71.32(b):Persons Executive Director, Wilmington Urban Area MPO must wearmasks over the mouth and nosewhen traveling on conveyances into and within the United States.Persons must also wear masks at transportation hubsas Paul Lawler defined as means any airport, bus terminal, marina, seaport or other port, subway Wilmington City Council Appointee station,terminal (including any fixed facility at which passengers are picked-up or Laura Mortell discharged), train station, U.S. port of entry, or any other location that provides Budget Director, City of Wilmington transportation subject to the jurisdictionof the United States. (Expires September 13, 2021) Honorable Deb Hays New Hanover County Commissioner Tony Caudle,BoardChair,Presiding Lisa Wurtzbacher Chief Financial Officer, 1.Calltoorder New Hanover County Attendance (Rollcallofmembers) 2.Moment of silence 3.Approval of meeting agenda 4.Publiccomment Individuals who would like to provide public comment must sign-up in advance on the meetingpage.Writtencomments can be submitted electronically via info@wavetransit.com.Written comments received up to onehour before the meeting will be provided to Board members electronicallyduring the meeting. Public commentis limited to five minutesper speaker. 5.Public Hearing on ConCPT Funding Application with North Carolina Department of Transportation 6.Consent Agenda TheBoardwillconsiderasingleactiontoapproveallitemsontheconsent agenda. Minutes:June 24,2021BoardMeeting(p. 4) 1 7.Introductions Introduction and Presentation of Transdev Services, Inc.-M. Parker Introduction of new CFPTA Staff M. Parker 8.Updates Governance Structure J. Joye Transit Funding T. Caudle/C. Coudriet Protest Committee J. Joye 9.Report by Director of Finance and Administration J. Mininni 9a.June 2021 Operational Statistics Report(p. 7) 9b.June 2021 Financial Statement(p. 8) 9c.Federal Funding Comparative Analysis 9d.Audit Services (Action Item) Approval of audit services to be performed by PBMares LLP. The Authority is required to have an annual independent audit completed by both federal and state funding sources. This expenditure has been appropriated in the FY22 budget. Approval of the contract and associated documents is recommended. File Attachments Communication Letter (p. 9), Arrangement Letter(p. 12), and Contract(p. 2) 10.Report by Deputy DirectorM. Matheny 10a.Making Waves Foundation File Attachments MakingWavesFoundation Draft SummaryReport(p. 3), Financial Statement (p. 3), Making Waves ByLaws (p.), Community Grant Files(p. 4) 10b.Shelter Amenities Upgrades (Action Item) Approval ofthe purchase order with BrascoManufacturing, LLC intheamount of$66,760 for shelter amenities for upgrades at six (6) bus stoplocations withinthe service network. Fundingforthe project at80%is identified through theapproved Section 5339 Bus and Bus File Attachments Purchase Order (p.5) 10c.University of North Carolina Wilmington Service Agreement (Action Item) Approval of contract agreement with the University of North Carolina Wilmington (UNCW) for delivery of transportation services administered under the UNCW Seahawk Shuttle Program. Motion to grant authorization to Executive Director to enter contract with the universityat approved service level for a period of one year. File Attachments FY22 UNCW Seahawk Shuttle Program Update(p. 5), and Feeschedule (p.) 11.Executive Director Briefing -M. Parker 11a.Monthly Updates 11b.Route Changes (Action Item) Approval of route changes for Route 203 Port City Trolley and Route 205 Long Leaf Park. 2 Adjustments are targeted to improve access and increase ridership. Efficiency in route timing is unchanged on Route 203 and improvements are recognized on Route 205. File Attachments Route Change ProposalPacket1 Port City Trolley (p.)and Route ChangeProposalPacket2 Route 205(p. 6) 11c.MicroTransit TaaS Award (Action Item) Approval ofaward for provision of Transportation as a Service for Wilmington Regional Microtransit Projectwithsupporting bid tabulationevaluation of three interviews and proposals will be disseminated at the meeting. Service is scheduled to begin October 1,2021. Motion to grant authorization to ExecutiveDirectorto enter contract with selected vendor fora contract for a period of one year. 11d.Resolution -Application for WMPO Funding Authorizing the Authority to submit anapplication to the Wilmington Metropolitan Planning Organization (WMPO) in the amount of $273,343 for forPassenger Amenity Upgrades. Includes installation orupgrades for a total of19 passenger stops. File Attachments Resolution (p. 6),PassengerAmenitiesPeer Review (p. 6),and Draft Application with Proposed AmenitiesList(p.) 12.New Business 13.Nextmeeting: ThursdayAugust 26,2021 12:30 pm Forden Station 14.Adjourn Cape Fear Public TransportationAuthority FordenStation205 Cando St, Wilmington, NC 28405 910-343-0106wavetransit@wavetransit.comwww.wavetransit.comPage3of 3 3 SUMMARY MINUTES MEETING OF THE BOARD OF DIRECTORS CAPE FEAR PUBLIC TRANSPORTATION AUTHORITY JUNE 24, 2021 A meeting of the Cape Fear Public Board of Directors was called to order at 12:33 pm on Thursday, June 24, 2021by Board Chair Tony Caudle at 1480 Castle Hayne Rd., Wilmington, North Carolina and virtually via telephone and video conference. Board Members PresentStaff Members Present Tony Caudle,ChairmanMarie Parker, Executive Director Chris Coudriet,Vice-ChairmanMegan Matheny, Deputy Director Kemp Burpeau, NHCAttorney Joe Mininni, Director of Finance and Hon. Deb Hays, NHC Commissioner Administration John Joye, City ofWilmington AttorneyMary Crawford, Accounting Coordinator Mike Kozlosky, WMPO Executive Director Cliff Rode,Paratransit Manager Paul Lawler, City of Wilmington AppointeeKathy Williams, Customer Service Laura Mortell,City of Wilmington Budget andSupervisor Research Director Lisa Wurtzbacher, NHCChiefFinance Officer Others in Attendance: Justin Augustine, Bill Harned, Abby Lorenzo, Dan eilly,Harrison W. Neilly, Yzosne Riley, Nathan Slater, William Snow, andRandolph Williams. Roll Call -Chairman Caudle conducted roll call with all members confirmed as present. Approval of the June 24, 2021, Board of Directors Meeting Agenda-Mr. Coudrietmoved to approve the meeting agendaas presented.There was a second by Ms. Mortell and the motion carried. Discussion on Fiscal Year 2022 Meeting Schedule-Ms. Hays requested correction to the July 2021 thnd meeting date from Saturday, July 24to Thursday, July 22.Mr. Coudriet moved to begin the meetings at 12:30 pm and approve the meeting scheduleas presented. There was a second by Mr. Joye andthe motion carried. Public Comment-Ms. Yzosne Riley,1328 ATU Local Chief Shop Steward.Ms. Riley thanked the board for listening to their concerns. Shesaid they are eager to move forward with Transdevas the new management contractor. Approval of the June 24, 2021 Consent Agenda-Mr. Caudle entertained a motion for approval of the consent agenda. Mr. Coudriet made a motion to approve the consent agenda with removal of Item #2 Approval of the minutes from the June 16, 2021 special meeting. There was a second by Ms. Mortell and the motion carried. Abrief discussion regarding the formal protest received on behalf of First Transit as to the award of transit management service contract to Transdev was led by Mr. Joye. Mr. Joye made a motion to approve Item #2 Approval of the minutes from the June 16, 2021 special meetingfollowing discussion. There was a second by Mr. Coudriet and the motion carried. Ms. Fox recommended the board form a committee to evaluate the content of the protest and to make certain that the company initiating the protest receives a fair evaluation.Mr. Caudleentertained a motion for creation of a Protest Committee delegating and nominating Mr. Joye, Mr. Burpeau andMr.Mortell to serve on the Committee with full and final decision authority delegated to the Committee. There was a second by Mr. Lawler and the motion carried. Њ 4 Public Hearing Fiscal Year 2021-2022 Budget- Mr. Caudle opened the public hearing Fiscal Year 2021-2022 Budget. Hearing no commentsfrom the public,Mr. Caudleclosedthepublic hearing. Ms.Mortell made amotion to approvetheFiscal Year 2021-2022budget as presented. There was a secondbyMs. Wurtzbacher and the motion carried. Governance Structure Update- Mr. Joyereportedfeedback was receivedfrom theCity of Wilmington and New Hanover governing board confirming New Hanover Countyis planningto includeatransit tax in the budget for nextfiscal year. Proceedsfrom such tax would be allocatedto public transportation and notsolelyto Wave Transit.Mr.Joye statedadraft, whichidentifies adedicatedfundingsource and addition of local governmentsas they begintobuild consensus for transit in our region,isanticipatedfor July. Funding Update-An updateon the¼cent sales tax asa potential local dedicated fundingsource for Wave Transit wasprovided. Mr.Coudriet stated the formulais definedinthestatute. He confirmed monies aredisbursed by a per-capitaformulabetweentheCity of WilmingtonandNew Hanover County. He statedthe beach towns will not receive direct appropriation unless theychoose to becomea partyto WaveTransit. If theyelect notto,55% ofthe fundingwill go to the City of Wilmington and 45% will go to New Hanover County.Mr. Coudriet confirmedCommissioner Zapple, Commissioner Barfield, Mayor Pro Tem Haynes, and Councilman Spearswill actas thechief message developersingarnering support for thesales taxreferendum. Staff Report- Ms. Mathenyreported vandalism toglass panels at eleven shelter amenitieswas realized over the weekend. She confirmed a durableandcost-effective repair solution has beenidentified by staff. Ms. Matheny confirmed a purchase order with Brasco International for replacement panels will be presentedunder New Business. An update on Non-emergencyMedical Transportation(NEMT)services under the Medicaid transformationwasprovided. Ms. Matheny providedan overview and planning horizon for re-engagement of the Making Waves Foundation. She confirmedpublication of the communitygrant applicationis slated for early July, a revisedthree-member Board of Directors appointed and seated withtheclose ofJuly, and the first round ofcommunity grant awardsoccurring September 2021. Mr. Mininni provided an update on current financials confirming $300,000CARESActfunding will be utilized to Mr. Coudriet tasked staff withrevenueand drawdown projections for the coming years. ContractorReport-Mr. Caudle recognized Mr. eillytogive the report.Mr., on behalf of FirstTransit,thanked the board for ten years ofservice. He spoke to achievements realized during First Mr.thanked the board, once again,forthe opportunity. - Ms. Parker proposed a minor route modification tothe Port City Trolley Program for serviceto the Wilmington Convention Center speaking to eventsscheduled, benefits to employeesand guests, and opportunity to increase ridership. Sheconfirmed communications with the City of Wilmington Parking Manager haveoccurred and spoke to a potential need for increased hours and frequency on the trolley on dates in which eventsare scheduled at the Riverfront Park Amphitheater. A minor route modification for Route 205 Long Leaf Park with support for the revision was also presented. Ms. Parker confirmedthataformal request for supportofthe proposed revisions will be presented at the July meeting. Ћ 5 Ms. Parker provided an update on projects underway and forthcoming, including the regional, on- demand/Microtransit effort. Ms. Parker recommended approvalof theResolution Authorizing Submittal of Grant Application for NCDOT Section 5311 CARESAct Fundingincludedin the agenda packet. Ms. Mortell made a motion to approve the resolution as presented. Therewas a secondby Ms. Hays and the motion carried. Ms. Parker recommended approval of the Resolution Authorizing Submittal of Grant Application for NCDOT Consolidation and Coordination of Public Transportation Systems (ConCpt) Program Funding included in the agenda packet. Mr. Kozloskymade a motion to approve the resolution as presented. There was a second by Mr. Joye and the motion carried. Evaluation of Executive Director-Pursuant to NCGS 143-318-11(a)(6)-Mr. Coudriet made a motion to enterclosed session for evaluation of the Executive Director.Mr. Joye seconded the motion to enter closed session pursuant to NCGS 143-318-11(a)(6)and the motion carried.Ms. Hays made a motion for st a3% pay increasefor the Executive Directorfor July 1with a subsequentevaluationoccurring November2021. Therewas a second by Ms. Mortell and themotion carried. Mr. Caudle recommended establishment of an evaluation committee to identifyobjectives and evaluation criteria for the Executive Director in advance of November. He recognized Ms. Hays, Mr. Lawler,and Mr. Kozlosky to sit on the committee. Mr. Coudriet made a motion for the creation of an evaluation subcommittee comprised on Ms. Hays, Mr. Lawler,and Mr. Kozloskyfor the purposes stated. There was a second by Mr. Lawler and the motion carried. New Business and Comments from the Board-Mr. Lawler asked if an update regarding efforts undertaken by staff to bring customers back. Mr. Caudlestated that he is concerned that at the moment there is too much on the plate and not sure of the priority that can be placed at this point.Mr. Joye stated that having a thoughtful forecast would be very powerful and helpful, but Ms.Parker must be given enough time to do it. Ms. Parker presented a PO for approval forthe replacement glass of ninebus shelters.Mr. Lawler entertained a motion to approve the PO for replacement bus shelter glass in the amount of $25,667.25. There was a second by Ms. Mortell and the motion carried. Ms. Parker referenced the FY22 BudgetOverviewpresentation provided during the May 2021 meeting andrequested further clarification as to the request.Mr. Coudriet said that he would like to see how that leads into the expected budget for each year in terms of the other revenues that come from the city and county.Mr. Coudriet requested federal fundsas an option and guidance of what is allowable. Adjournment-Ms. Hays made a motion to adjourn the June 2021 meeting. There was a second by Mr. Lawler and the motion carried. Next Meeting-The next regularly scheduled board meetingwill be held on Thursday, July 22, 2021 at 12:30 pm in the Forden Station boardroom located at 505 Cando St. Ќ 6 MONTHLY OPERATIONS REPORT JUNE 2021 MANAGED BY FIRST TRANSIT MONTHLYFiscal Year to Date Fixed Route This Month Ridership Statistics% Change CurrentLast Year% ChangeCurrentPrior Total Bus Passenger Trips 39,933 39,7200.54% 489,767 709,026 -30.92% Total Trolley Passenger Trips 2,190 2,251-2.71% 25,291 37,458-32.48% Total UNCW Passenger Trips - -100.00% 33,361 368,523 -90.95% Total Fixed Route Passenger Trips42,12341,9710.36%548,4191,115,007-50.81% Average Weekday Passenger Trips 1,647 1,648-0.06% Average Saturday Passenger Trips 842 8311.32% Average Sunday Passenger Trips 632 5975.86% Operating Statistics - Fixed Route Miles btwn Preventable Accidents 104,769 97,1837.81% Operator Overtime5.78%11.95%-51.63% Revenue Service Delivered99.64%99.82%-0.18%99.66%99.15%0.51% Passenger Trips per Revenue Hour7.856.3224.25%7.3314.68-50.05% Farebox Revenue and Pass Sales$49,537$1,8322603.98%$338,682$604,883-44.01% Average Fare per Bus Passenger$1.18$0.052252.02%$0.66$0.85-22.64% Maintenance Maintenance Cost per Revenue Mile$0.11$0.34-67.65%$0.30$0.2711.11% PM Compliance93.90%88.90%5.62%94.61%96.80%-2.26% Percentage of Vehicles Shopped13%8%57.50% Maintenance Overtime4.82%2.84%69.72% MANAGED BY AUTHORITYMONTHLYFiscal Year to Date Paratransit This Month Ridership Statistics % Change CurrentLast Year% ChangeCurrentPrior Total ADA Passenger Trips1,720724137.57%14,11420,588-31.45% Total Non ADA Passenger Trips2,4781,33485.76%21,33628,726-25.73% Total Vaccine Passenger Trips10333 Total Paratransit Passenger Trips4,2082,058104.47%35,78349,314-27.44% Average Weekday Passenger Trips18992104.99% Average Saturday Passenger Trips15884.38% Average Sunday Passenger Trips000.00% Operating Statistics - Paratransit Miles btwn Preventable Accidents137,795103,98032.52% Missed Trips0.00%0.00%0.00%0.00%0.06%0.00% Passenger Trips/Revenue Hour3.353.61-7.09%3.613.1315.39% ADA On Time Performance98.3%99.8%-1.50%99.6%98.4%1.22% Operator Overtime1.68%1.23%.% WavePool * Total Passenger Trips 1050100.00%1,8362,187-16.05% Passengers per Hour 1.200.00100.00%1.016.05100.00% Vanpools in Operation10100.00% Special Services Amtrak Passengers965477.78%1,1702,225-47.42% * Results listed are estimated for the month of June. Actual data was unavailable at time of issuance of report. 7 Cape Fear Public Transportation Authority Statement of Operating Position - PROJECTED Date : 7/1/2020 -6/30/2021 Budget Scenario : 2021 BOD Adopted 6-25-20 ActualBudget Variance100% GL account Annual Operating revenues Farebox revenues 263,029 500,000 (236,971)52.61% 500,000 UNCW 33,043 450,000 (416,957)7.34% 450,000 Passes 74,379 150,000 (75,621) 49.59% 150,000 Contracted services Fixed Route 555,175 381,914 173,261145.37% 381,914 Paratransit 317,403 596,500 (279,097)53.21% 596,500 Total: Operating revenues 1,243,029 2,078,414 (835,385)59.81% 2,078,414 Operating Subsidies Subsidies Federal grants 2,903,043 2,764,209 138,834105.02% 2,764,209 Federal CARES Act 2,372,496 2,090,908 281,588113.47% 2,090,908 State grants 6,393 - 6,3930.00%- Subsidy from primary government City of Wilmington 1,489,668 1,489,668 -100.00% 1,489,668 New Hanover County/MPO 340,792 340,792 -100.00% 340,792 Subsidy from other governments 18,422 26,509 (8,087)69.49% 26,509 Local Government Pledged to Capital(45,000) (73,614) 28,61461.13% (73,614) Transfer to/from Fund Balance 150,296 150,296 -100.00% 150,296 Other Income 176,698 154,020 22,678114.72% 154,020 Total: Subsidies 7,412,808 6,942,788 470,020106.77% 6,942,788 Total: Revenues and Subsidies 8,655,837 9,021,202 (365,365)95.95% 9,021,202 Operating expenses Salaries and wages Fixed Route3,300,575 3,447,275 146,70095.74% 3,447,275 Paratransit733,152 843,492 110,34086.92% 843,492 Taxes and benefits Taxes275,812 322,127 46,31585.62% 322,127 Benefits1,140,888 1,118,297 (22,591) 102.02% 1,118,297 Fuels and lubricants424,228 498,280 74,05285.14% 498,280 Maintenance452,236 346,450 (105,786)130.53% 346,450 Tires65,533 75,500 9,96786.80% 75,500 Communications & Utilities151,482 168,800 17,31889.74% 168,800 Professional services452,486 460,000 7,51498.37% 460,000 Other services166,215 200,200 33,98583.02% 200,200 Insurance Liability & Property339,559 382,640 43,08188.74% 382,640 Auto429,884 457,121 27,23794.04% 457,121 Worker Comp144,167 197,970 53,80372.82% 197,970 Office supplies and expenses41,007 40,450 (557)101.38% 40,450 Marketing6,550 15,500 8,95042.26% 15,500 Other expenses532,063 447,100 (84,963) 119.00% 447,100 Total: Operating expenses 8,655,837 9,021,202 365,36595.95% 9,021,202 Net Results - 8 June 29, 2021 To the Board of Directors Cape Fear Public Transportation Authority Wilmington, North Carolina Attention: Marie Parker, Executive Director, and Joseph Mininni, Finance Director This letter is intended to communicate certain matters related to the planned scope and timing of our audit uthority) financial statements and compliance as of and for the year ending June 30, 2021. Communication Effective two-way communication between our firm and members of the Authority is important to understanding matters related to the audit and developing a constructive working relationship. Your insights may assist us in understanding the Authority and its environment, identifying appropriate sources of audit evidence and providing information about specific transactions or events. We will discuss with you your oversight of the effectiveness of internal control and any areas where you request additional procedures to be undertaken. We expect that you will timely communicate to us any matters you consider relevant to the audit. Such matters might include strategic decisions that may significantly affect the nature, timing and extent of audit procedures, your suspicion or detection of fraud or abuse, or any concerns you may have about the integrity or competence of senior management. We will timely communicate to you any fraud involving senior management and other known or likely fraud, noncompliance with provisions of laws, regulations, contracts or grant agreements or abuse that are likely to have a material effect on the financial statements. We will also communicate illegal acts, instances of noncompliance, fraud or abuse that come to our attention (unless they are clearly inconsequential), and disagreements with management and other serious difficulties encountered in performing the audit. We also will communicate to you and to management any significant deficiencies or material weaknesses in internal control that become known to us during the course of the audit. Other matters arising from the audit that are, in our professional judgment, significant and relevant to you in your oversight of the financial reporting process will be communicated to you in writing after the audit. 9 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 2 Independence Our independence policies and procedures are designed to provide reasonable assurance that our firm and its personnel comply with applicable professional independence standards. Our policies address financial interests, business and family relationships, and non-audit services that may be thought to bear on independence. For example, without our permission, no partner or professional employee of PBMares, LLP is permitted to have any direct financial interest or a material indirect financial interest in a client or any affiliate of a client. Also, if an immediate family member or close relative of a partner or professional employee is employed by a client in a key position, the incident must be reported and resolved in accordance with firm policy. In addition, our policies restrict certain non-audit services that may be provided by PBMares, LLP and require audit clients to accept certain responsibilities in connection with the provision of permitted non-attest services. The Audit Planning Process Our audit approach places a strong emphasis on updating our understanding of how the Authority functions. This enables us to identify key audit components and tailor our procedures to the unique aspects of your operations. The development of a specific audit plan will begin by meeting with you and with management to update our understanding of business objectives, strategies, risks and performance. As part of updating our understanding of the Authority and its environment, we will update our understanding of internal control. We will use this understanding to identify risks of material misstatement and noncompliance, which will provide us with a basis for designing and implementing responses to the assessed risks of material misstatement and noncompliance. We will also update our understanding of the users of the financial statements in order to establish an overall materiality level for audit purposes. We will conduct formal discussions among engagement team members to consider how and where your financial statements might be susceptible to material misstatement due to fraud or error or to instances of noncompliance, including abuse. The Concept of Materiality in Planning and Executing the Audit We apply the concept of materiality in both planning and performing the audit; evaluating the effect of identified misstatements or noncompliance on the audit and the effect of uncorrected misstatements, if any, on the financial statements; forming the opinion in our report on the financial statements; and determining or reporting in accordance with Government Auditing Standards and other compliance reporting requirements. Our determination of materiality is a matter of professional judgment and is affected by our perception of the financial and compliance informational needs of users of the financial statements. We establish performance materiality at an amount less than materiality for the financial statements as a whole to allow for the risk of misstatements that may not be detected by the audit. We use performance materiality for purposes of assessing the risks of material misstatement and determining the nature, timing and extent of further audit procedures. Our assessment of materiality throughout the audit will be based on both quantitative and qualitative considerations. Because of the interaction of quantitative and qualitative considerations, misstatements of a relatively small amount could have a material effect on the current financial statements as well as financial statements of future periods. We will accumulate misstatements identified during the audit, other than those that are clearly trivial. At the end of the audit, we will inform you of all individual uncorrected misstatements aggregated by us in connection with our evaluation of our audit test results. 10 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 3 Our Approach to Internal Control and Compliance Relevant to the Audit Our audit of the financial statements, including compliance, will include updating our understanding of internal control sufficient to plan the audit and determine the nature, timing and extent of audit procedures to be performed. An audit is not designed to provide assurance on internal control or identify significant deficiencies or material weaknesses. Our review and not undertaken for the purpose of expressing an opinion on the effectiveness of internal control. We will issue reports on internal control related to the financial statements and major programs. These reports describe the scope of testing of internal control and the results of our tests of internal control. Our reports on internal control will include any significant deficiencies and material weaknesses in the system of which we become aware as a result of updating our understanding of internal control and performing tests of internal control consistent with the requirements of Government Auditing Standards issued by the Comptroller General of the United States; the Single Audit Act, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards at 2 CFR 200 (Uniform Guidance); the U.S. Compliance Supplement; and the State Single Audit Implementation Act of North Carolina. We will issue reports on compliance with laws, statutes, regulations, and the terms and conditions of federal and State awards. We will report on any noncompliance that could have a material effect on the financial statements and any noncompliance that could have a direct and material effect on each major program. Our reports on compliance will address material errors, fraud, abuse, violations of compliance requirements, and other responsibilities imposed by state and federal statutes and regulations and assumed by contracts; and any state or federal grant, entitlement or loan program questioned costs of which we become aware, consistent with the requirements of the standards, regulations, and supplement identified above. Timing of the Audit We have scheduled audit field work for the week of A adherence to its closing schedule and timely completion of information used by us in performance of the audit is essential to timely completion of the audit. Closing We will be pleased to respond to any questions you have about the foregoing. We appreciate the opportunity to continue to be of service to the Authority. This communication is intended solely for the information and use of the Board of Directors and is not intended to be, and should not be, used by anyone other than this specified party. Sincerely, PBMares, LLP Robert E. Bittner III, CPA, MBA Partner 11 June 29, 2021 Board of Directors Cape Fear Public Transportation Authority Wilmington, North Carolina Attention: Marie Parker, Executive Director, and Joseph Mininni, Finance Director The Objective and Scope of the Audit of the Financial Statements You have requested we audit the Cape Fear Public unit of the City of Wilmington, North Carolina, business-type activity as of and for the year ending June 30, 2021, which comprises the basic financial statements. In addition, supplementary financial information and the Schedule of Expenditures of Federal and State Awards presented in relation to the financial statements taken as a whole will be subjected to the auditing procedures applied in our audit of the basic financial statements. We are pleased to confirm our acceptance and our understanding of this audit engagement by means of this letter. Our audit will be conducted with the objective of our expressing an opinion on the financial statements. We will also perform the audit of the Authority as of June 30, 2021 so as to satisfy the audit requirements imposed by the Single Audit Act and Subpart F of Title 2 U.S. Code of Federal Regulations (CFR) Part 200, Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance) and the State Single Audit Implementation Act. The Responsibilities of the Auditor We will conduct our audit in accordance with auditing standards generally accepted in the United States of America (GAAS); Government Auditing Standards issued by the Comptroller General of the United States (GAS); the provisions of the Single Audit Act; Subpart F of Title 2 U.S. CFR Part 200, Uniform Guidance; Compliance Supplement; and the State Single Audit Implementation Act. Those standards, regulations, supplement and Act require we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The pro including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluating the overall presentation of the financial statements. 12 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 2 Because of the inherent limitations of an audit, together with the inherent limitations of internal control, an unavoidable risk that some material misstatements may not be detected exists, even though the audit is properly planned and performed in accordance with GAAS. Also, an audit is not designed to detect errors or fraud that are immaterial to the financial statements. The determination of waste or abuse is subjective; therefore, GAS does not expect us to provide reasonable assurance of detecting waste or abuse. In making our risk assessments, we consider internal fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances but not for the purpose of expressing internal control. However, we will communicate to you in writing concerning any significant deficiencies or material weaknesses in internal control relevant to the audit of the financial statements that we have identified during the audit. We will also communicate to the Board of Directors (a) any fraud involving senior management and fraud (whether caused by senior management or other employees) that causes a material misstatement of the financial statements that becomes known to us during the audit, and (b) any instances of noncompliance with laws and regulations that we become aware of during the audit (unless they are clearly inconsequential). The funds you have told us are maintained by the Authority and that are to be included as part of our audit are listed here: I.Enterprise Operating Fund II.Capital Projects Fund - Enterprise The federal and state financial assistance programs and awards you have told us the Authority participates in and are to be included as part of the single audit are listed on Attachment A. We are responsible for the compliance audit of the major programs under the Uniform Guidance and State Single Audit Implementation Act, including the determination of major program, the consideration of internal control over compliance, and reporting responsibilities. Our reports on internal control will include any significant deficiencies and material weaknesses in controls of which we become aware as a result of obtaining an understanding of internal control and performing tests of internal control consistent with requirements of the standards, regulations, supplement and Act identified above. Our reports on compliance matters will address material errors, fraud, waste or abuse, violations of compliance obligations, and other responsibilities imposed by state and federal statutes and regulations or assumed by contracts; and any state or federal grant, entitlement or loan program questioned costs of which we become aware, consistent with requirements of the standards, regulations, supplement and Act identified above. The Responsibilities of Management and Identification of the Applicable Financial Reporting Framework Our audit will be conducted on the basis that management and, when appropriate, those charged with governance, acknowledge and understand that they have responsibility: 1.For the preparation and fair presentation of the financial statements in accordance with accounting principles generally accepted in the United States of America; 13 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 3 2.To evaluate subsequent events through the date the financial statements are issued or available to be issued and to disclose the date through which subsequent events were evaluated in the financial statements. Management also agrees they will not conclude on subsequent events earlier than the date of the management representation letter referred to below; 3.For the design, implementation and maintenance of internal control relevant to the preparation and fair presentation of financial statements that are free from material misstatement, whether due to fraud or error; 4.For establishing and maintaining effective internal control over financial reporting, and for informing us of all significant deficiencies and material weaknesses in the design or operation of such controls of which it has knowledge; 5.For report distribution; and 6.To provide us with: a.Access to all information of which management is aware that is relevant to the preparation and fair presentation of the financial statements such as records, documentation and other matters; b.Additional information we may request from management for the purpose of the audit; and c.Unrestricted access to persons within the Authority from whom we determine it necessary to obtain audit evidence. d.When applicable, a summary schedule of prior audit findings for inclusion in the single audit reporting package; and e.If applicable, responses to any findings reported on the schedule of findings and questioned costs. As part of our audit process, we will request from management and, when appropriate, those charged with governance written confirmation concerning representations made to us in connection with the audit, including, among other items, that: 1.Management has fulfilled its responsibilities as set out in the terms of this letter; and 2.It believes the effects of any uncorrected misstatements aggregated by us during the current engagement and pertaining to the latest period presented are immaterial, both individually and in the aggregate, to the financial statements taken as a whole. Management is responsible for identifying and ensuring the Authority complies with the laws and regulations applicable to its activities, and for informing us about all known material violations of such laws or regulations. In addition, management is responsible for the design and implementation of programs and controls to prevent and detect fraud, waste or abuse, and for informing us about all known or suspected fraud, waste or abuse affecting the Authority involving management, employees who have significant roles in internal control, and others where the fraud, waste or abuse could have a material effect on the financial statements or compliance. Management is also responsible for informing us of its knowledge of any allegations of fraud, waste or abuse or suspected fraud, waste or abuse affecting the Authority received in communications from employees, former employees, analysts, regulators, or others. 14 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 4 Management is responsible for the preparation of the supplementary financial information and Schedule of Expenditures of Federal and State Awards presented in relation to the financial statements as a whole in accordance with accounting principles generally accepted in the United States of America. Management port on the supplementary financial information and Schedule of Expenditures of Federal and State Awards in any document that contains the supplementary financial information and Schedule of Expenditures of Federal and State Awards and indicates that the auditor has reported on such supplementary financial information and Schedule of Expenditures of Federal and State Awards. Management also agrees to present the supplementary financial information and Schedule of Expenditures of Federal and State Awards with the audited financial statements or, if the supplementary financial information and Schedule of Expenditures of Federal and State Awards will not be presented with the audited financial statements, to make the audited financial statements readily available to the intended users of the supplementary financial information and Schedule of Expenditures of Federal and State Awards no later than the date of issuance of the supplementary financial information and Schedule of Expenditures Because the audit will be performed in accordance with the Single Audit Act, Uniform Guidance, and State Single Audit Implementation Act, management is responsible for (a) identifying all federal and state awards received and expended; (b) preparing the Schedule of Expenditures of Federal and State Awards (including notes and noncash assistance received) in accordance with Uniform Guidance requirements; (c) internal control over compliance; (d) compliance with federal statutes, regulations and the terms and conditions of federal awards; (e) making us aware of significant vendor relationships where the vendor is responsible for program compliance; (f) following up and taking corrective action on audit findings, including the preparation of a summary schedule of prior audit findings and a corrective action plan; and (g) submitting the reporting package and data collection form. The Board of Directors is responsible for informing us of its views about the risks of fraud, waste or abuse within the Authority, and its knowledge of any fraud, waste or abuse or suspected fraud, waste or abuse affecting the Authority. The Authority agrees that it will not associate us with any public or private securities offering without first obtaining our consent. Therefore, the Authority agrees to contact us before it includes our reports, or otherwise makes reference to us, in any public or private securities offering. Our association with an official statement is a matter for which separate arrangements may be necessary. The Authority agrees to provide documents for our review and approval before printing, and with a copy of the final reproduced material for our approval before it is distributed. In the event our auditor/client relationship has been terminated when the Authority seeks such consent, we will be under no obligation to grant such consent or approval. Records and Assistance If circumstances arise relating to the condition of the Auailability of appropriate audit evidence or indications of a significant risk of material misstatement of the financial statements because of error, fraudulent financial reporting or misappropriation of assets which, in our professional judgment, prevent us from completing the audit or forming an opinion, we retain the unilateral right to take any course of action permitted by professional standards, including declining to express an opinion or issue a report, or withdrawing from the engagement. 15 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 5 During the course of our engagement, we may accumulate records containing data that should be reflected ill determine all such data, if necessary, will be so reflected. Accordingly, the Authority will not expect us to maintain copies of such records in our possession. The assistance to be supplied by Authority personnel, including the preparation of schedules and analyses of accounts, has been discussed and coordinated with Joseph Mininni, Finance Director. The timely and accurate completion of this work is an essential condition to our completion of the audit and issuance of our audit report. Nonaudit Services In connection with our audit, you have requested us to perform certain nonaudit service: 1.Drafting the financial statements. GAS independence standards require that the auditor maintain independence so that opinions, findings, conclusions, judgments and recommendations will be impartial and viewed as impartial by reasonable and informed third parties. Before we agree to provide a non-audit service to the Authority, we determine whether providing such a service would create a significant threat to our independence for GAS audit purposes, either by itself or in aggregate with other non-audit services provided. A critical component of our determination is consideration ely oversee the non-audit services to be performed. The Authority has agreed that Joseph Mininni, Finance Director, possesses suitable skill, knowledge or experience and that the individual understands the non-audit services to be performed sufficiently to oversee them. Accordingly, the management of the Authority agrees to the following: 1.The Authority has designated Joseph Mininni, Finance Director, as a senior member of management who possesses suitable skill, knowledge and experience to oversee the services; 2.Joseph Mininni, Finance Director, will assume all management responsibilities for subject matter and scope of the non-audit services; 3.The Authority will evaluate the adequacy and results of the services performed; and 4.The Authority accepts responsibility for the results and ultimate use of the services. GAS further requires that we establish an understa charged with governance of the objectives of the non-audit services, the services to be performed, the audit services. We believe this letter documents that understanding. Other Relevant Information From time to time and depending upon the circumstances, we may use third-party service providers to assist us in providing professional services to you. In such circumstances, it may be necessary for us to disclose confidential client information to them. We enter into confidentiality agreements with all third-party service providers and we are satisfied that they have appropriate procedures in place to prevent the unauthorized release of your confidential information to others. In accordance with GAS, a copy of our most recent peer review is attached. 16 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 6 If any portion of this arrangement letter is deemed invalid or unenforceable, such a finding shall not operate to invalidate the remainder of the terms set forth in this arrangement letter. PBMares, LLP and the Authority acknowledge that, at the time of the execution of this arrangement letter, federal, state and local governments, both domestic and foreign, have restricted travel and/or the movement of their citizens due to the ongoing and evolving situation around COVID-19. In addition, like many organizations and companies in the United States and around the globe, PBMares, LLP may restrict its employees from travel and onsite work, whether at a client facility or PBMares, LLP facility, to protect the Accordingly, to the extent that any of the services described in this arrangement letter requires or relies on PBMares, LLP or Authority personnel to travel to, maintaining business operations and/or IT infrastructure, PBMares, LLP and the Authority acknowledge and agree that the performance of such work may be delayed, significantly or indefinitely, and thus certain services described herein may need to be rescheduled hority agree to provide the other with prompt written notice (email will be sufficient) in the event any of the services described herein will need to be rescheduled and/or suspended. PBMares, LLP and the Authority also acknowledge and agree that any delays or workarounds due to the situation surrounding COVID-19 may increase the cost of the services described increase in the cost of PBMares, LLP services that may result from the situation surrounding COVID-19. Fees, Costs, and Access to Workpapers Our fees for the audit and accounting services described above are not expected to exceed $29,000. Our fee estimate and completion of our work are based upon the following criteria: 1.Anticipated cooperation from Authority personnel. 2.Timely responses to our inquiries. 3.Timely completion and delivery of client assistance requests. 4.Timely communication of all significant accounting and financial reporting matters. 5.The assumption unexpected circumstances will not be encountered during the engagement. If any of the aforementioned criteria are not met, then fees may increase. Fees may also increase based on the extent of accounting services and other assistance required to render a complete set of financial statements. Interim billings will be submitted as work progresses and as expenses are incurred. Billings are due upon submission. Amounts not paid within thirty days from the invoice date(s) will be subject to a late payment charge of 1.5% per month (18% per year). Our professional standards require we perform certain a engagements, whenever a partner or professional employee leaves the firm and is subsequently employed by or associated with a client in a key position. Accordingly, the Authority agrees it will compensate PBMares, LLP for any additional costs incurred as a resu professional employee of PBMares, LLP. 17 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 7 The audit documentation for this engagement is the property of PBMares, LLP and constitutes confidential information. Review of audit documentation by a successor auditor or as part of due diligence will be agreed to, accounted for and billed separately. In the event we are requested or authorized by the Authority or are required by government regulation, subpoena or other legal process to produce our documents or our personnel as witnesses with respect to our engagement for the Authority, the Authority will, so long as we are not a party to the proceeding in which the information is sought, reimburse us for our professional time and expenses, as well as the fees and expenses of our counsel, incurred in responding to such requests. The documentation for this engagement is the property of PBMares, LLP. However, you acknowledge and grant your assent that representatives of the cognizant or oversight agency or their designee, other government audit staffs, and the U.S. Government Accountability Office shall have access to the audit documentation upon their request and that we shall maintain the audit documentation for a period of at least three years after the date of the report, or for a longer period if we are requested to do so by the cognizant or oversight agency. Access to requested documentation will be provided under the supervision of PBMares, LLP audit personnel and at a location designated by our firm. Termination Your failure to make full payment of any and all undisputed amounts invoiced in a timely manner constitutes a material breach for which we may refuse to provide deliverables and/or, upon written notice, suspend or terminate our services under this arrangement letter. We will not be liable to you for any resulting loss, damage or expense connected with the suspension or termination of our services due to your failure to make full payment of undisputed amounts invoiced in a timely manner. In the event you or PBMares, LLP terminate this engagement, you will pay us for all services rendered (including deliverables and products delivered), expenses incurred, and noncancelable commitments made by us on your behalf through the effective date of termination. We will not be responsible for any delay or failure in our performance resulting from acts beyond our reasonable control or unforeseen or unexpected circumstances, such as, but not limited to, acts of God, government or war, riots or strikes, disasters, fires, floods, epidemics, pandemics or outbreaks of communicable disease, cyberattacks, and internet or other system or network outages. At your option, you may terminate this arrangement letter where our services are delayed more than 120 days; however, you are not excused from paying us for all amounts owed for services rendered and deliverables provided prior to the termination of this arrangement letter. When an engagement has been suspended at the request of management \[or those charged with governance\] and work on that engagement has not recommenced within 120 days of the request to suspend our work, we may, at our sole discretion, terminate this arrangement letter without further obligation to you. Resumption of our work following termination may be subject to our client acceptance procedures and, if resumed, will require additional procedures not contemplated in this arrangement letter. Accordingly, the scope, timing and fee arrangement discussed in this arrangement letter will no longer apply. In order for us to recommence work, the execution of a new arrangement letter will be required. 18 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 8 We may terminate this arrangement letter upon written notice if we determine that our continued performance would result in a violation of law, regulatory requirements, applicable professional or ethical standards, or our client acceptance or retention standards. Other Terms While there is an attorney-client privilege, there is no accountant-client privilege. Accordingly, any information you provide to us is subject to discovery. Unless prohibited by law, we will notify you if we receive any subpoena, IRS summons, or other third party request for our information and/or records concerning you. If you direct us to disclose the requested information, we will comply with the subpoena or IRS summons and, in the case of a third party request, we will need you to sign a form authorizing the disclosure. If you do not direct us to disclose the requested information, we may engage counsel to protect your interest in non-disclosure. In either event, we will bill you for all of our costs associated with complying with your directions. Our bill will include, in addition to our then standard fees and charges imposed because of our nondisclosure. We reserve the right to withdraw from the engagement without completing our services for any reason, including, but not limited to, your failure to comply with the terms of this engagement letter, or as we determine professional standards require. Dispute Resolution If any dispute other than fees arises among the parties hereto, the parties agree first to try in good faith to settle the dispute by mediation administered by the American Arbitration Association under its Rules for Professional Accounting and Related Services Disputes before resorting to litigation. The costs of any mediation proceeding shall be shared equally by all parties. You and we consent to personal jurisdiction, both for mediation and/or litigation, of the Federal District Court, Eastern District of North Carolina, sitting in New Bern, North Carolina, or the Carteret County Superior Court. Participation in such mediation shall be a condition to either of us initiating litigation. In order to allow time for the mediation, any applicable statute of limitations shall be tolled for a period not to exceed 120 days from the date either of us first requests in writing to mediate the dispute. The mediation shall be confidential in all respects, as allowed or required by law, except our final settlement positions at mediation shall be admissible in litigation solely The parties hereto both agree that any dispute over fees charged by the accountant to the client will be submitted for resolution by arbitration in accordance with the Rules for Professional Accounting and Related Services Disputes of the American Arbitration Association. Such arbitration shall be binding and final. The arbitration shall take place in Morehead City, North Carolina. Any award rendered by the Arbitrator pursuant to this Agreement may be filed and entered and shall be enforceable in the Superior Court of the County in which the arbitration proceeds. In agreeing to arbitration, we both acknowledge that, in the event of a dispute over fees charged by the accountant, each of us is giving up the right to have the dispute decided in a court of law before a judge or jury, and instead we are accepting the use of arbitration for resolution. 19 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 9 information. PBMares, LLP is required to maintain the confidential treatment of client information in accordance with relevant industry professional standards which govern the provision of services described herein. The Authority agrees that it will not provide PBMares, LLP with any unencrypted electronic confidential or proprietary information, and the parties agree to utilize commercially reasonable measures to maintain the confidentiality of Authority information, including the use of collaborate sites to ensure the safe transfer of data between the parties. Reporting We will issue a written report upon completion of our a report will be addressed to the Honorable Chairman and Members of the Board of Directors of the Authority. We cannot provide assurance that an unmodified opinion will be expressed. Circumstances may arise in which it is necessary for us to modify our opinion, add an emphasis-of-matter or other-matter paragraph(s), or withdraw from the engagement. In addition to our report on the Aut reports: 1.A report on the fairness of the presentation of the Aunditures of Federal and State Awards for the year ending June 30, 2021; 2.Reports on internal control related to the financial statements and major programs. These reports will describe the scope of testing of internal control and the results of our tests of internal control; 3.Reports on compliance with laws, regulations, and the provisions of contracts or grant agreements. We will report on any noncompliance that could have a material effect on the financial statements and any noncompliance that could have a material effect, as defined by Subpart F of Title 2 U.S. CFR Part 200, Uniform Guidance, on each major program; and 4.An accompanying schedule of findings and questioned costs. Management acknowledges its responsibility for the timely and accurate completion of the Data Collection Form and the filing of the single audit reporting package with the Federal Audit Clearinghouse. Electronic Signatures and Counterparts Each party hereto agrees that any electronic signature of a party to this agreement or any electronic signature to a document contemplated hereby (including any representation letter) is intended to authenticate such writing and shall be as valid, and have the same force and effect, as a manual signature. Any such electronically signed document shall be deemed (i) to be "written" or "in writing," (ii) to have been signed, and (iii) to constitute a record established and maintained in the ordinary course of business and an original written record when printed from electronic files. Each party hereto also agrees that electronic delivery of a signature to any such document (via email or otherwise) shall be as effective as manual delivery of a copy (as a "pdf" (portable document format) or other replicating image) of a manual ink signature, (ii) an electronic copy of a traditional signature affixed to a document, (iii) a signature incorporated into a document utilizing touchscreen capabilities, or (iv) a digital signature. 20 Marie Parker, Executive Director, and Joseph Mininni, Finance Director Cape Fear Public Transportation Authority June 29, 2021 Page 10 This agreement may be executed in one or more counterparts, each of which shall be considered an original instrument, but all of which shall be considered one of such documents if introduced as evidence in any judicial, arbitral, mediation or administrative proceeding, will be admissible as between the parties to the same extent and under the same conditions as other original business records created and maintained in documentary form. Neither party shall contest the admissibility of true and accurate copies of electronically signed documents on the basis of the best evidence rule or as not satisfying the business records exception to the hearsay rule. This letter and contract constitutes the complete and exclusive statement of agreement between PBMares, LLP and the Authority, superseding all proposals, oral or written, and all other communications with respect to the terms of the engagement between the parties. Please sign and return a copy of this letter to indicate your acknowledgment of, and agreement with, the arrangements for our audit of the financial statements, including our respective responsibilities. Sincerely, PBMares, LLP Robert E. Bittner III, CPA, MBA Partner Confirmed on behalf of the Cape Fear Public Transportation Authority: ChairmanDate Executive Director Date Finance Director Date 21 CAPE FEAR PUBLIC TRANSPORTATION AUTHORITY ATTACHMENT A Year Ending June 30, 2021 Federal Grantor/Program TitleNumberNumber Federal Awards Department of Transportation Federal Transit Cluster: Federal Transit Formula Grants (Urbanized Area Formula Program): Operating 530720.507NC-2019-001 Operating 530720.507NC-2019-020 Capital 530720.507NC-2019-020 COVID-19 Operating 530720.507NC-2020-009 COVID-19 Operating 530720.507NC-2020-009 Capital 530720.507NC-2017-015 Capital 530720.507NC-2019-009 Capital 530720.507NC-2020-018 Bus and Bus Facilities Formula & Discretionary Programs: Capital 533920.526NC-2019-006 Capital 533920.526NC-2018-020 Capital 533920.526NC-2018-042 Capital 533920.526NC-2020-029 Transit Services Programs Cluster: Enhanced Mobility of Seniors and Individuals with Disabilities: Capital 531020.513NC-2018-025 Capital 531020.513NC-2019-014 Passed Through North Carolina Department of Transportation: Formula Grants for Rural Areas: Capital20.50919-CT-052C Passed Through City of Wilmington: Metropolitan Transportation Planning and State and Non-Metropolitan Planning and Research (5303)20.50520-08-016 State Awards North Carolina Department of Transportation State Maintenance Assistance ProgramDOT-0913-SM-090 Pass Through New Hanover County Rural Operating Assistance ProgramDOT-22 22 23 LGC-205 Rev. /2 CONTRACT TO AUDIT ACCOUNTS Governing Board The BoardofDirectors Primary Government Unit of CapeFearPublicTransportationAuthority Discretely Presented Component Unit (DPCU) (if applicable) and N/A Primary Government Unit, together with DPCU (if applicable), hereinafter referred to as Governmental Unit(s) Auditor Name and PBMares,LLP Auditor Address 3621JohnPlattDrive,MoreheadCity,NC28557 Hereinafter referred to as Auditor Fiscal Year Ending Audit Report Due Date for 06/30/2110/31/21 Must be within four months of FYE hereby agree as follows: 1.The Auditor shall audit all statements and disclosures required by U.S. generally accepted auditing standards (GAAS) and additional required legal statements and disclosures of all funds and/or divisions of the Governmental Unit(s). The non-major combining, and individual fund statements and schedules shall be subjected to the auditing procedures applied in the audit of the basic financial statements and an opinion shall be rendered in relation to (as applicable) the governmental activities, the business- type activities, the aggregate DPCUs, each major governmental and enterprise fund, and the aggregate remaining fund information (non-major government and enterprise funds, the internal service fund type, and the fiduciary fund types). 2.At a minimum, the Auditor shall conduct his/her audit and render his/her report in accordance with GAAS. The Auditor shall perform the audit in accordance with Government Auditing Standards if required by the State Single Audit Implementation Act, as codified in G.S. 159-34. If required by OMB Uniform Administration Requirements, Cost Principles, and Audit Requirements for Federal Awards (Uniform Guidance) and the State Single Audit Implementation Act, the Auditor shall perform a Single Audit. This audit and all associated audit documentation may be subject to review by Federal and State agencies in accordance with Federal and State laws, including the staffs of the Office of State Auditor (OSA) and the Local Government Commission (LGC). If the audit requires a federal single audit performed under the requirements found in Subpart F of the Uniform Guidance (§200.501), it is recommended that the Auditor and Governmental Unit(s) jointly agree, in advance of the execution of this contract, which party is responsible for submission of the audit and the accompanying data collection form to the Federal Audit Clearinghouse as required under the Uniform Guidance (§200.512). If the audit and Auditor communication are found in this review to be substandard, the results of the review may be forwarded to the North Carolina State Board of CPA Examiners (NC State Board). Page 1 24 LGC-205 Rev. /20 CONTRACT TO AUDIT ACCOUNTS If an entity is determined to be a component of another government as defined by the group audit the group auditor in accordance with AU-6 §600.41 - §600.42. This contract contemplates an unmodified opinion being rendered. If during the process of conducting the audit, the Auditor determines that it will not be possible to render an unmodified opinion on the financial statements of the unit, the Auditor shall contact the LGC taff to discuss the circumstances leading to that conclusion as soon as is practical and before the final report is issued. The audit shall include such tests of the accounting records and such other auditing procedures as are considered by the Auditor to be necessary inthe circumstances. Any limitations or restrictions in scope which would lead to a qualification should be fully explained in an attachment to this contract. If this audit engagement is subject to the standards for audit as defined in Government Auditing Standards, 201 revision, issued by the Comptroller General of the United States, then by accepting this engagement, the Auditor warrants that he/she has met the requirements for a peer review and continuing education as specified in Government Auditing Standards. The Auditor agrees to provide a copy of the most recent peer review report to the Governmental Unit(s) and the Secretary of the LGC prior to the execution of an receipt of an updated peer review report. If the audit firm received a peer review rating other than pass, the Auditor shall not contract with the Governmental Unit(s) without first contacting the Secretary of the LGC for a peer review analysis that may result in additional contractual requirements. If the audit engagement is not subject to Government Accounting Standards or if financial statements are not prepared in accordance with U.S. generally accepted accounting principles (GAAP) and fail to include all disclosures required by GAAP, the Auditor shall provide an explanation as to why in an attachment to this contract or in an amendment. It is agreed that time is of the essence in this contract. All audits are to be performed and the report of audit submitted to LGC aff within four months of fiscal year end. If it becomes necessary to amend this due date or the audit fee, an amended contract along with a written explanation of the delay shall be submitted to the Secretary of the LGC for approval. and accounting as same relate to accountability of funds and adherence to budget and law requirements applicable thereto; that the Auditor shall make a written report, which may or may not be a part of the written report of audit, to the Governing Board setting forth his/her findings, together with his recommendations for AICPA Professional Standards (Clarified). The Auditor shall file a copy of that report with the Secretary of the LGC. All local government and public authority contracts for audit or audit-related work require the approvalof the Secretary of the LGC. This includes annual or special audits, agreed upon procedures related to internal audit, financial statement preparation, any finance-related investigations, or any other audit- related work in the State of North Carolina. Approval is not required on contracts and invoices for system improvements and similar services of a non-auditing nature. Invoices for services rendered under these contracts shall not be paid by the Governmental Unit(s)until the invoice has been approved by the Secretary of the LGC. (This also includes any progress billings.)\[G.S. 159-34 and 115C-447\] All invoices for Audit work shall be submitted in PDF format to the Secretary ofthe LGC to 25 Page 2 LGC-205 Rev. /20 CONTRACT TO AUDIT ACCOUNTS the Auditor to present to the Governmental Unit(s) for payment. This is not applicable to contracts for audits of hospitals. In consideration of the satisfactory performance of the provisions of this contract, the Governmental Unit(s) shall pay to the Auditor, upon approval by the Secretary of the LGC if required, the fee, which includes any costs the Auditor may incur from work paper or peer reviews or any other quality assurance program required by third parties (federal and state grantor and oversight agencies or other organizations) as required under the Federal and State Single Audit Acts. This does not include fees for any pre-issuance reviews that may be required by the NC Association of CPAs (NCACPA) Peer Review Committee or NC State Board of CPA Examiners (see Item 13). If the Governmental Unit(s) has/have outstanding revenue bonds, the Auditor shall submit to LGC taff, either in the notes to the audited financial statements or as a separate report, a calculation demonstrating compliance with the revenue bond rate covenant. Additionally, the Auditor shall submit to LGC taff statements or additional reports required by the authorizing bond documents, unless otherwise specified in the bond documents. After completing the audit, the Auditor shall submit to the Governing Board a written report of audit.This Analysis, (b)the financial statements and notes of the Governmental Unit(s) and all of its component unitsprepared in accordance with GAAP, (c) supplementary information requested by the Governmental Unit(s) orrequired for full disclosure under the shall furnish the required number of copies of the report of audit to the Governing Board upon completion. If the audit firm is required by the NC State Board, the NCACPA Peer Review Committee, or the Secretary of the LGC to have a pre-issuance review of its audit work, there shall be a statement in the engagement letter indicating the pre-issuance review requirement. There also shall be a statement that the Governmental Unit(s) shall not be billed for the pre-issuance review. The pre-issuance review shall be performed prior to the completed audit being submitted to LGC Staff. The pre-issuance review report shall accompany the audit report upon submission to LGC Staff. The Auditor shall submit the report of audit in PDF format to LGC Staff. For audits of units other than hospitals, the audit report should be submitted when (or prior to) submitting the final invoice for services rendered. The report of audit, as filed with the Secretary of the LGC, becomes a matter of public record for inspection, review and copy in the offices of the LGC by any interested parties. Any subsequent revisions to these reports shall be sent to the Secretary of the LGC along with an Audit Report Reissued Form (availableon opinion, may be used in the preparation of official statements for debt offerings by municipal bond ratingservices to fulfill secondary market disclosure requirements of the Securities and Exchange Commission andfor other lawful purposes of the Governmental Unit(s) without requiring consent of the Auditor. If the LGC Staffdetermines that corrections shall be provided within three business days of notification unless another deadline is agreed to byLGC taff. Should circumstances disclosed by the audit call for a more detailed investigation by the Auditor than necessary under ordinary circumstances, the Auditor shall inform the Governing Board in writing of the need for such additional investigation and the additional compensation required therefore. Upon approval by the Page 3 26 LGC-205 Rev. /20 CONTRACT TO AUDIT ACCOUNTS Secretary of the LGC, this contract may be modified or amended to include the increased time, compensation, or both as may be agreed upon by the Governing Board and the Auditor. If an approved contract needs to be modified or amended for any reason, the change shall be made in writingpre-audited if the change includes a change in audit fee(pre-audit requirement does not apply to charter schools or hospitals). This amended contract shall becompleted in full, including a written explanation of the change, signed and dated by all original parties to thecontract. It shall then be submitted to the Secretary of the LGC for approval. No change to the audit contractshall be effective unless approved by the Secretary of the LGC, the Governing Board, and the Auditor. A copy of the engagement letter, issued by the Auditor and signed by both the Auditor and the Governmental Unit(s), shall be attached to this contract, and except for fees, work, and terms not related to audit services, shall be incorporated by reference as if fully set forth herein as part of this contract. In case of conflict between the terms of the engagement letter and the terms of this contract, the terms of this contract shall take precedence. Engagement letter terms that conflict with the contract are deemed to be void unless the conflicting terms of this contract are specifically deleted in Item 28 of this contract. Engagement letters containing indemnification clauses shall not be accepted by LGC Staff. Special provisions should be limited. Please list any special provisions in an attachment. A separate contract should not be made for each division to be audited or report to be submitted. If a DPCU is subject to the audit requirements detailed in the Local Government Budget and Fiscal Control Act and a separate audit report is issued, a separate audit contract is required. If a separate report is not to be issued and the DPCU is included in the primary government audit, the DPCU shall be named along with the p government on this audit contract. DPCU Board approval date, signatures from the DPCU Board chairman and finance officer also shall be included on this contract. The contract shall be executed, pre-audited (pre-audit requirement does not apply to charter schoolsor hospitals), and physically signed by all parties including Governmental Unit(s) and the Auditor, thensubmitted in PDF format to the Secretary of the LGC. The contract is not valid until it is approved by the Secretary of the LGC. The staff of the LGC shall notify the Governmental Unit and Auditor of contract approval by email. The audit should not be started before the contract is approved. Client Records Rule 21 NCAC 08N .0305 as it relates to the provision of audit and other attest services, as well as non-attest services. Clients and former clients should be familiar with the requirements of this rule prior to requesting the return of records. This contract may be terminated at any time by mutual consent and agreement of the Governmental Unit(s) and the Auditor, provided that (a) the consent to terminate is in writing and signed by both parties, (b) the parties have agreed on the fee amount which shall be paid to the Auditor (if applicable), and (c) no termination shall be effective until approved in writing by the Secretary of the LGC. breach or default on one occasion or instance shall not constitute the waiver of such right, breach or default on any subsequent occasion or instance. There are no other agreements between the parties hereto and no other agreements relative hereto that shall be enforceable unless entered into in accordance with the procedure set out herein and approved by the Secretary of the LGC. Page 4 27 LGC-205 Rev. /20 CONTRACT TO AUDIT ACCOUNTS E-Verify. Auditor shall comply with the requirements of NCGS Chapter 64 Article 2. Further, if Auditor utilizes any subcontractor(s), Auditor shall require such subcontractor(s) to comply with the requirements of NCGS Chapter 64, Article 2. or all non-attest services, the Auditor shall adhere to the independence rules of the AICPAProfessional Code of Conduct and Governmental Auditing Standards, 2018 Revision (as applicable).Financial statement preparation apply safeguards sufficient to reduce the threat to an acceptable level. If the Auditor cannot reduce thethreats to an acceptable level, the Auditor cannot complete the audit. If the Auditor is able to reduce thethreats to an acceptable level, the documentation of this determination, including the safeguards applied,must be included in the audit workpapers. All non-attest service(s) being performed by the Auditor that are necessary to perform the audit must be identified and included in this contract. The Governmental Unit shall designate an individual with the suitable skills, knowledge, and/or experience (SKE) necessary to oversee the services and accept responsibility for the results of the services performed. If the Auditor is able to identify an individual with the appropriate SKE, s/he must document and include in the audit workpapers how he/she reached that conclusion. If the Auditor determines that an individual with the appropriate SKE cannot be identified, the Auditor cannot perform both the non-attest service(s) and the audit. See "Fees for Audit Services" page of this contract to disclose the person identified as having the appropriate SKE for the Governmental Unit. Page 5 28 LGC-205 Rev. /20 CONTRACT TO AUDIT ACCOUNTS The process for submitting contracts, audit reports and invoices is subject to change. Auditors and units should use the submission process and instructions in effect at the time of submission. Refer to the N.C. Department of State Treasurer website at Page 29 LGC-205 Rev. /20 CONTRACT TO AUDIT ACCOUNTS FEES FOR AUDIT SERVICES 1.For all non-attest services, the Auditor shall adhere to the independence rules of the AICPA Professional Code of Conduct (as applicable) and Governmental Auditing Standards,2018 Revision. Refer to Item 2 of this contract for specific requirements. The following information must be provided by the Auditor; contracts presented to the LGC without his information will be not be approved. Financial statements were prepared by: Governmental Unit Third Party Auditor If applicable: Individual at Governmental Unit designated to have the suitable skills, knowledge, and/or experience (SKE) necessary to oversee the non-attest services and accept responsibility for the results of these services: Name: Title: Email Address: jmininni@wavetransit.com JosephMininniDirectorofFinance Fees may not be included in this contract for work performed on Annual Financial Information Reports (AFIRs), Form 990s, or other services not associated with audit fees and costs. Such fees may be included in the engagement letter but may not be included in this contract or in any invoices requiring approval of the LGC. See Items 8 for details on other allowable and excluded fees. Prior to submission of the completed audited financial report, applicable compliance reports and (if required) the Auditor may submit invoices for approval for services rendered, not to exceed 75% of the billingsShould the75% cap provided belowconflict with the cap calculated by LGC taff based onthebillings on filewith theLGC, the LGCcalculation prevails. All invoices for services rendered in an auditengagement asdefined in20 NCAC.0503 shall be submitted to the Commission for approval before anypayment is made.Payment beforeapproval is a violation of law. (This not applicable to contractsand invoicesassociated with auditsofhospitals). PRIMARY GOVERNMENT FEES Primary Government Unit CapeFearPublicTransportationAuthority 29,000.00 Audit Fee $ Additional Fees Not Included in Audit Fee: Includedinauditfeelistedabove $ Fee per Major Program Includedinauditfeelistedabove Writing Financial Statements $ All Other Non-Attest Services $ 75% Cap for Interim Invoice Approval 21,750.00 $ (not applicable to hospital contracts) DPCU FEES (if applicable) N/A Discretely Presented Component Unit Audit Fee $ Additional Fees Not Included in Audit Fee: Fee per Major Program $ Writing Financial Statements $ $ All Other Non-Attest Services 75% Cap for Interim Invoice Approval $ (not applicable to hospital contracts) 30 Page LGC-205 CONTRACT TO AUDIT ACCOUNTS Rev. SIGNATURE PAGE AUDIT FIRM Audit Firm PBMares,LLP Authorized Firm Representative (typed or printed)Signature RobertE.BittnerIII DateEmail Address 06/29/21rebittner@pbmares.com GOVERNMENTAL UNIT Governmental Unit CapeFearPublicTransportationAuthority Date Primary Government Unit Governing BoardApproved AuditContract (G.S.59-34(a)or G.S.115C-447(a)) Mayor/Chairperson (typed or printed)Signature DateEmail Address DateEmail Address Required by G.S. 159-28(a1) or G.S. 115C-441(a1) This instrument has been pre-audited in the manner required by The Local Government Budget and Fiscal Control Act or by the School Budget and Fiscal Control Act. Primary Governmental Unit FinanceOfficer(typed or printed) Signature JosephMininni,DirectorofFinance Date of Pre-Audit CertificateEmail Address jmininni@wavetransit.com Page 31 LGC-205 CONTRACT TO AUDIT ACCOUNTS Rev./20 (complete only if applicable) DISCRETELY PRESENTED COMPONENT UNIT DPCU N/A Date DPCU Governing Board Approved Audit Contract(Ref:G.S. 159-34(a)or G.S.115C-447(a)) Chairperson(typed or printed)Signature DateEmail Address DateEmail Address Required by G.S. 159-28(a1) or G.S. 115C-441(a1 This instrument has been pre-audited inthe manner required by The Local Government Budget and Fiscal Control Act or by the School Budget and Fiscal Control Act. FinanceOfficer(typed or printed)Signature Date of Pre-AuditCertificateEmail Address PRINT Page 32 - - ΏΏ 33 - ΏΏ 34 35 36 37 38 Making Waves Foundation EIN 27-4236222 Exhibit A CODE OF REGULATIONS OF MAKING WAVES FOUNDATION ARTICLE I Name and Purpose Section 1.01. Name and Organizational Structure. Making Waves Foundation North Carolina Nonprofit Corporation Law. The Corporation has been formed to (1) provide transportation fare subsidies to nonprofit agencies who provide assistance to members of the community in need and individuals who otherwise would not have access to transportation, and (2)aid the Cape Fear Public Transportation Authority, otherwise known as Wave Transit, in raising funds to promote and improve public transportation in Southeastern North Carolina. Section 1.02. Tax Status and Purposes. In accordance with the status of the Corporation as an organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (or corresponding provisions of any future United States internal revenue law)(the be operated exclusively for the purposes set forth in the Articles of Incorporation. Specifically, the Corporation is organized to (1) provide subsidies to nonprofit agencies who provide assistance to members of the community in need and individuals who otherwise would not have access to transportation, and (2) aid the Cape Fear Public Transportation Authority, otherwise known as Wave Transit, in raising funds to promote and improve public transportation in Southeastern North Carolina. ARTICLE II Offices Section 2.01. Location. The principal office of the Corporation shall be located at 505 organizational and financial records, including minutes, shall be kept at this office. Section 2.02. Change of Location location to another by an amendment of these bylaws. As well, the Corporation may also have offices at other places within or without its state of incorporation, where it is qualified to do business as business and activities may require and as the Board of Directors designates. 1Rev.002 1/1/2013 39 Making Waves Foundation EIN 27-4236222 ARTICLE III Membership Section 3.01. Sole Member. The sole member of the Corporation shall be the Cape Fear Public Transportation Authority, Wave Transit, a body corporate and politic of the State of North Section 3.02. Authority. The Member shall have the sole right to elect the Directors of the Corporation and to fill any vacancy resulting from the departure of a Director. The Member shall exercise such other powers and authority provided under North Carolina state statutes for exercise of members of a nonprofit corporation. Section 3.03. Meetings. Meetings of the Member for the election of Directors, for the consideration of reports to be laid before such meeting, and for the transaction of such other business as may properly come before such meeting, shall be held in accordance with the requirements of North Carolina state statutes. ARTICLE IV Board of Directors Section 4.01. Power and Authority of the Board. Except as otherwise provided by law, the Articles of Incorporation or these Regulations, all of the authority of the Corporation shall be exercised by the Board of Directors. The Board serving hereunder shall have the power, authority and responsibilities of and shall perform the functions provided for Directors under the North Carolina Nonprofit Corporation Law. Section 4.02. Provisions Relating to the Board. A.Number. Initially, the Board shall have three (3) members; however, the Board has the authority to increase the number of members up to seven (7) by an affirmative vote of the majority at a meeting, either regular or special, in which a quorum of members is present. B.Compensation. Board members shall receive no compensation. C.Resignation and Removal. Any Board member, by notice in writing to the Board, may resign at any time. Any Board member may be removed from office, with or without cause, by a majority vote of the Board at a meeting in which a quorum of members is present. D.Vacancies and Elections. When a vacancy on the Board exists, nominations for new members shall be received by and voted upon by the Member. These vacancies shall be filled only to the 2Rev.002 1/1/2013 40 Making Waves Foundation EIN 27-4236222 E.Terms. Board members are eligible to serve a term of two (2) years, which shall commence on the date of election. Board members may be reappointed for a period of no more than two (2) additional two (2) year terms. Board members filling an unexpired term will not have the balance of the unexpired term counted in his or her initial or additional term(s). Section 4.03. Quorum and Voting. A.Quorum. Except as otherwise provided in the Articles of Incorporation or these Regulations, a majority of the Board members then in office shall constitute a quorum for the transaction of business at any meeting of the Board. B.Voting. Except as otherwise provided in the Articles of Incorporation or these Regulations, each Board member then in office shall have one (1) vote, and the vote of a majority of the Board members present at a meeting at which a quorum is present shall constitute the action of the Board. Section 4.04. Meetings. A.Regular Meetings. The Board shall meet no less than four (4) times a year on a quarterly basis or on an as needed basis determined by the Board. The date, time and place of said meetings shall be set by the Board. B.Rules of Ordershall govern the conduct of the meetings of the Corporation. Privilege of the floor at meetings shall be governed by the presiding Chair. C.Location of Meetings. The Board shall h meeting facilities located at 505 Cando Street, Wilmington, North Carolina or at any meeting facility owned or leased by the Member. D.Special Meetings. Special meetings of the Board shall be called at the request of the Chair or by a majority vote of the Board. E.Notice. Notice of each meeting shall be given to Board members by mail or e-mail not less than two (2) weeks before the meeting. Notice of the place, date and time of each meeting of the Board shall be given to each Board member at least two (2) weeks before the date of such meeting. Any notice referred to in this Section may be given by any reasonable means, including but not limited to, personal delivery, electronic mail transmission, or United States regular mail. All meetings are open to the public. Notice of each meeting shall be posted to the public not less than two (2) weeks before the meeting. Section 4.05. Minutes. The minutes of each Board meeting shall be recorded, posted and maintained by the Board Secretary or by a designated staff member of the Member. Corporation records, including minutes, shall be kept at the principal office of the Member. 3Rev.002 1/1/2013 41 Making Waves Foundation EIN 27-4236222 ARTICLE V Committees Section 5.01. Committees. The Board may create committees of the Board consisting of one (1) or more Board members and appoint the members thereof. The Board also may appoint advisory committees consisting of Board members and/or persons who are not Board members provided that at least one (1) Board member is appointed a member of each committee. The Board may prescribe or limit the powers and duties of any committee of the Board. Section 5.02. Committee Limitations. A.Each committee shall serve at the pleasure of the Board, shall act only in the intervals between meetings of the Board or in making reports to the Board and shall be subject to the control and direction of the Board. Except as otherwise provided by law, the Articles of Incorporation or these Regulations, each committee shall act by a majority vote of the whole number of its members. B.No committee shall have the authority to: (1)approve any action for which the approval of the Board is required by the North Carolina Nonprofit Corporation Law; (2)establish committees of the Board or appoint members thereof; or (3)fill vacancies on the Board or any committee. ARTICLE VI Officers Section 6.01. Election. The Officers of the Corporation shall consist of a Chair, a Vice- Chair, and a Secretary. Election of Officers shall take place every two (2) years following the initial election of the Board of Directors or, if action is not then taken or if there is a vacancy, at any regular or special meeting for which notice is given as provided in Section 4.04. Each Officer shall serve at the pleasure and discretion of the Board. Section 6.02. Chair. The Chair shall preside at all meetings of the Board. The Chair shall, subject to the direction of the Board, have general supervision, direction and control of the business and Officers of the Corporation. The Chair shall be an ex officio member of all standing committees. The Chair shall have the general powers and duties usually vested in the chief executive officer of a nonprofit corporation under the laws of the State of North Carolina and shall have such other powers and duties as may be prescribed by the Board or these Regulations. 4Rev.002 1/1/2013 42 Making Waves Foundation EIN 27-4236222 Section 6.03. Vice-Chair. The Vice-Chairshall in the absence or disability of the Chair, perform all duties of the Chair, and, when so acting, shall have the powers and be subject to the restrictions on the Chair. The Vice-Chair shall have such other powers and shall perform such other duties as from time to time may be prescribed by the Board. Section 6.04. Secretary. The Secretary shall be the custodian of all books, records, papers and property of the Corporation and shall perform such other administrative duties as shall be necessary or desirable to carry out the purposes of the Corporation. The Secretary shall have such other duties as may be established from time to time by the Board. ARTICLE VII Finances of the Corporation Section 7.01. Fiscal Procedures and Annual Budget. The Director of Finance & Administration of the Member or his/her designee shall be responsible for developing and reviewing fiscal procedures and preparation of an annual budget with the Board. The Board must approve the annual budget. Changes that increase the budget during the fiscal year shall be approved by the Board. Section 7.02. Financial Reports and Records. A.The Director of Finance & Administration of the Memberor his/her designee is required to file any and all reports to local, federal and state agencies requiring a report of the Corporation. This includes but is not limited to: corporate tax returns, sales tax receipt reports; and employee required submittals, if applicable. B.Annual financial reports showing assets, liabilities and pending assets shall be submitted to the Board by the Director of Finance & Administration of the Member or his/her designee. C.The financial records of the Corporation are public information and shall be made available for public viewing. D.All financial reports and records shall be maintained by the Member administrats primary facility located at 505 Cando Street, Wilmington, North Carolina. Section 7.03. Expenses. All expenses incurred by the corporation shall be paid by the Corporation. Section 7.04. Checks. A.The Director of Finance & Administration of the Member or his/her designee shall be the designated recipient of all revenue received by the Corporation. It will be the responsibility of the Director of Finance & Administration of the Member or his/her designee 5Rev.002 1/1/2013 43 Making Waves Foundation EIN 27-4236222 to maintain a log of revenue received disclosing who the payment is received from, the date received and the amount of the check. B.In the process of issuing checks for payments for goods and services on behalf of the Corporation, it will be necessary to have two (2) authorized signatures on each check. Those signatures shall be that of the Executive Director or the Director of Finance & Administration of the Member and the Chairman of the Board of the Corporation. However, in the event that the Board Chair is unavailable to sign the checks,the Vice Chair is authorized to sign the checks. The disbursement checks will be maintained in a secure area and controlled by an individual not involved in the printing or signing of checks. Section 7.04. Audits. The Corporation shall undergo an independent audit at such time as the total appropriation exceeds $100,000 in a fiscal year or required by the contributor. Section 7.05. Fiscal Year. The fiscal year of the Corporation shall end on the last day of June or on such other date as may be fixed from time to time by the Board. Section 7.06. Contributions. Contributions to the Corporation are exempt from federal taxes; therefore, the Director of Finance & Administration of the Member or his/her designee is required to remit the necessary proof of contribution to all entities and/or individuals who make donations to the Corporation that are exempt from federal income tax. ARTICLE VIII Employees Section 8.01. Employees. The Corporation may have employees. In the absence of employees, it shall be the responsibility of the Director of Finance & Administration of the Member or his/her designee to handle all financial aspects related to the Corporation. Initial administrative support shall be provided by the Member. ARTICLE IX Insurance Section 9.01. Required Coverage. The Corporation will procure and pay for the following insurance coverage at a minimum: liability insurance for all assets equal to the value of the assets; public official liability insurance with a liability limit of up to $1,000,000; and any other insurance that is required by local, state or federal law. ARTICLE X Miscellaneous Section 10.01. Distribution Upon Dissolution. The Board of Directors of the Corporation, upon dissolution, shall dispose of all remaining assets to the Member. 6Rev.002 1/1/2013 44 Making Waves Foundation EIN 27-4236222 Section 10.02. Privileges.Upon dissolution, the Member shall have no ongoing financial commitment to the Corporation. Section 10.03. Amendments. Unless otherwise provided in the Articles of Incorporation or these Regulations, these Regulations may be amended, in whole or in part,by the Member. 7Rev.002 1/1/2013 45 Fiscal Year 2022 CommunityGrantCycles Applicationsfor theMakingWavesFoundationareavailableonaquarterlybasis through the Wave Transit website.Community grant applicationsfor Fiscal Year 2022(July 1, 2021 thru June 30, 2022) willbeaccepted duringthefollowinggrant cycles: Quarter 1:July 15, 2021 thru September 30, 2021 Quarter 2:October 15, 2021 thru December 31, 2021 Quarter 3:January 15, 2022 thru March 31,2022 Quarter 4:April 15, 2022 thru June 30, 2022 Community grant applicationssubmitted electronicallymust be provided by11:59pm ontheclosingdateofeach grant cycle. ağƉźƓŭ ‘ğǝĻƭ CƚǒƓķğƷźƚƓ C—ЋЋ /ƚƒƒǒƓźƷǤ DƩğƓƷ /ǤĭƌĻƭ 46 CommunityGrant Application Fiscal Year 2022(July1, 2021 thruJune 30, 2021) The Making Waves Foundation is grateful for your interest in receiving a community transportation grant for free or heavily subsidizedWave Transitpasses. We hope the information below will guideyou in completing your application. Please take into consideration that priority will be given to grants that can make a significant impact in the Lower Cape Fear region. Project Criteria and Applicant Qualifications: The Making Waves Foundation is pleased to be able to offer grants for free or heavily subsidized Wave Transit passes for FiscalYear 2022(July 1, 2021 thru June 30, 2021). Applications are sought from nonprofit organizations located within the Lower Cape Fear region that provide services to individuals in need of public transportation assistance. Proposals must indicate if applicant is seeking free public transportation passes or ifcurrent resources will be leveraged for this project. Grants are notavailable to private organizations. Applicant Requirements:Awardsmust beused solely for the purpose setforth in the Grant Application. A follow-up report indicating the effectiveness of your project must be submitted to the Making Waves Foundation no later than six (6) months after your application has been approved. Amount Available: Grants typically range from $250 to $1,500. PartI:Agency Profile Organization Name: _______________________________________________ PhysicalAddress: _________________________________________________ City, State, & Zip Code: ____________________________________________ Mailing Address (if different from street address): _______________________________________________________________ OrganizationWebsite: _____________________________________________ Telephone: ________________________ Fax: _________________________ Name and Title of PrimaryContact Person: __________________________________ E-mail address: _____________________________________________________ Telephone number: __________________________________________________ 1|Page 47 Name and Title of SecondaryContact Person: ______________________________ E-mail Address: _____________________________________________________ Telephone Number:__________________________________________________ 1.Pleasestatethe mission of your organization andprovidea brief background. 2.Describe Attach a list of current board members and note board officers bytitle. Please include isapplicable. 2|Page 48 PartII:Transportation Request Please provide a detailed description of thetypeand quantityof transportation passes you are requesting. The different pass types offered,and associated costs are illustratedin thetable below. Existing transportation funds can be leveraged by the Foundation for transportation passes. For questions or furtherguidance,please contact Foundation Manager, Megan Matheny, via e-mail atmmatheny@wavetransit.com or by phone at 910.202.2057. Pass TypeFare One-way Adult Pass$2.00 One-way Reduced Pass (Reduced pass available for individuals with disabilities who possess a Wave Transit Reduced Fare Card, NHC Veterans ID Card,or Medicare Card, $1.00 individuals 65 years of age and older, k-12 students and local college students. Valid identificationrequired when utilizing a reduced pass.) Seven (7) day adult pass$20.00 Seven (7) day reduced pass $10.00 Thirty-one day (31) adult pass$80.00 Thirty-oneday (31) reduced pass $40.00 Ten (10) ride adult pass$20.00 Ten (10) ride reduced pass $10.00 One (1) day pass $5.00 Reduced 24-hour pass $2.50 Dial-a-Ride Transportation(DART) pass $4.00 *DART services provided to eligible individuals through Wave Transits Paratransit Department 3|Page 49 Part III: Project Information 1.Please provide a title and a brief description of the project. Describe how the type and quantity of passes requested will help support the project. 2.What are the goals and measurable objectives of the proposed project? 3.What are the specific activitiesand timetable of the project? Please include begin and end dates for the project. 4.Describe the community need that the proposed project will address. How many individuals will benefit from the proposed project and what, if any, special populations will be served by this grant? 4|Page 50 5.How will you recognize the Making Waves Foundation for its contribution to your organization? 6.How do you intend to administer transportation passes? What steps will be taken to ensure transportation passes are not misused? PartIV:Financial Information 1.Is your project eligible for city, county, state, or federal funding? If yes, please provide as many specifics as possible. YES ( ) NO ( ) Explain the relationship, if any, between this grant and city, county or federal funding. 5|Page 51 2.List the names of organizations, both public and private, to which you have applied for support for this specific project.Please indicatethe amount requested and the current status of the request. 3.and most recent Form 990 mustbe submitted with the application. PartIV: Submitting Your Application Applications andall supporting documentsmust besubmittedelectronicallyviae-mailto Foundation Manager, Megan Mathenyat mmatheny@wavetransit.com. Hardcopy applications and supporting documentation must be submitted as follows: Making Waves Foundation Attn: Megan Matheny, Foundation Manager P.O. Box 12630 Wilmington, NC 28403 Questions If you have any questions please contact theFoundation Manager, Megan Matheny, via e-mail at mmatheny@wavetransit.comor by phone at 910.202.2057. 6|Page 52 Cape Fear Public Transportation Authority PO Box 12630 Wilmington, NC 28405 910-343-0106 Fax: 910-343-8317 Revision Date 8/1/2018 Purchase Order Vendor Brasco International Requested by:M. Matheny 32400 Industrial Dr. Madison Heights, MI 48071 Delivery Date:10/31/202 P: (313) 393-0393 F: (313) 393-0499 Date:22-Jul-21PO #:22-012A Ship To:Bill To: Cape Fear Public Transportation AuthorityCape Fear Public Transportation Authority 505 Cando StreetPO Box 12630 Wilmington, NC 28405Wilmington, NC 28405 910-343-0106 For:Passenger Amenity Upgrades QtyPart #DescriptionUnit CostExt cost EC-0510-C-0-AR- 6$7,525.00$45,150.00 Polycarbonate Wall Panels AC-PC-1-0-S Solar Lighting Package with 100-Watt Flexible Solar Panel, Batteries, Solar Controller, Vented Enclosure, 6$1,475.00$8,850.00 Solar Lighting and 6-Watt LED Light 6BE-EC-6-H-2-2-0$650.00$3,900.00 32 Gallon Eclipse Trash Receptacle with Square 6TR017$625.00$3,750.00 Bonnet Lid 6BRU-02$325.00$1,950.00 SUBTOTAL$63,600.00 FREIGHT TAX$ 3,160.50 TOTAL$66,760.50 GL NumberAmountDivisionGrant Code% 97000; 2-1000$63,600.00FPNC-2020-029100% $FP11.32.10 Accrued Sales Tax 21400$ Sales Tax 12600$ AuthorizedEntered This instrument has been preaudited in the manner required by the Local Government Budget and Fiscal Control Act Approved 7/22/21 BOD 22-Jul-21 Joseph MininniDate Director of Finance 53 This document represents a contract between the Authority and the contracting party. The following terms and conditions apply to this contract. No Federal Government Obligations to Third Parties The Purchaser and Contractor acknowledge and agree that, notwithstanding any concurrence by the Federal Government in or approval of the solicitation or award of the underlying contract, absent the express written consent by the Federal Government, the Federal Government is not a party to this contract and shall not be subject to any obligations or liabilitiestothe Purchaser, Contractor, or any other party (whether or not a party to that contract) pertaining to any matter resulting from the underlying contract. The Contractor agrees to include the above clause in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clause shall not be modified, except to identify the subcontractor who will be subject to its provisions. False or Fraudulent Statements or Claims The Contractor acknowledges that the provisions of the Program Fraud Civil Remedies Act of 1986, as amended, 31 U.S.C. §3801 et seq. and U.S. DOT regulations, "Program Fraud Civil Remedies," 49 C.F.R. Part 31, apply to its activities in connection with this Project. Accordingly, upon execution of the underlying contract or agreement the Contractor certifies or affirms the truthfulness and accuracy of any statement it has made, it makes, it may make, or causes to be made, pertaining to the underlying contract or the FTA assisted project for which this contract work is being performed. In addition to other penalties that may apply, the Contractor also acknowledges that if it makes a false, fictitious, or fraudulent claim, statement, submission, or certification to the Federal Government, the Federal Government reserves the right to impose the penalties of the Program Fraud Civil Remedies Act of 1986, as amended, on the Contractor to the extent the Federal Government deems appropriate. The Contractor also acknowledges that if it makes a false, fictitious, or fraudulent claim, statement, submission, certification, assurance or representation to the Federal Government or includes a false, fictitious, or fraudulent statement or representation in any agreement involving a project authorized under 49 U.S.C. chapter 53 or any other Federal statute, the Federal Government reserves the right to impose on the Contractor the penalties of 18 U.S.C. §1001 or other applicable Federal statute to the extent the Federal Government deems appropriate. The Contractor agrees to include the above two clauses in each subcontract financed in whole or in part with Federal assistance provided by FTA. It is further agreed that the clauses shall not be modified, except to identify the subcontractor who will be subject to the provisions. Access to Records and Reports The Contractor agrees to permit, and require its subcontractors to permit, the U.S. Secretary of Transportation, and the Comptroller General of the United States, and, to the extent appropriate, the State, or their authorized representatives, upon their request to inspect all Project work, materials, payrolls, and other data, and to audit the books, records, and accounts of the Contractor and its subcontractors pertaining to the Project, as required by 49U.S.C. §5325(g). Contractor also agrees, pursuant to 49 C.F.R. 633.17 to provide the FTA Administrator or his authorized representatives includin 49 U.S. D. 5302(a)1, which is receiving federal financial assistance through the programs described at 49 U.S.C. 5307, 5309 or 5311. The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. The Contractor agrees to maintain all books, records, accounts and reports required under this contract for a period of not lessthan three (3) years after that date of termination or expiration of this contract, except in the event of litigation or settlement of claims arising from the performance of this contract, in which case Contractor agrees to maintain same until the Purchaser, the FTA Administrator, the Comptroller General, or any of their duly authorized representatives have disposed of all such litigation, appeals, claims or exceptions related thereto. Reference 49 C.F.R. 18.39 (i)(11). Apart from the more limited record access provisions of the Common Grant Rules, 49 U.S.C. Section 5325(g) provides FTA and DOT officials, the U.S. Comptroller General, or any of their representatives, access to and the right to examine and inspect all records, documents, and papers, including contracts, related to any FTA project financed with Federal assistance authorized by 49 U.S.C. Chapter 53. Federal Changes Contractor shall at all times comply with all applicable Federal Transit Administration (FTA) regulations, policies, procedures and directives, including without limitation those listed directly or by reference in the Master Agreement between Purchaser and FTA, as they may be amended or promulgated from time to time during the term of this contract. Contractor's failure to so complyshall constitute a material breach of this contract. Civil Rights (1)Nondiscrimination-In accordance with Title VI of the Civil Rights Act, as amended, 42 U.S.C. §2000d, Section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. §6101 et seq., Section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. §12101, and Federal transit law at 49 U.S.C. §5332, the Contractor agrees that it will not discriminate against any employee or applicant for employment because of race, color, creed, national origin, sex, age, or disability. In addition, the Contractor agrees to comply with applicable Federal implementing regulations and other implementing requirements FTA may issue. Title VI Requirements and Guidelines for Federal Transit Administration Recipientshttp://www.wavetransit.com/Portals/0/documents/title_vi.pdf. (2)Equal Employment Opportunity -The following equal employment opportunity requirements apply to the underlying contract: (a) Race, Color, Creed, National Origin, Sex -In accordance with Title VII of the Civil Rights Act, as amended, 42 U.S.C. §2000e, and Federal transit laws at 49 U.S.C. §5332, the Contractor agrees to comply with all applicable equal employment opportunity requirements of U.S. Department of Labor (U.S. DOL) regulations, "Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41 C.F.R. Parts 60 et seq., (which implement Executive Order No. 11246, "Equal Employment Opportunity," as amended by Executive Order No. 11375, "Amending Executive Order 11246 Relating to Equal Employment Opportunity," 42 U.S.C. §2000e note), and with any applicable Federal statutes, executive orders, regulations, and Federal policies that may in the future affect construction activities undertaken in the course of the Project. The Contractor agrees to take affirmative action to ensure that applicants are employed, and that employees are treated during employment, without regard to their race, color, creed, national origin, sex, or age. Such action shall include, but not be limited to, thefollowing: employment, upgrading, demotion or transfer, recruitment or recruitment advertising, layoff or termination; rates ofpay or other forms of compensation; and selection for training, including apprenticeship. In addition, the Contractor agrees to comply with any implementing requirements FTA may issue. (b)Equal Employment Opportunity Requirements for Construction Activities. For activities determined by the U.S.Department of Labor (U.S. subcontractor at any tier of the Project, with all applicable equal employment opportunity requirements of U.S.DOL regulations,"Office of Federal Contract Compliance Programs, Equal Employment Opportunity, Department of Labor," 41C.F.R. Parts60 ĻƷ ƭĻƨ͵, which implement Executive Order No.11246, "Equal Employment Opportunity," as amended by Executive Order No.11375, "Amending Executive Order No.11246 Relating to Equal Employment Opportunity," 42U.S.C. §2000(e) note, and also with any Federal laws, regulations, and directives affecting construction undertaken as part of the Project. (3)Nondiscrimination on the Basis of Age The Contractor agrees to comply with all applicable requirements of the Age Discrimination Act of1975, as amended, 42U.S.C.§§6101 ĻƷƭĻƨ., and with implementing U.S.Health and Human Services C.F.R. Part90, which prohibit discrimination against individuals on the basis of age. The Age Discrimination in Employment Act (ADEA) 29U.S.C §§621 through 634 and with implementing U.S.Equal Employment Opportunity Commission (U.S.C.F.R. Part1625. (4)Access for Individuals with Disabilities-The Contractor agrees to comply with 49U.S.C. §5301(d), which states the Federal policy that elderly individuals and individuals with disabilities have the same right as other individuals to use public transportation services and facilities, and that special efforts shall be made in planning and designing those services and facilities to implement transportation accessibility rights for elderly individuals and individuals with disabilities. The Contractor also agrees to comply with all applicable provisions of section504 of the Rehabilitation Act of1973, as amended, with 29U.S.C. §794, which prohibits discrimination on the basis of disability; with the Americans with Disabilities Act of 1990 (ADA), as amended, 42U.S.C. §§12101 ĻƷ ƭĻƨ., which requires that accessible facilities and services be made available to individuals with disabilities; and with the Architectural Barriers Act of1968, as amended, 42U.S.C. §§4151 ĻƷ ƭĻƨ., which requires that buildings and public accommodations be accessible to individuals with disabilities. In addition, the Contractor agrees to comply with applicable Federal regulations and directives and any subsequent amendments thereto, except to the extent the Federal Government determines otherwise in writing, as follows: ede isa 35; 28C.F.R. Part 36; -19; ith ent ibi (j)FTA regulations, "Transportation of Elderly and Handicapped Persons," 49 C.F.R. part 609; and (k)Federal civil rights and nondiscrimination directives implementing the foregoing regulations. (5)Access to Services for Persons with Limited English Proficiency. The Contractor agrees to comply with Executive Order No. 13166,"Improving Access to Services for Persons with Limited English Proficiency," 42 U.S.C. §2000d-1 note, and U.S. DOT CĻķ͵ wĻŭ. 74087, December 14, 2005. (6)Environmental Justice. The Contractor agrees to comply with the policies of Executive Order No. 12898, "Federal Actions to Address Environmental Justice in Minority Populations and Low-Income Populations," 42 U.S.C. §4321 note. (7)Drug or Alcohol Abuse-Confidentiality and Other Civil Rights Protections. To the extent applicable, the Contractor agrees to comply with the confidentiality and other civil rights protections of the Drug Abuse Office and Treatment Act of 1972, as amended, 21U.S.C. §§1101 ĻƷ ƭĻƨ., with the Comprehensive Alcohol Abuse and Alcoholism Prevention, Treatment and Rehabilitation Act of1970, as amended, 42U.S.C. §§4541 ĻƷ ƭĻƨ., and with the Public Health Service Act of1912, as amended, 42U.S.C. §§201 ĻƷ ƭĻƨ., and any amendments to these laws. (8)Other Nondiscrimination Statutes. The Contractor agrees to comply with all applicable requirements of any other nondiscrimination statute(s) that may apply to this Contract. (9)The Contractor also agrees to include these requirements in each subcontract financed in whole or in part with Federal assistance provided by FTA, modified only if necessary to identify the affected parties. Incorporation of Federal Transit Administration (FTA) Terms The preceding provisions include, in part, certain Standard Terms and Conditions required by DOT, whether or not expressly set forth in the preceding contract provisions. All contractual provisions required by DOT, as set forth in FTA Circular 4220.1F, updated March 13, 2013, are hereby incorporated by reference. Anything to the contrary herein notwithstanding, all FTA mandated terms shall be deemed to control in the event of a conflict with other provisions contained in this Agreement. The Contractor shall not perform any act, fail to perform any act, or refuse to comply with any (name of grantee) requests which would cause (name of grantee) to be in violation of the FTA terms and conditions. Energy Conservation The Contractor agrees to comply with mandatory standards and policies relating to energy efficiency that are contained in thestate energy conservation plans issued in compliance with the Energy Policy and Conservation Act, 42 U.S.C. Sect. 6321 et seq. 54 Cape Fear Public Transportation Authority Update on UNCW Seahawk Shuttle Program for FY2022 Program Overview Transportation services are administered to the University of North Carolina Wilmington via the Seahawk Shuttle Program. Established in 1997, the program provides public transportation within a one-mile radius and throughout UNCW campus. The existence of a shared ride offering helps decrease traffic and makes movement within the campus safer and more efficient. Students and employees of UNCW are eligible to ride the Seahawk Shuttle and all Wave Transit bus service at no cost with presentation of a UNSea identification card. Students pay for transportation services through auxiliary fees administered by the University, thus eliminating the need for payment at the farebox. The cost for providing the service is recouped by the Authority through a contract agreement with the University. Although tailored to university students and employees, this is an open-door service. Members of the public, not affiliated with UNCW, who utilize the Seahawk Shuttle are required to pay the regular Wave Transit fare. The Authority and University have worked together for many years and have built a longstanding partnership. Operational Statistics During a traditional year, the Seahawk Shuttle Program accounts for 33% . The anomaly for FY19 is attributed to a total loss of 1,517 service hours resulting from Hurricane Florence. In FY20, the novel coronavirus (COVID-19) resulted in a reduction of 32 days and 3,418 service hours, however a growth in ridership for the fiscal year was recorded. A growth in passengers per hour was realized from FY15 thru FY20. The positive trend in ridership illustrated on the chart below is congruent with the initiatives and goals set forth by the University and reflects the strength of the program. ANNUAL RIDERSHIP STATISTICS 400,000 350,000 300,000 250,000 200,000 150,000 100,000 50,000 0 2015201620172018201920202021 Passenger Trips 356,838336,321364,708379,243336,533368,52333,361 In August 2021, the need to scale services to meet a revised demand and amend the existing agreement to address service level reductions, potential cancellations and costs associated with each event was recognized as a priority and endorsed by both the University and the Authority. On September 21, 2021, an addendum to the existing service agreement was executed. The revision reflected a reduction of 9,200 scheduled service hours for FY21; representing a 42.5% reduction in service hours from the 16,000 minimum threshold outlined in the initial agreement. The decrease in service hours for FY21 would have translated to a reduction in workforce under the Seahawk Shuttle Program by six (6) operators and one (1) mechanic; however, reductions were offset by natural attrition of equal proportions. The net effect of service changes to the Authority was zero. As illustrated in the table above, a 91%reduction in ridership under the UNCW Seahawk Shuttle Program was recognized for FY21 as compared to FY20. Page 1 55 Fiscal Year 2022 2021-2022 academic year are projected to resume to similar levels compared to prior the health crisis. UNCW Seahawk Shuttle Services scheduled to resume Wednesday, August 18, 2021. The Authority has worked in consultation with the University to establish an operational schedule that adequately meets demand and provides transportation assistance in a safe and responsible manner. While the objective is to return to a multi-year agreement following FY22, the need to pursue a one-year term as services resume to standard levels is recognized by both parties. The service levels and associated costs for transportation services provided under the UNCW Seahawk Shuttle Program for FY22 is outlined herein. {ĻƩǝźĭĻ \[ĻǝĻƌƭ The scheduled service hours for FY22 total 14,809 to be delivered along seven (7) routes. Service hours for the current fiscal year plus historical data is illustrated below: Fiscal Year Service Hours Scheduled Service Hours Delivered Variance 2022 14,809 TBD - 2021 16,200 9,966 -38% 2020 16,232 12,868 -21% 2019 16,288 16,182 0% 2018 16,288 16,402 1% 2017 16,182 16,182 - {ĻƩǝźĭĻ wğƷĻ The cost per hour is informed by the total number of service hours. As illustrated in {ĭŷĻķǒƌĻ ЊΛğΜ attached, the cost per revenue hour increases as decreases in service levels occur. Conversely, the cost per service hour decreases as service increases are realized. Service costs for the current fiscal year plus five historical is illustrated below: Fiscal Year Total Cost Per Rate Increase Service Hour 2022 $60.08 9% 2021 wĻǝźƭĻķ Ώ wğƷĻ ĬğƭĻķ ƚƓ ğ ƒźƓźƒǒƒ $61.70 - ƷŷƩĻƭŷƚƌķ ƚŅ ВͲЋЉЉ ƭĻƩǝźĭĻ ŷƚǒƩƭ͵ LƓźƷźğƌ Ώ wğƷĻ ĬğƭĻķ ƚƓ ЊЏͲЋЉЉ ƭĻƩǝźĭĻ ŷƚǒƩƭ͵ $55.32 3% 2020 $53.84 3% 2019 $52.40 3% 2018 $51.00 0% 2017 $51.00 - Page 2 56 57 Route Change #1 Proposal Route 203 -Port City Trolley Permanent RouteModification Current Routing: Davis Street NW to Front Street 58 Proposed Route Change: (Outbound segment only) Front St south, Righton Harnett, Left on Nutt, Left on Red Cross St Total deviation two (2) blocks Total time added zero (0)minutes Passenger amenities affected one (1) to be relocated to higher foot traffic location (CFCC) 59 Improvements realized: Providespotential adjacent access to Riverfront Park Amphitheater(pendingreviewfollowing initial event) o 139,000confirmed eventattendees for July-October o City of Wilmington Parking has posted Port City Trolley Map to wilmingtonnc.gov to support event transportation. o Current location of stop is 900 feet from park, on a steep incline. Alternatively, Harnett and Nutt access is flatterrain with improved walkability.Also serves as the accessibility entrance for persons with disabilities. o*Current service operating scheduleprovides limited resources but can be expanded in the futurewith additional funding. Provides access to Pier 33 Apartments o 286 units (175 1BR, 87 2BR, 24 3BR) Provides direct access to Wilmington Convention Center o 60,000 attendees for fiscal year for events and conventions Ridership exposure up to 162,534 (based on repeat days of events) o Partnership includes outdoor sidewalk signage, permanent indoor wall and overhead signage, digital signage with video and schedule on indoor monitors, andprinted schedule installation at two locations in main halls.Promoting connectivity to Wilmington districts. o Permanent stop to be installed on Nutt in front of WCC near existing ADA curb cut. Directly in front of entrance with stairs and ramp access to convention center. Provides access to three hotels Embassy Suites, Aloft Hotel, and Best Western Suites o Hotels contain guest rooms (186 rooms, 125 rooms, 53 rooms), meeting rooms, and dining o Hotels willpromote trolley by displaying schedule/maps Provides access to Wilmington Chamber of Commerce o Will serve employees as well as event attendees. Commitment from Wilmington Chamber to promote and share with visitors. Provides access to Wilmington Railroad Museum o Museum currently serves an average of 22,000 visitors per year and is experiencing a 28 percent increase over 2019. o Approximately one-third of visitors are on foot.Demographic is comprised of young families with small children and a population over 70, that would benefit from direct ground transportation. Museumis engaged and eager to promote connecting public transport option with in-house distribution of maps/schedules, as well as integrating riding the trolley as a teachable lesson for attending children (how to read a departure schedule). 60 Route Change #2Proposal Route 205Long Leaf Park Permanent RouteModification Current Routing:North on Front Street 61 Proposed Route Change: (Inbound segment only) nd Right on Market, Left on 2St Total deviation net (0)blocks Total time added zero (0) minutes Passenger amenities affected none 62 Improvements realized: nd Providesnew route access on 2Street to serve more public facilities and businesses, currently unserved Safer routing by avoiding high pedestrian traffic onsegment of Front Street north of Market (in one direction) Still serves important, high frequency stops on route 63 RESOLUTION ______________________________________________________________________ Introduced by:Marie Parker,Executive Director, Wave Transit Date:July 22, 2021 RESOLUTION AUTHORIZING THE CAPE FEAR PUBLIC TRANSPORTATION AUTHORITY TO SUBMIT AN APPLICATION TO THE WILMINGTON METROPOLITAN PLANNING ORGANIZATION (WMPO) FOR CORONAVIRUS RESPONSE AND RECOVERY SUPPLEMENTAL APPROPRIATIONS ACTFUNDSFOR PASSENGER AMENITY UPGRADES WHEREAS, the CapeFear Public Transportation Authority (Authority) was created in 2004 by Joint Resolution of the City of Wilmington and New Hanover County to provide public transportation services throughout the census boundary of the Wilmington Urbanized Area; and WHEREAS,the Authority is funded by the USDOT, NCDOT, and local funding partners; and WHEREAS,following the 2010 census, FHWASurface Transportation Block Grant Program -Directly Attributable (STBGP-DA) funding has been made available to the region through the WMPO; and WHEREAS,onJune 3,2021the WMPO issued a call for projects to agencies in its jurisdiction forCoronavirus Responseand Recovery Supplemental Appropriations Actfunding; and WHEREAS,atotal of $1,333,044 in funding, with no local match requirement,is available to award;and WHEREAS,Coronavirus Response and Recovery Supplemental Appropriations Actfunds are similar to the STBGP-DA funds and can be used for the design and construction of passenger amenities; and WHEREAS,the proposed project is for bus stop enhancements in the form of ten (10) covered shelters and nine (9) benches along eight(8) transit routes located within the City of Wilmington; and WHEREAS,the projectincludesengineering and design, construction of concrete pads, ADA ramps, ADA access, durable bench and/or shelter, waste receptable and solar lighting, where applicable for each location; and WHEREAS,theproject,at a total projected cost of $273,343, addresses high priority needs as ; and NOW THEREFORE, be it resolved that the Cape Fear Public Transportation Authorityis hereby authorized to submit a Coronavirus Response and RecoverySupplementalAct funding application in the amount of $273,343and will commit no local match forPassenger Amenity Upgrades. ADOPTED at a regular meeting of the Cape Fear Public Transportation Authority on July 22,2021. __________________________ Tony Caudle, Chairman Attest: __________________________ Marie Parker, Secretary 64 65 66 67